UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

~~Washington~~WASHINGTON, D.C. 20549

____________________________________________________

FORM 10-K

(Mark One)

þ ANNUAL REPORT ~~UNDER~~PURSUANT TO SECTION 13 ORor 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended June 30, ~~2011~~2012.

¨o TRANSITION REPORT ~~UNDER~~PURSUANT TO SECTION 13 ORor 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period ~~for ,~~from ~~2011~~_____________ to _________________.

Commission File No. 333-137210

ZEVOTEK, INC. (Exact name of issuer as specified in its charter) (Exact name of registrant as specified in its charter)

(Name of small business issuer in its charter)

Delaware		05-0630427
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

19 Sylvan Avenue, Second Floor, Englewood Cliffs, New Jersey		07632
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (201) 820-0357

Delaware		05-0630427
Securities registered under Section 12(b) of the Exchange Act:		None
(State or other jurisdiction of incorporation or organization)		(IRS Employer Identification No.)
Securities registered under Section 12(g) of the Exchange Act:		Common stock, par value $0.00001 per share
		(Title of class)

900 Southeast Ocean Blvd Suite 130D Stuart, FL		34994
(Address of principal executive offices)		(Zip Code)

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes o No þ

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(~~772~~d) ~~600-2676~~of the Act. Yes o No þ

Indicate by check mark whether the registrant (~~Registrant’s~~1) ~~telephone~~has ~~number,~~filed ~~including~~all ~~area~~reports ~~code~~required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirement for the past 90 days. Yes þ No o

~~Securities~~Indicate ~~registered~~by ~~under~~check ~~Section~~mark 12whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (b)§232.405 of this chapter) during the ~~Exchange~~preceding ~~Act:~~12 months (or for such shorter period that the registrant was required to submit and post such files). Yes þ No o

~~Title~~Indicate by check mark if disclosure of ~~each~~delinquent ~~class~~filers ~~registered:~~pursuant ~~Name~~to Item 405 of ~~each~~Regulation ~~exchange~~S-K on(§229.405 ~~which~~of ~~registered:~~this ~~None~~chapter) ~~None~~is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. þ

~~Securities~~Indicate ~~registered~~by ~~under~~check ~~Section~~mark ~~12(g)~~whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer,” and “smaller reporting company” in Rule 12b-2 of the Exchange Act: ~~None~~

~~Indicate~~Large byaccelerated ~~check~~filer ~~mark~~o ifAccelerated ~~the~~filer ~~registrant~~o ~~is a well~~Non-~~known~~accelerated ~~seasoned~~filer ~~issuer,~~o asSmaller ~~defined~~reporting incompany ~~Rule 405 of the Securities Act. Yes ¨ No~~ þ

Indicate by check mark ifwhether the registrant is ~~not~~a ~~required~~shell tocompany ~~file~~(as ~~reports~~defined ~~pursuant~~in toRule ~~Section 13 or Section 15~~12(db)-2 of the Exchange Act). Yes ¨ o No þ

~~Indicate~~The byaggregate ~~check~~market ~~mark~~value ~~whether~~of the registrant’s ~~(1)~~common ~~has~~stock ~~filed~~held ~~all~~by ~~reports~~non-affiliates ~~required~~of tothe beregistrant ~~filed~~on byJune ~~Section~~30, 132012, ~~or 15~~(d)based ofon the ~~Securities~~closing ~~Exchange~~sale ~~Act~~price of ~~1934~~$0.12 ~~during~~per share of the ~~preceding~~registrant’s 12common ~~months~~stock, ~~(or~~as ~~for~~reported ~~such~~on ~~shorter~~the ~~period~~Over the Counter Bulletin Board on that date) was approximately $38,200. Common stock held by each officer and director and by each person known to the registrant ~~was~~to ~~required~~own tofive ~~file~~percent ~~such~~or ~~reports),~~more ~~and~~of ~~(2)~~the outstanding common stock has been ~~subject~~excluded toin ~~such~~that ~~filing~~those ~~requirements~~persons ~~for~~may ~~the~~be ~~past~~deemed 90to ~~days~~be affiliates. ~~Yes þ No~~ This ¨determination of affiliate status is not necessarily a conclusive determination for other purposes.

~~Indicate~~At byNovember ~~check~~14, ~~mark~~2012, ~~whether~~ the registrant ~~has~~had ~~submitted~~outstanding ~~electronically~~335,527 ~~and~~shares ~~posted~~of oncommon ~~its corporate website~~stock, ifpar ~~any,~~value ~~every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232~~$.~~405~~00001 ofper ~~this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files)~~share. ~~Yes ¨ No ¨~~

~~Indicate~~Table ~~by check mark if disclosure~~ of delinquent filers pursuant to Item 405 of Regulation S-K (§ 229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. Yes þ No ¨Contents

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Item 1.	Business.	1
Item 1A.	Risk Factors.	5
Item 1B.	Unresolved Staff Comments.	5
Item 2.	Properties.	6
Item 3.	Legal Proceedings.	6
Item 4.	Mine Safety Disclosures.	6
Item 5.	Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.	6
Item 6.	Selected Financial Data.	8
Item 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operations.	8
Item 8.	Financial Statements and Supplementary Data.	13
Item 9.	Changes in and Disagreements with Accountants on Accounting and Financial Disclosure.	13
Item 9A.	Controls and Procedures.	14
Item 9A(T).	Controls and Procedures.	14
Item 9b.	Other Information.	15
Item 10.	Directors, Executive Officers and Corporate Governance.	15
Item 11.	Executive Compensation.	17
Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.	18
Item 13.	Certain Relationships and Related Transactions and Director Independence.	19
Item 14.	Principal Accounting Fees and Services.	20
Item 15.	Exhibits, Financial Statement Schedules.	21

~~Large~~SPECIAL ~~accelerated~~NOTE ~~filer~~REGARDING ~~¨ Accelerated filer ¨ Non~~FORWARD-~~accelerated~~LOOKING ~~filer (Do not check if a smaller reporting company) ¨ Smaller reporting company þ~~STATEMENTS

~~Indicate~~In bylight ~~check~~of ~~mark~~the ~~whether~~risks and uncertainties inherent in all projected operational matters, the ~~registrant~~inclusion isof aforward-looking ~~shell~~statements ~~company~~in (this Form 10-K should not be regarded as ~~defined~~a representation by us or any other person that any of our objectives or plans will be achieved or that any of our operating expectations will be realized. Our revenues and results of operations are difficult to forecast and could differ materially from those projected in ~~Rule~~the ~~12b~~forward-2looking statements contained in this Form 10-K as a result of certain risks and uncertainties including, but not limited to, our business reliance on third parties to provide us with technology, our ability to integrate and manage acquired technology, assets, companies and personnel, changes in market condition, the ~~Act)~~volatile and intensely competitive environment in the business sectors in which we operate, rapid technological change, and our dependence on key and scarce employees in a competitive market for skilled personnel. These ~~Yes o No þ~~factors should not be considered exhaustive; we undertake no obligation to release publicly the results of any future revisions we may make to forward-looking statements to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events.

Revenues for year ended June 30, 2011: $15,540

The aggregate market value of the registrant’s voting common stock held by non-affiliates as of December 31, 2010 based upon the closing price reported for such date on the OTC Bulletin Board was US $1,254,344.

As of October 13, 2011, the registrant had 294,431 shares of its common stock issued and outstanding.

Documents Incorporated by Reference: None.

Cautionary Statement Concerning

Forward-Looking Information

This annual report and the documents to which we refer you and incorporate into this annual report by reference contain forward-looking statements. In addition, from time to time, we, or our representatives, may make forward-looking statements orally or in writing. These are statements that relate to future periods and include statements regarding our future strategic, operational and financial plans, potential acquisitions, anticipated or projected revenues, expenses and operational growth, markets and potential customers for our products and services, plans related to sales strategies and efforts, the anticipated benefits of our relationships with strategic partners, growth of our competition, our ability to compete, the adequacy of our current facilities and our ability to obtain additional space, use of future earnings, and the feature, benefits and performance of our current and future products and services.

You can identify forward-looking statements by those that are not historical in nature, particularly those that use terminology such as “may,” “should,” “expects,” “anticipates,” “contemplates,” “estimates,” “believes,” “plans,” “projected,” “predicts,” “potential,” “seek” or “continue” or the negative of these or similar terms. In evaluating these forward-looking statements, you should consider various factors, including those described in this annual report under the heading “Risk Factors.” These and other factors may cause our actual results to differ materially from any forward-looking statement. We caution you not to place undue reliance on these forward-looking statements.

We base these forward-looking statements on our expectations and projections about future events, which we derive from the information currently available to us. Such forward-looking statements relate to future events or our future performance. Forward-looking statements are only predictions. The forward-looking events discussed in this annual report, the documents to which we refer you and other statements made from time to time by us or our representatives, may not occur, and actual events and results may differ materially and are subject to risks, uncertainties and assumptions about us. For these statements, we claim the protection of the “bespeaks caution” doctrine. The forward-looking statements speak only as of the date hereof, and we expressly disclaim any obligation to publicly release the results of any revisions to these forward-looking statements to reflect events or circumstances after the date of this filing.

TABLE OF CONTENTS

		PAGE
	PART I
ITEM 1.	Business	4
ITEM 1A.	Risk Factors	7
ITEM 2.	Properties	13
ITEM 3.	Legal Proceedings	13
ITEM 4.	Removed and Reserved	13
	PART II
ITEM 5.	Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities	13
ITEM 6.	Selected Financial Data	18
ITEM 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operation	19
ITEM 7A.	Quantitative and Qualitative Disclosures About Market Risk	22
ITEM 8.	Consolidated Financial Statements	22
ITEM 9.	Changes in and Disagreements with Accountants on Accounting and Financial Disclosure	22
ITEM 9A(T).	Controls and Procedures	22
ITEM 9B.	Other Information	23
	PART III
ITEM 10.	Directors, Executive Officers and Corporate Governance	24
ITEM 11.	Executive Compensation	26
ITEM 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	27
ITEM 13.	Certain Relationships and Related Transactions, and Director Independence	28
ITEM 14.	Principal Accounting Fees and Services	29
	PART IV
ITEM 15.	Exhibits, Financial Statement Schedules	29
	SIGNATURES	32

PART I

~~EXPLANATORY~~Except ~~NOTE~~for historical information, this Report contains forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934. Such forward-looking statements involve risks and uncertainties, including, among other things, statements regarding our business strategy, future revenues and anticipated costs and expenses. Such forward-looking statements include, among others, those statements including the words “expects,” “anticipates,” “intends,” “believes” and similar language. Our actual results may differ significantly from those projected in the forward-looking statements. Factors that might cause or contribute to such differences include, but are not limited to, those discussed in the section “Management’s Discussion and Analysis of Financial Condition and Results of Operations.” You are cautioned not to place undue reliance on the forward-looking statements, which speak only as of the date of this report. We undertake no obligation to publicly release any revisions to the forward-looking statements or reflect events or circumstances taking place after the date of this document.

On September 26, 2011, Zevotek, Inc. (the “Company”) filed a Certificate of Amendment to the Company’s Certificate of Incorporation in order to effect a reverse split on the outstanding shares of the Company’s common stock on a 1 for 5,000 basis (the “Reverse Split”). All per share numbers in this Annual Report on Form 10-K are reflective of the Reverse Split and all references in the accompanying audited consolidated financial statements and notes there to have been retroactively restated to reflect the Reverse Split. As of the date of filing of this Annual Report on Form 10-K, the Financial Industry Regulatory Authority (“FINRA”) has not approved the Reverse Split.

ITEM 1. BUSINESS.

Our History

We were organized on March 19, 2005 under the state laws of Delaware with an original name of “The Diet Coffee Company.” On March 1, 2006, we amended our Certificate of Incorporation and changed our name from “The Diet Coffee Company, Inc to Diet Coffee, Inc. On June 25, 2008, we changed our name to Zevotek, Inc. We market and sell innovative personal and home care items.

On September 26, 2011, we filed a ~~certificate~~Certificate of ~~amendment~~Amendment to ~~our~~the ~~certificate~~its Certificate of ~~incorporation~~Incorporation in order to effect a reverse split ofon ~~our~~the ~~issued~~outstanding ~~and~~shares ~~outstanding~~of our common stock on a 1one for 5,000 basis (the “Reverse Split”). All per share numbers ~~discussed~~in ~~herein~~this Annual Report on Form 10-K are reflective of the ~~reverse~~Reverse ~~split~~Split and all references in the accompanying audited consolidated financial statements and notes there to have been retroactively restated to reflect the Reverse Split.

Overview of Business

WeBefore ~~are~~February 24, 2009, we had been engaged in the direct marketing and distribution of consumer products. On February 24, 2009, we had entered into an Exclusive License and Sales Agreement giving us the worldwide rights to manufacture, market, use, sell, distribute and advertise an air purifier that iswas contained in an energy saving compact fluorescent light bulb named the Ionic Bulb. We ~~market~~had marketed the Ionic Bulb through TV infomercials, our website newionicbulb.com, Amazon.com and a consumer catalog. ~~We plan to sell through more catalogs and major and regional U.S. retail and specialty stores.~~

On December 10, 2010, we entered into an Exclusive License and Sales Agreement ~~giving~~which gave us the worldwide rights to develop, manufacture, market, use, sell, distribute and advertise a U.S. patented new product named “Gung H2O” that ~~reduces~~reduced water use in the home. ~~We plan to sell Gung H20 to major U.S. retail stores and directly to American consumers using TV ads and Internet marketing.~~

~~We are currently seeking new products to sell.~~1

Products

Ionic Bulb. The Ionic Bulb is an air-purifying product. The air-purifying component of the Ionic Bulb is placed in the base of a compact fluorescent light “CFL” bulb and consists of electronics and a spout through which negative ions produced by the air-purifying component are dispersed into the air. The electricity used to operate the air-purifying component also lights the CFL bulb to illuminate a room in the same manner as ordinary CFL bulbs.

We sold the Ionic Bulb through our wholly owned subsidiary Ionicbulb.com, Inc. The Ionic Bulb iscombined anthe performance features of ionic air~~-purifying~~ ~~product~~cleaning technology with those of a 10,000 hour reduced energy use compact fluorescent light bulb (CFL). The Ionic Bulb contained an air- purifying ~~component~~microchip ofion emitter that is powered by the bulb’s own energy. The Ionic Bulb iswas ~~placed~~designed for use in ~~the~~any ~~base~~U.S. ofhome. When ailluminated, ~~CFL~~the ~~bulb~~Ionic ~~and~~Bulb ~~consists~~via silent emission of ~~electronics~~negative ~~and~~ions ahad ~~spout~~helped ~~through~~to ~~which~~eliminate ~~negative~~smoke, ~~ions~~dust, ~~produced~~pollen, bypet dander and odors from the air~~-purifying~~ ~~component~~within ~~are~~a ~~dispersed~~surrounding ~~into~~100 ~~the~~square ~~air.~~foot area. The ~~electricity~~Ionic ~~used~~Bulb towas ~~operate~~designed ~~the~~for ~~air-purifying~~consumer ~~component~~use. We ~~also~~had ~~lights~~believed the ~~CFL~~Ionic ~~bulb~~Bulb product to ~~illuminate~~be a ~~room~~less inexpensive ~~the~~and ~~same~~space ~~manner~~saving asalternative ~~ordinary~~to ~~CFL~~air ~~bulbs~~purifiers.

We ~~sell~~have ~~the~~currently ~~Ionic~~stopped ~~Bulb~~working ~~through~~on ~~our wholly owned subsidiary Ionicbulb.com, Inc. The Ionic Bulb combines~~ the ~~performance~~sales ~~features~~ of ~~ionic air cleaning technology with those of a 10,000 hour reduced energy use compact fluorescent light bulb (CFL). The Ionic Bulb contains an air purifying microchip ion emitter that is powered by~~ the ~~bulb's own energy. The~~ Ionic Bulb ~~is designed for use in any U~~.S. ~~home.~~At ~~When illuminated~~present, ~~the~~we ~~Ionic~~are ~~Bulb~~working ~~via~~on ~~silent~~upgrading ~~emission of negative ions helps to eliminate smoke, dust, pollen, pet dander and odors from~~ the ~~air within a surrounding 100 square foot area~~bulb. The ~~Ionic~~new ~~Bulb~~ionic isbulb ~~designed~~will ~~for~~be ~~consumer~~made ~~use. We~~with ~~believe the Ionic Bulb product to be~~ a ~~less~~LED ~~expensive~~light, and ~~space~~will ~~saving~~no ~~alternative~~longer touse ~~air~~fluorescent ~~purifiers~~light.

Gung ~~H2O~~H20. Gung H20 was a patented plumbing valve that is installed in the traditional gravity toilet tank of a non-low flow toilet. The Gung H20 valve regulated the amount of water used to fill and flush a toilet. The valve was adjustable to enable the toilet to use more or less water as desired. The Gung H20 valve enabled a traditional non-low flow toilet to use less water to achieve the equivalent level of flushing power of a non-low flow toilet.

~~Gung~~After ~~H2O~~we istried ato ~~patented~~market ~~plumbing valve that is installed in~~ the ~~traditional gravity toilet tank of a non-low flow toilet. The~~ Gung H2O, ~~valve~~we ~~regulates~~went ~~the~~back ~~amount of water used~~ to ~~fill~~the ~~and~~inventors ~~flush a toilet. The valve is adjustable~~ to ~~enable~~make ~~the~~changes ~~toilet~~due to ~~use~~feedback ~~more~~from orthe ~~less water as desired~~public. ~~The~~ ~~Gung~~After ~~H2O~~the ~~valve~~inventors ~~enables~~make athe ~~traditional~~desired ~~non-low~~changes ~~flow~~we ~~toilet~~hope to ~~use~~market ~~less~~the ~~water~~product tosometime ~~achieve~~in the ~~equivalent~~second ~~level~~to ofthird ~~flushing~~quarter ~~power~~ of ~~a non-low flow toilet~~2013.

WeOur ~~plan~~chief toexecutive ~~sell~~officer, ~~Gung~~Jason ~~H2O,~~Ryu has a ~~patented~~history ~~new~~of ~~product~~being an innovator. We expect that ~~proposes~~ tohe ~~reduce~~will ~~water~~bring ~~use~~a number of products on board in the ~~average~~upcoming ~~American~~year ~~family~~and ~~home~~believe ~~and~~Zevotek ~~reduces~~will ~~utility~~be ~~bill~~able ~~savings~~to garner revenue from these products. ~~Our~~ ~~patented~~We ~~product~~expect ~~design~~to ~~makes~~release ~~for~~some ~~easy~~of ~~installation~~these products in ~~any~~the ~~standard~~very ~~toilet~~near ~~and~~future. ~~delivers~~We ~~savings~~are ateither awaiting ~~fraction~~to ofput the ~~cost~~finishing oftouches aor ~~low-flow~~most ~~toilet~~importantly file the proper patents in order to bring the greatest value to our stockholders.

Sales and Marketing

We plan to market our products once the ~~Ionic~~development ~~Bulb~~stage has been completed through TV Infomercials, on our website www.newionicbulb.com, ~~Amazon.com~~ and through a consumer catalog. We have agreements with several sales agencies who market the Ionic Bulb to major U.S. retail, regional retail and specialty stores and distributors. ~~Our plans can be further described as follows:~~

Infomercials - We developed and produced one and two minute direct response television campaigns (infomercials) that are aired on major national and local broadcast television channels, superstations and cable networks. These campaigns are conducted locally, nationally, or both, depending on the specific product and anticipated demand.

Public relations – We have presented the Ionic Bulb on local television shows as a means of informing the public about the features and benefits of the Ionic Bulb. We maintain contact with print and internet media publications to assist with news stories and reviews of the Ionic Bulb. During the fiscal year ended June 30, 2011, the Ionic Bulb was displayed at The Hollywood Style Awards, The Bid To Save The Earth Benefit Event and appeared on a CBS evening news program. The Ionic Bulb makes its online presence through appearances in blogs and social networking outlets, Facebook and Twitter.

Catalog Advertising – The Ionic Bulb product is marketed by a third party that operates catalog sales businesses. We have sold the Ionic Bulb to the catalog company for sale to their customers. We believe that sales to catalogs are a source of revenue and product exposure to potentially large audiences.

Retail - We have approached several major national chains and expect to have a comprehensive network of major retailers selling our products. We use independent manufacturer representation firms to assist us with establishing retail sales of our products.

Internet - Our Ionic Bulb products are being made available for sale on our web site www.newionicbulb.com, Amazon.com, and are marketed using a streaming video presentation of the Ionic Bulb and its features. We operate a merchant account enabling us to accept payment card transactions from all major credit card companies thereby facilitating the online purchase process through our corporate website.

We plan to sell Gung H20 to major U.S. retail stores and directly to American consumers using TV ads and Internet marketing.

Manufacturing and Distribution

We ~~contract~~are ~~with~~seeking ~~unaffiliated~~a ~~manufacturers~~manufacturer ~~outside~~who ~~the~~can ~~U.S.~~economically toproduce ~~manufacture~~the ~~our~~new ~~products. Our~~ Ionic Bulb ~~is manufactured in China~~ and the isGung ~~subject~~H20 toproduct. We ~~import~~may ~~duties,~~find ~~which~~a ~~have~~U.S. ~~the~~manufacturer ~~effect~~for ~~of increasing~~ the ~~amount~~Gung weH20 ~~pay to obtain such products~~product.

We are seeking a manufacturer who can economically produce the Gung H2O product. We may find a U.S. manufacturer for the Gung H2O product.

License Agreements, Trademarks and Patents

On February 24, 2009, Zevotek entered into an Exclusive License and ~~Supply~~Sales Agreement whereby Zevotek obtained worldwide exclusive rights to manufacture, market use, sell, distribute and advertise certain licensed products. The license is on a year to year basis with automatic renewal and is subject to becoming non-exclusive should Zevotek fail to files all quarterly and annual reports by due dates, inclusive of allowable extensions. In exchange for the exclusive license, Zevotek issued 500 shares of its common stock to Jason Ryu.

On ~~February~~March 242, ~~2009~~2011, Zevotek and the ~~Company~~Ionic Bulb patent holder entered into ana ~~Exclusive~~non-exclusive ~~License~~Purchasing ~~and~~Representative ~~Sales~~ Agreement whereby the ~~Company~~patent ~~obtained~~holder ~~worldwide~~shall ~~exclusive~~introduce ~~rights~~Zevotek to ~~manufacture,~~a ~~market~~new ~~use,~~third ~~sell,~~party ~~distribute~~manufacturer ~~and~~that ~~advertise~~will ~~certain~~produce ~~licensed~~a ~~products~~next generation version of the Ionic Bulb with new features and improved manufacturing cost. ~~The~~Additionally, ~~license~~the ispatent onholder aaffirms ~~year~~his obligation to ~~year~~defend ~~basis~~against ~~with~~patent ~~automatic~~infringement. Zevotek ~~renewal~~shall ~~and~~pay ispatent ~~subject~~holder toa ~~becoming~~fixed ~~non-exclusive~~amount ~~should~~per Ionic Bulb ordered from the ~~Company~~new ~~fail~~manufacturer. Zevotek agreed to ~~files~~make ~~all~~an ~~quarterly~~advance ~~and~~fee ~~annual~~payment ~~reports~~ by ~~due~~issuance ~~dates~~of 5,000 ~~inclusive~~shares of ~~allowable~~Zevotek’s ~~extensions~~restricted stock. InThe ~~exchange~~value ~~for~~of the ~~exclusive~~restricted ~~license,~~shares applied to payment of the ~~Company~~fees ~~issued~~is ~~500~~to ~~shares~~be based upon the average closing price of ~~its~~Zevotek’s common stock for the ten trading days preceding the date on which the restrictive stock legend may be removed. The term of the agreement is three years with one-year automatic renewals that are subject to minimum fee payments to the patent holder for the first and second renewal term, respectively.

~~On March~~ 2, 2011, the Company and the Ionic Bulb patent holder entered into a non-exclusive Purchasing Representative Agreement whereby the patent holder shall introduce the Company to a new third party manufacturer that will produce a next generation version of the Ionic Bulb with new features and improved manufacturing cost. Additionally, the patent holder affirms his obligation to defend against patent infringement. The Company shall pay patent holder a fixed amount per Ionic Bulb ordered from the new manufacturer. The Company agreed to make an advance fee payment by issuance of 5,000 shares of the Company’s restricted stock. The value of the restricted shares applied to payment of the fees is to be based upon the average closing price of the Company's common stock for the ten trading days preceding the date on which the restrictive stock legend may be removed. The term of the agreement is three years with one-year automatic renewals that are subject to minimum fee payments to the patent holder for the first and second renewal term, respectively. As of June 30, 2011, no shares were issued, no value has been determined or assigned to the shares under this agreement and no amount has been recorded.

Patents and Trademarks

On April 2, 2005, Mr. Ryu (and Mr. Chang Min Lee the co-inventor) filed USU.S. Patent Application No. 11/097,767 (Publication No. 20006/0078460) entitled “Anion General for Incorporation into Lighting Apparatuses and Other Appliances” with the USU.S. Patent and Trademark Office (“~~USPTO~~U.S.PTO”). The initial application was rejected on various grounds. Mr. Ryu filed a response and amendment to the initial application with the ~~USPTO~~U.S.PTO on September 9, 2007. Mr. Ryu filed a continuation-in-part (CIP) application on August 7, 2008, ~~serial~~Serial noNo. 12/221,908, which claims the benefit of noNo. 11/097,767, now abandoned. The CIP application adds some new enhancements to the bulb design that further distinguish the invention over the prior art. As of the date of this Annual Report, the CIP is pending and has not yet been examined. We cannot offer any assurance that the application will ultimately be approved by the ~~USPTO~~U. S.PTO.. In addition, there is an international patent application on file under the Patent Cooperation Treaty (PCT), No PCT/KR2005/002997 (Publication No. WO/2006/031036) entitled Negative Ion Emission Lamp.

5A divisional application, Serial No. 11/820,915, was filed and a patent has been granted. It is directed to an ionic air-purifying device in an appliance such as a fan (rather than in a CFL light bulb).

ANotwithstanding ~~divisional~~Mr. ~~application~~Ryu’s and our efforts to protect proprietary rights in the Ionic Bulb, ~~serial~~existing ~~no.~~trade ~~11/820~~secret,~~915~~ copyright, ~~was~~and ~~filed~~trademark ~~and~~laws aafford ~~patent~~only limited protection. Further, the assignment of the U.S. Patent Application by the co-inventor has not been ~~granted~~perfected by filing with the U.S.PTO. ItUntil such time as this filing is ~~directed~~perfected, toit anis ~~ionic~~possible ~~air~~that the co-~~purifying~~inventor ~~device~~could inlicense anthe ~~appliance~~Ionic ~~such~~Bulb to another party. Despite our efforts to protect our proprietary rights and other intellectual property, unauthorized parties may attempt to copy aspects of our products, obtain and use information that we regard as aproprietary ~~fan~~or ~~(rather~~misappropriate ~~than~~our incopyrights, atrademarks, ~~CFL~~trade ~~light~~dress, ~~bulb)~~and similar proprietary rights. In addition, the laws of some foreign countries do not protect proprietary rights to as great an extent as do the laws of the United States. Our means of protecting our proprietary rights may not be adequate. In addition, our competitors might independently develop similar technology or duplicate our products or circumvent any patents or our other intellectual property rights.

Notwithstanding Mr. Ryu’s and our efforts to protect proprietary rights in the Ionic Bulb, existing trade secret, copyright, and trademark laws afford only limited protection. Further, the assignment of the US Patent Application by the co-inventor has not been perfected by filing with the USPTO. Until such time as this filing is perfected, it is possible that the co-inventor could license the Ionic Bulb to another party. Despite our efforts to protect our proprietary rights and other intellectual property, unauthorized parties may attempt to copy aspects of our products, obtain and use information that we regard as proprietary or misappropriate our copyrights, trademarks, trade dress, and similar proprietary rights. In addition, the laws of some foreign countries do not protect proprietary rights to as great an extent as do the laws of the United States. Our means of protecting our proprietary rights may not be adequate. In addition, our competitors might independently develop similar technology or duplicate our products or circumvent any patents or our other intellectual property rights.

Competition

The air purifier market in which the Ionic Bulb competes is subject to competition since new products and sellers enter the market and compete for consumer dollars. We have not yet achieved a market share, nor do we have a long operating history or large customer base. Our products compete with other air purifier products that are sold over the Internet, through catalogs and in retail and specialty stores. Our Ionic Bulb was competing with other products for placement on retail store shelves. Retail store buyers had been presented with many new products and choose products they want to place on their stores” shelves. Our Ionic Bulb competed with other products, including products that are wholly unrelated to air purifiers, for selection by retail store buyers. Maintaining and gaining market share depends heavily on selection by retail store buyers of our Ionic Bulb product and, with respect to competition with other the air purifiers, the differentiation of our Ionic Bulb’s features, further product development and enhancement, pricing, quality, performance, packaging and availability, brand name recognition, patents, and marketing and distribution approaches.

The ~~air~~Gung ~~purifier~~H20 ~~market~~product inis ~~which~~to be sold in the ~~Ionic~~market ~~Bulb~~for ~~competes~~products that reduce water consumption from toilet usage and is subject to competition since new products and sellers enter the market and compete for consumer dollars. We have not yet achieved a market share, nor do we have a long operating history or large customer base. Our products compete with other ~~air~~wastewater ~~purifier~~saving products that are sold by retailers, over the Internet, and through catalogs. We ~~and~~expect inthat ~~retail~~Gung ~~and~~H20 ~~specialty~~will ~~stores.~~face ~~Our~~competition ~~Ionic Bulb is competing~~ with other products for placement on retail store shelves. Retail store buyers are presented with many new products and choose products they want to place on their stores’” shelves. ~~Our Ionic Bulb competes with other products, including products that are wholly unrelated to air purifiers, for selection by retail store buyers.~~ Maintaining and gaining market share depends heavily on selection by retail store buyers of our ~~Ionic~~Gung ~~Bulb~~H20 product and, with respect to competition with other the ~~air~~water ~~purifiers~~saving products, the differentiation of our ~~Ionic~~Gung ~~Bulb~~H20’s features, further product development and enhancement, pricing, quality, performance, packaging and availability, brand name recognition, patents, and marketing and distribution approaches.

~~Gung H2O~~3

The Gung H2O product is to be sold in the market for products that reduce water consumption from toilet usage and is subject to competition since new products and sellers enter the market and compete for consumer dollars. We have not yet achieved a market share, nor do we have a long operating history or large customer base. Our products compete with other wastewater saving products that are sold by retailers, over the Internet and through catalogs. We expect that Gung H20 will face competition with other products for placement on retail store shelves. Retail store buyers are presented with many new products and choose products they want to place on their stores’ shelves. Maintaining and gaining market share depends heavily on selection by retail store buyers of our Gung H2O product and, with respect to competition with other the water saving products, the differentiation of our Gung H20’s features, further product development and enhancement, pricing, quality, performance, packaging and availability, brand name recognition, patents, and marketing and distribution approaches.

Regulation

The formulation, manufacturing, packaging, labeling, advertising, distribution, and sale of the Ionic Bulb and Gung ~~H2O~~H20, such as those we plan to sell, are subject to regulation by one or more federal agencies, principally the Federal Trade Commission, or FTC, and to a lesser extent the Consumer Product Safety Commission. Our activities are also regulated by various governmental agencies for the states and localities in which our products are sold, as well as by governmental agencies in certain countries outside the United States. Among other matters, regulation by the FTC covers product safety and claims made with respect to a product'’s ability to provide health-related benefits.

Federal agencies, primarily the FTC, have a variety of procedures and enforcement remedies available to them, including the following:

·● ~~initiating~~Initiating investigations,;

·● ~~issuing~~Issuing warning letters and cease and desist orders,;

·● ~~requiring~~Requiring corrective labeling or advertising,;

·● ~~requiring~~Requiring consumer redress, such as requiring that a company offer to repurchase products;

·● ~~previously~~Previously sold to consumers,;

·● ~~seeking~~Seeking injunctive relief or product seizures,;

·● ~~imposing~~Imposing civil penalties,; or

·● ~~commencing~~Commencing civil action and/or criminal prosecution.

In addition, certain state agencies have similar authority. These federal and state agencies have in the past used these remedies in regulating participants in the industry, including the imposition by federal agencies of civil penalties. We cannot assure you that the regulatory environment in which we operate will not change or that such regulatory environment, or any specific action taken against us, will not result in a material adverse effect on our operations. In addition, increased sales of, and publicity about, the Ionic Bulb, air purifiers, CFL bulbs, Gung H20 and water saving products may result in increased regulatory scrutiny, including consumer compliance with local regulations for properly disposing of used CFL bulbs which contain trace amounts of lead and mercury.

The sale of our products in countries outside the United States is regulated by the governments of those countries. We are currently attempting to market our products outside of the United States. ~~The Company~~ Zevotek’s plans to commence sales in those countries may be prevented or delayed by such regulation. While compliance with such regulation will generally be undertaken by international distributors, we may assist with such compliance and in certain cases may be liable if a distributor fails to comply.

We cannot predict the nature of any future laws, regulations, interpretations, or applications, nor can we determine what effect such additional regulation, when and if it occurs, would have on our business in the future. Such additional regulation could require, however, any or all of the actions listed below, which could have a material adverse effect on our operations:

·● ~~the~~The reformulation of certain products to meet new standards,;

·● ~~the~~The recall or discontinuance of certain products,;

·● ~~additional~~Additional record keeping,;

·● ~~expanded~~Expanded documentation of the properties of certain products,;

·● ~~revised~~Revised, expanded or different labeling,; or

·● ~~additional~~Additional scientific substantiation.

Key Personnel

Our future financial success depends to a large degree upon the personal efforts of our key personnel. In our formative period, Jason Ryu, our chief executive officer, president, and chief financial officer, will play the major role in securing the services of those persons who can develop our business strategy and technology upon receipt of sufficient funds to pay for such services either through receipt of funds from borrowing or sales of our common stock. While we intend to employ additional management and marketing personnel in order to minimize the critical dependency upon any one person, there can be no assurance that we will be successful in attracting and retaining the persons needed. We do not have an employment contract with Mr. Ryu.

We Need To Hire Specialized Personnel

Although we are committed to the continued development and growth of our business, we will need to engage specialized key personnel to assist Zevotek in the execution of our business model, inasmuch as Jason Ryu, our chief executive officer, does not possess the requisite level of expertise to perform such functions. It is possible that we will not be able to locate and hire such specialized personnel on acceptable terms.

Adequacy of Working Capital

We hope to generate sufficient capital to fund our business plan through continuing to issue convertible notes to our current note holders and issuance of common stock through a private placement . See “Management’s Discussion and Analysis of Financial Condition and Results of Operations – Financing Activities,” and “Business.” However, if our efforts are unsuccessful or do not generate sufficient cash to fund our anticipated operations, we still intend to proceed with our proposed business plan and we may try to raise what we feel is sufficient working capital for our current business plan, by means of a private placement or registered public offering of our shares. If we are not able to raise additional capital through the sale of our shares or if we are unsuccessful in our other financing efforts, we would not be able to continue and our business would fail. At the time of this Report, we are currently offering through a private placement shares of our common stock in order to raise needed capital. In the future, we may raise additional capital though equity or debt offerings.

The Financial Results for Zevotek May Be Affected by Factors Outside of Our Control

Our future operating results may vary significantly from quarter to quarter due to a variety of factors, many of which are outside our control. Our anticipated expense levels are based, in part, on our estimates of future revenues and may vary from projections. We may be unable to adjust spending rapidly enough to compensate for any unexpected revenues shortfall. Accordingly, any significant shortfall in revenues in relation to our planned expenditures would materially adversely affect our business, operating results, and financial condition.

We believe that period-to-period comparisons of our operating results are not necessarily a meaningful indication of future performance.

Employees

As of ~~October~~ ~~13,~~the ~~2011,~~date weof ~~had~~this ~~one~~Report, ~~full-time~~Zevotek ~~employee~~does ~~and~~not nohave ~~part-time~~any employees. We ~~have~~do not ~~experienced~~currently anticipate that we will hire any ~~work~~employees ~~stoppages~~in ~~and~~the wenext ~~consider~~six ~~relations~~months. However, ~~with~~as our ~~employee~~operations toexpand, bewe ~~good~~will employ the persons that we may need. We do not feel that we would have any difficulty in locating needed help.

~~ITEM~~From 1Atime-to-time, we anticipate that we will use the services of independent contractors and consultants to support our business development. ~~RISK~~We ~~FACTORS~~believe our future success depends in large part upon the continued service of our senior management personnel and our ability to attract and retain highly qualified managerial personnel.

~~Risks~~ITEM ~~Relating~~1A. RISK ~~to Our Business:~~FACTORS.

WENot ~~HAVE A LIMITED OPERATING HISTORY UPON WHICH YOU CAN BASE AN INVESTMENT DECISION~~applicable.

~~Our~~ITEM ~~company was formed on December 19, 2005, therefore we have a limited operating history upon which you can make an investment decision, or upon which we can accurately forecast future sales~~1B. UNRESOLVED ~~You~~STAFF ~~should, therefore, consider us subject to the business risks associated with a new business~~COMMENTS. ~~The likelihood of our success must be considered in light of the expenses, difficulties and delays frequently encountered in connection with the formation and initial operations of a new business.~~

WE HAVE A BRIEF OPERATING HISTORY IN THE AIR PURIFYING PRODUCTS INDUSTRY, WHICH COULD RESULT IN ERRORS IN MANAGEMENT AND OPERATIONS.

We recently entered the market for selling air purifier products with an introduction of the Ionic Bulb and have a brief history of operations. We may not be able to manage entry into this market effectively, properly staff operations, choose effective strategic partners and failure to manage our business this market effectively could delay our ability to generate profitable operations.

OUR AUDITORS HAVE EXPRESSED SUBSTANTIAL DOUBT ABOUT OUR ABILITY TO CONTINUE AS A GOING CONCERN.

In their report dated October 13, 2011, RBSM LLP stated that our consolidated financial statements for the year ended June 30, 2011, were prepared assuming that we would continue as a going concern. Our ability to continue as a going concern is an issue raised as a result of our recurring losses from operations and our net capital deficiency. We continue to experience net operating losses. Our ability to continue as a going concern is subject to our ability to generate a profit. Our continued net operating losses and stockholders' deficit increases the difficulty in meeting such goals and there can be no assurances that such methods will prove successful.

OUR FAILURE TO COMPLY WITH THE FINAL JUDGEMENT ISSUED BY THE FTC COULD ADVERSELY AFFECT OUR BUSINESS.

On March 26, 2007, we received a letter from the U.S. Federal Trade Commission (“FTC”) whereby we were informed that the FTC was conducting an investigation into advertising claims made for our former weight loss product known as “Slim Coffee.” The purpose of the investigation was to determine whether we, in connection with its sales of Slim Coffee, engaged in unfair or deceptive acts or practices and false advertising. The FTC threatened to file a complaint in the United States District Court, Southern District of New York, alleging false advertising, unless the Company and the FTC could reach a satisfactory resolution to the matter. A negotiated settlement has been reached with the FTC under which the Company, its officers and directors did not admit any wrongdoing. On January 10, 2008, pursuant to a stipulated final judgment and order, the United States District Court, Southern District of New York, entered a final judgment and order against the Company in the amount of $923,910. The full amount of the judgment, and payment of any portion of it is suspended and cannot be reinstated so long as (a) we abide by the reporting and monitoring requirements of the judgment, (b) we do not make false advertising claims in connection with any of its products in the future, and (c) our past financial disclosures to the FTC were materially accurate. We expect to comply with terms of the stipulation and do not anticipate incurring a liability for the judgment, however there can be no assurance of compliance. Should we fail to comply with the FTC’s final judgment, this could have a material adverse on our business, financial condition and results of operations.

WE COULD LOSE OUR EXCLUSIVE RIGHT TO MARKET AND SELL THE IONIC BULB

We believe we have complied with and remain in compliance with the terms of our exclusive license and sales agreement dated February 24, 2009 relating to the Ionic Bulb. The licensor has expressed interest in renegotiating the terms of the agreement and we have engaged in discussions with the licensor about the terms of the license and other services the licensor can offer the Company, including the introduction of new Ionic Bulb manufacturers and new products. It is possible that the licensor could take action to terminate the license or modify its terms. We believe there is no basis for such actions, however, the outcome of any such action is uncertain and could possibly result in the modification or loss of the license.

WE LACK PROPER INTERNAL CONTROLS AND PROCEDURES

We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in our Exchange Act reports is recorded, processed, summarized, and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms, and that such information is accumulated and communicated to our management, including our Chief Executive Officer, as appropriate, to allow timely decisions regarding required disclosure based on the definition of “disclosure controls and procedures” in Rule 13a-15(e). In designing and evaluating the disclosure controls and procedures, our management recognized that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives, and management necessarily was required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures.

During the course of the preparation of our June 30, 2011 financial statements, we identified certain material weaknesses relating to our internal controls and procedures within the areas of revenue recognition and inventory accounting. Some of these internal control deficiencies may also constitute deficiencies in our disclosure and internal controls.

WE NEED TO SEEK ADDITIONAL FINANCING TO FUND OUR WHOLESALE AND DIRECT RESPONSE SALES BUSINESS, AND IF WE ARE UNABLE TO OBTAIN FUNDING WHEN NEEDED, WE MAY NEED TO SCALE BACK OUR OPERATIONS.

We have been financing our operations since our inception in December 19, 2005 with funds invested by our founders raised through a private placement of our common stock and through the issuance of promissory notes to unaffiliated third party investors. We have used the financing to start up our direct response sales business. We need additional capital to continue our operations and will endeavor to raise funds through the sale of convertible notes and revenues from operations.

Our operating and capital requirements during the next fiscal year and thereafter will vary based on a number of factors, including the level of sales and marketing activities for our products. Accordingly, we expect to need to obtain additional private or public financing including debt or equity financing and there can be no assurance that such financing will be available as needed or, if available, on terms favorable to us. Any additional equity financing may be dilutive to stockholders and such additional equity securities may have rights, preferences or privileges that are senior to those of our existing common stock.

Furthermore, debt financing, if available, will require issuances of common stock to repay principal and interest and may involve restrictive covenants that could impose limitations on our operating flexibility. Our failure to generate adequate revenues or successfully obtain additional future funding may jeopardize our ability to continue our business and operations.

FAILURE TO PROTECT PROPRIETARY TECHNOLOGY COULD IMPAIR OUR COMPETITIVE POSITION.

The owners of the Ionic Bulb have filed U.S. and foreign patent applications for the Ionic Bulb. Our success will depend in part on our ability to obtain United States and foreign patent protection for the Ionic Bulb and operate without infringing the proprietary rights of third parties. We place considerable importance on obtaining patent protection for significant new technologies, products and processes. Future enforcement of patents and proprietary rights in many other countries may be problematic or unpredictable. Moreover, the issuance of a patent in one country does not assure the issuance of a similar patent in another country. Claim interpretation and infringement laws vary by nation, so the extent of any patent protection is uncertain and may vary in different jurisdictions. Our domestic patent position is also highly uncertain and involves complex legal and factual questions. In addition, the assignment by the co-inventor has not yet been perfected in the US Patent and Trademark Office. Until such time as this assignment is perfected, the co-inventor could license the Ionic Bulb technology to another party. The applicant or inventors of subject matter covered by patent applications or patents owned by us may not have been the first to invent or the first to file patent applications for such inventions. Due to uncertainties regarding patent law and the circumstances surrounding our patent applications, the pending or future patent applications we own may not result in the issuance of any patents. Existing or future patents owned by to us may be challenged, infringed upon, invalidated, found to be unenforceable or circumvented by others. Further, any rights we may have under any issued patents may not provide us with sufficient protection against competitive products or otherwise cover commercially valuable products or processes.

LITIGATION OR OTHER DISPUTES REGARDING PATENTS AND OTHER PROPRIETARY RIGHT MAY BE EXPENSIVE AND HARM OUR ABILITY TO OPERATE.

The manufacture, use or sale of the Ionic Bulb may infringe on the patent rights of others. If we are unable to avoid infringement of the patent rights of others, we may be required to seek a license, defend an infringement action or challenge the validity of the patents in court. Litigation is costly and time consuming. We may not have sufficient resources to bring these actions to a successful conclusion. In addition, if we do not obtain a license, develop or obtain non-infringing technology, or fail to successfully defend an infringement action or have the patents we are alleged to infringe declared invalid, we may:

• incur substantial money damages;

• not be able to obtain any required license on favorable terms, if at all.

In addition, if another party claims the same subject matter or subject matter overlapping with the subject matter that we have claimed in a United States patent application or patent, we may decide or be required to participate in interference proceedings in the United States Patent and Trademark Office in order to determine the priority of invention. Loss of such an interference proceeding would deprive us of patent protection sought or previously obtained and could prevent us from commercializing our products. Participation in such proceedings could result in substantial costs, whether or not the eventual outcome is favorable. These additional costs could adversely affect our financial results.

WE MAY BE UNABLE TO MANAGE BUSINESS GROWTH OR IMPLEMENT OUR EXPANSION STRATEGY.

Our executive officer has limited experience managing a publicly-traded company and limited experience complying with the increasingly complex laws pertaining to public companies. These obligations will require substantial attention from our management and divert his attention away from the day-to-day management of our business, which could materially and adversely impact our business operations.

Furthermore we may not be able to establish markets for our products, or implement the other features of our business strategy at the rate or to the extent presently planned because we are a small company. Our projected growth will place a significant strain on our administrative, operational and financial resources. If we are unable to successfully manage our future growth, establish and continue to upgrade our operating and financial control systems, recruit and hire necessary personnel or effectively manage unexpected expansion difficulties, our financial condition and results of operations could be materially and adversely affected.

OUR FUTURE OPERATIONS ARE CONTINGENT ON OUR ABILITY TO RECRUIT EMPLOYEES TO EXPAND OUR DIRECT RESPONSE SALES BUSINESS.

In the event we are able to obtain necessary funding to operate our wholesale and direct response sales business, we expect to experience growth in the number of employees and the scope of our operations. In particular, we may hire additional sales, marketing and administrative personnel to advance our Ionic Bulb product sales. Additionally, acquisitions could result in an increase in employee headcount and business activity. Such activities could result in increased responsibilities for management. We believe that our ability to increase our customer support capability and to attract, train, and retain qualified technical, sales, marketing, and management personnel, will be a critical factor to our future success.

DUE TO THE HIGH LEVEL OF COMPETITION IN THE MARKETING AND SALE OF CONSUMER PRODUCTS, WE MIGHT FAIL TO COMPETE EFFECTIVELY, WHICH WOULD HARM OUR FINANCIAL CONDITION AND OPERATING RESULTS.

The business of marketing consumer products is highly competitive and sensitive to the introduction of new products, which may rapidly capture a significant share of the market. These market segments include numerous manufacturers, distributors, marketers and retailers that actively compete for the business of consumers both in the United States and abroad. In addition, we anticipate that we will be subject to increasing competition in the future from sellers that utilize electronic commerce for their direct response sales business. Some of these competitors have longer operating histories, significantly greater financial, technical, product development, marketing and sales resources, greater name recognition, larger established customer bases and better-developed distribution channels than we do. Our present or future competitors in these industries may be able to develop new products that are comparable or superior to those we offer, adapt more quickly than we do to new technologies, evolving industry trends and standards or customer requirements, or devote greater resources to the development, promotion and sale of their products than we do. For example, if our competitors develop CFC light bulbs that prove to be more effective than our products, demand for our Ionic Bulb products could be reduced. Accordingly, we may not be able to compete effectively in our markets and competition may intensify.

We are also subject to significant competition for the recruitment of distributors from other network marketing organizations, including those that market other types of products. We compete for global customers and distributors with regard to consumer products. In addition, because the industry in which we operate is not particularly capital intensive or otherwise subject to high barriers to entry, it is relatively easy for new competitors to emerge who will compete with us for our distributors and customers.

We expect that new competitors are likely to join existing competitors. Many of our current competitors are significantly larger and have substantially greater market presence as well as greater financial, technical, operational, marketing and other resources and experience than we have. In the event that such a competitor expends significant sales and marketing resources in one or several markets we may not be able to compete successfully in such markets. We believe that competition will continue to increase, placing downward pressure on prices. Such pressure could adversely affect our gross margins if we are not able to reduce costs commensurate with such price reductions. If our competitors were to provide better and more cost effective products, our business initiatives could be materially and adversely affected.

ADVERSE PUBLICITY ASSOCIATED WITH OUR PRODUCTS, OR THOSE OF SIMILAR COMPANIES, COULD HARM OUR FINANCIAL CONDITION AND OPERATING RESULTS.

The size of our distribution force and the results of our operations may be significantly affected by the public's perception of our Ionic Bulb product line, our Company, similar products in the industry and similar companies in the industry. Adverse publicity in the form of published scientific research or otherwise, whether or not accurate, that associates consumption of our products or any other similar products with illness or other adverse effects, that questions the benefits of our or similar products, or that claims that such products are ineffective could have a material adverse effect on our reputation, the demand for our products, and our ability to generate revenues. This perception is dependent upon opinions concerning:

· the safety and quality of our products;

· the safety and quality of similar products distributed by other companies;

· our distributors; and

· the direct selling business generally.

Adverse publicity concerning any actual or purported failure of us or our distributors to comply with applicable laws and regulations regarding product claims and advertising, good manufacturing practices, the regulation of our network marketing program, the licensing of our products for sale in our target markets or other aspects of our business, whether or not resulting in enforcement actions or the imposition of penalties, could have an adverse effect on our goodwill and could negatively affect our ability to attract, motivate and retain distributors, which would negatively impact our ability to generate revenue. We cannot ensure that all distributors will comply with applicable legal requirements relating to the advertising, labeling, licensing or distribution of our products.

In addition, our distributors' and consumers' perception of the safety and quality of our Ionic Bulb products as well as similar products distributed by other companies can be significantly influenced by national media attention, publicized scientific research or findings, widespread product liability claims and other publicity concerning our products or similar products distributed by other companies. Adverse publicity, whether or not accurate or resulting from consumers' use or misuse of our products or our direct response sales business, with adverse effects, questions the benefits of our or similar products or claims that any such products are ineffective, inappropriately labeled or have inaccurate instructions as to their use, could negatively impact our reputation or the market demand for our products.

Adverse publicity relating to us, our products, including our Ionic Bulb product line, our direct response sales business or our operations, or the attractiveness or viability of the financial opportunities provided thereby could have a negative effect on our ability to attract, motivate and retain distributors. Adverse publicity may cause a rapid, substantial loss of distributors, a decline in consumer interest in our direct marketing campaigns and a corresponding reduction in sales. We expect that negative publicity will, from time to time, negatively impact our business in particular markets.

OUR BUSINESS, FINANCIAL CONDITION AND RESULTS OF OPERATIONS WILL SUFFER IF WE DO NOT ACCURATELY FORECAST CUSTOMERS' DEMANDS FOR OUR IONIC BULB PRODUCTS.

Because of our reliance on third-party manufacturers, the production lead times are relatively long. Therefore, we must commit to production well in advance of customer orders for our Ionic Bulb products. If we fail to forecast consumer demands accurately, we may encounter difficulties in filling customer orders or in liquidating excess inventories, or may find that customers are canceling orders or returning products. Our relatively long production lead time may increase the amount of inventory and the cost of storing inventory. Additionally, changes in retailer inventory management strategies could make inventory management more difficult. Any of these results could have a material adverse effect on our business, financial condition and results of operations.

OUR DIRECT RESPONSE SALES OPERATION IS DEPENDENT ON HAVING ADEQUATE CREDIT CARD ACTIVITY PROCESSING CAPACITY WITH THE MAJOR CREDIT CARD COMPANIES AND A CREDIT CARD PROCESSOR.

A third party credit card processor regulates our daily credit card sales order volume and sets limits as to the maximum daily sales volume it will process. In addition, credit card companies, such as Visa and MasterCard, and credit card processors typically maintain a record of the level of customer requests to have charges for our products reversed (chargebacks). The credit card companies and processors may impose increased deposit requirements and fines for “high chargeback levels”, may modify our daily sales volume limit, make a demand for additional reserves or even discontinue doing business with us. The direct response business is known for relatively high chargeback levels and we may experience periods of higher than accepted levels of chargeback activity that could lead to fines and disruptions in credit card processing of customer orders. We endeavor to maintain reasonable business practices and customer satisfaction, which in part, can contribute to lower levels of chargeback activity. Nevertheless, excess chargeback activity could result in our being unable to have customers pay us using credit cards.

WE RELY ON OTHERS FOR PRODUCTION OF OUR IONIC BULB PRODUCTS, AND ANY INTERRUPTIONS OF THESE ARRANGEMENTS COULD DISRUPT OUR ABILITY TO FILL CUSTOMERS' ORDERS AND HAVE A MATERIAL IMPACT ON OUR ABILITY TO OPERATE.

We obtain our products for our Ionic Bulb product line from third party suppliers. Any increase in labor, equipment, or other production costs could adversely affect our cost of sales. Qualifying new manufacturers is time-consuming and might result in unforeseen manufacturing and operations problems. The loss of our relationships with our manufacturers or our inability to conduct our manufacturing services for us as anticipated in terms of cost, quality, and timeliness could adversely affect our ability to fill customer orders in accordance with required delivery, quality, and performance requirements. If this were to occur, the resulting decline in revenue would harm the business.

We depend on manufacturers to maintain high levels of productivity and satisfactory delivery schedules. Our manufacturers serve many other customers, a number of which have greater production requirements than we do. As a result, our manufacturers could determine to prioritize production capacity for other customers or reduce or eliminate deliveries to us on short notice. We may encounter manufacturing delays and longer delivery schedules in commencing volume production of new products. Any of these problems could result in our inability to deliver products in a timely manner and adversely affect our operating results. We depend to a great extent on our manufacturers for the safety, purity, and potency of our products.

We currently outsource significant portions of our business functions, including, but not limited to, warehousing, customer service, inbound call center functions and payment processing for all direct response sales, customer order fulfillment, and product returns processing and shipping. From time to time we have experienced interruptions in these essential services for varying periods of time and future interruptions can and will occur. If such interruptions occur for extended periods of time, our operations may be materially adversely affected.

ANY MATERIAL INCREASE IN THE COST OF THE RAW MATERIALS USED TO MANUFACTURE OUR PRODUCTS WOULD HAVE A MATERIAL ADVERSE EFFECT ON OUR COST OF SALES.

As a cost efficiency measure and due to the relative size of our business, we do not manufacture our own product line but contract and depend on such supply and manufacture to third parties. We do not have contracts with our supplier of our Ionic Bulb product. We are subject to variations in the prices of the raw materials used in the manufacture of our products. We may not be able to pass along any cost increases to our customers. As a result, any material increase in the cost of raw materials used in the manufacture of our Ionic Bulb product could have a material adverse effect on our cost of sales.

WE ARE DEPENDENT UPON KEY PERSONNEL AND CONSULTANTS.

Our success is heavily dependent on the continued active participation of our current executive officer listed in Item 10 herein. Loss of the services of this officer could have a material adverse effect upon our business, financial condition or results of operations. Further, our success and achievement of our growth plans depends on our ability to recruit, hire, train and retain other highly qualified technical and managerial personnel. Competition for qualified employees among companies is intense, and the loss of any of such persons, or an inability to attract, retain and motivate any additional highly skilled employees required for the expansion of our activities, could have a materially adverse effect on us. The inability of us to attract and retain the necessary managerial personnel and consultants and advisors could have a material adverse effect on our business, financial condition or results of operations.

WE ARE CONTROLLED BY OUR PRINCIPAL STOCKHOLDER.

Our series B stockholder holds a majority of the voting power of our outstanding capital stock and is entitled to vote on any matter presented to our stockholders. Each share of series B preferred stock is entitled to 5,000 votes per share and as of the date hereof, all 1,000,000 shares of series B preferred stock issued are held by one person. So long as this principal stockholder controls a majority of our fully diluted equity, they will continue to have the ability to elect our directors and determine the outcome of votes by our stockholders on corporate matters, including mergers, sales of all or substantially all of our assets, charter amendments and other matters requiring stockholder approval. This controlling interest may have a negative impact on the market price of our common stock by discouraging third-party investors.

THERE IS PRESENTLY A LIMITED MARKET FOR OUR COMMON STOCK. ANY FAILURE TO DEVELOP OR MAINTAIN A TRADING MARKET COULD NEGATIVELY AFFECT THE VALUE OF OUR SHARES AND MAKE IT DIFFICULT OR IMPOSSIBLE FOR YOU TO SELL YOUR SHARES.

There is a limited market for our common stock. Our common stock currently trades on the Over The Counter Bulletin Board or OTCBB and accordingly we rely on market-makers to provide quotations for the common stock and it is possible that market-maker will no longer want to provide such quotations. We also rely on brokerage firms accepting deposits of our common stock by our shareholders and due to our penny stock status, there is a limited number of brokerage firms that accept deposits of our common stock and execute trades of our common stock. The market price of our common stock may be highly volatile. In addition to the uncertainties relating to our future operating performance and the profitability of our operations, factors such as variations in our interim financial results, or various, as yet unpredictable factors, many of which are beyond our control, may have a negative effect on the market price of our common stock. Accordingly, there can be no assurance as to the liquidity of any markets that may develop for our common stock, the ability of holders of our common stock to sell our common stock, or the prices at which holders may be able to sell our common stock.

OUR COMMON STOCK MAY BE DEEMED A “PENNY STOCK,” WHICH WOULD MAKE IT MORE DIFFICULT FOR OUR INVESTORS TO SELL THEIR SHARES.

Our common stock may be subject to the “penny stock” rules adopted under Section 15(g) of the Exchange Act. The penny stock rules generally apply to companies whose common stock is not listed on The NASDAQ Stock Market or other national securities exchange and trades at less than $4.00 per share, other than companies that have had average revenue of at least $6,000,000 for the last three years or that have tangible net worth of at least $5,000,000 ($2,000,000 if the company has been operating for three or more years). These rules require, among other things, that brokers who trade penny stock to persons other than “established customers” complete certain documentation, make suitability inquiries of investors and provide investors with certain information concerning trading in the security, including a risk disclosure document and quote information under certain circumstances. Many brokers have decided not to trade penny stocks because of the requirements of the penny stock rules and, as a result, the number of broker-dealers willing to act as market makers in such securities is limited. If we remain subject to the penny stock rules for any significant period, it could have an adverse effect on the market for our securities. If our securities are subject to the penny stock rules, investors will find it more difficult to dispose of our securities.

WE MAY FAIL TO QUALIFY FOR CONTINUED LISTING ON THE OTC BULLETIN BOARD WHICH COULD MAKE IT MORE DIFFICULT FOR INVESTORS TO SELL THEIR SHARES.

Our common stock is listed on the OTC Bulletin Board. There can be no assurance that trading of our common stock on such market will be sustained or that we can meet OTC Bulletin Board’s continued listing standards. In the event that our common stock fails to qualify for continued inclusion, our common stock could thereafter only be quoted on the “pink sheets.” Under such circumstances, shareholders may find it more difficult to dispose of, or to obtain accurate quotations, for our common stock, and our common stock would become substantially less attractive to certain purchasers such as financial institutions, hedge funds and other similar investors.

OUR COMMON STOCK MAY BE AFFECTED BY LIMITED TRADING VOLUME AND PRICE FLUCTUATIONS WHICH COULD ADVERSELY IMPACT THE VALUE OF OUR COMMON STOCK.

There has been limited trading in our common stock and there can be no assurance that an active trading market in our common stock will either develop or be maintained. Our common stock has experienced, and is likely to experience in the future, significant price and volume fluctuations which could adversely affect the market price of our common stock without regard to our operating performance. In addition, we believe that factors such as quarterly fluctuations in our financial results and changes in the overall economy or the condition of the financial markets could cause the price of our common stock to fluctuate substantially. These fluctuations may also cause short sellers to periodically enter the market in the belief that we will have poor results in the future. We cannot predict the actions of market participants and, therefore, can offer no assurances that the market for our common stock will be stable or appreciate over time.

OUR STOCK PRICE MAY BE VOLATILE.

The market price of our common stock is likely to be highly volatile and could fluctuate widely in price in response to various factors, many of which are beyond our control, including the following:

• changes in our industry;

• competitive pricing pressures;

• our ability to obtain working capital financing;

• additions or departures of key personnel;

• sales of our common stock;

• our ability to execute our business plan;

• operating results that fall below expectations;

• loss of any strategic relationship;

• regulatory developments; and

• economic and other external factors.

In addition, the securities markets have from time to time experienced significant price and volume fluctuations that are unrelated to the operating performance of particular companies. These market fluctuations may also materially and adversely affect the market price of our common stock.

WE DO NOT INTEND TO PAY DIVIDENDS FOR THE FORSEEABLE FUTURE

We currently intend to retain earnings, if any, to support our growth strategy.

ITEM 1B. UNRESOLVED STAFF COMMENTS

None.

~~ITEM 2. DESCRIPTION OF PROPERTY.~~5

~~Our~~ITEM ~~current executive office is located at 900 Southeast Ocean Boulevard, Suite 130D, Stuart, FL 34994~~2. ~~We do not own any property~~ PROPERTIES. ~~We lease office space on a month to month basis. We pay $213 per month. Our lease obligations for the year ended June 30, 2011 totaled $4,654.~~

The principal executive offices of Zevotek are located at 19 Sylvan Avenue, Second Floor, Englewood Cliffs, New Jersey. We do not own any property.

ITEM 3. LEGAL PROCEEDINGS.

Metacomet Company, LLC v. Zevotek, Inc., Case No. 3:10CV1754 (MRK), United States District Court, District of Connecticut. On or about May 2010, an alleged assignee (the “Assignee”) of certain convertible promissory notes, commenced an action by the filing of a summons and complaint against Zevotek alleging a failure to comply with its demands to convert principal and interest under Zevotek’s promissory notes in Zevotek common stock.. The parties entered into a stipulation of settlement resolving this action on November 4, 2010, and a final judgment and injunction were entered on November 12, 2010, pursuant to which Zevotek agreed to issue stock once a month to the Assignee until it issued a total of 36,400 shares of common stock, which had been fully satisfied as of June 30, 2011.

~~Case~~Other Nothan as discussed above, we are not engaged in any litigation, and we are unaware of any claims or complaints that could result in future litigation. We ~~3:10CV1754~~will ~~(MRK)~~seek to minimize disputes with our customers but recognize the inevitability of legal action in today’s business environment as an unfortunate price of conducting business.

~~United~~ITEM ~~States~~4. MINE ~~District~~SAFETY ~~Court, District of Connecticut~~DISCLOSURES.

OnNot or about May 2010, an alleged assignee (the “Assignee”) of certain convertible promissory notes, commenced an action by the filing of a summons and complaint against the Company alleging a failure to comply with its demands to convert principal and interest under the Company’s promissory notes in Company common stockApplicable. The parties entered into a stipulation of settlement resolving this action on November 4, 2010 and a final judgment and injunction were entered on November 12, 2010, pursuant to which the Company agreed to issue stock once a month to the Assignee until it issued a total of 36,400 shares of common stock, which has been fully satisfied as of June 30, 2011.

ITEM 4. REMOVED AND RESERVED.

PART II

ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, ~~AND~~ RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES.

~~Our~~As ~~common~~of ~~stock trades on~~ the ~~Over~~date ~~the~~of ~~Counter~~this ~~Bulletin~~Report, ~~Board under~~ the ~~symbol~~shares ~~“ZVTK”. The~~of ~~following~~our ~~table~~common ~~shows~~stock ~~the~~are ~~high~~quoted ~~and low bid prices~~ for ~~our~~sale ~~common~~on ~~stock~~the ~~for~~OTCBB ~~each~~under ~~quarter~~the ~~since~~symbol ~~July 1, 2009~~“ZVTK.” OnWe ~~September~~currently ~~26,~~have ~~2011~~335,527 weshares ~~filed a certificate~~ of ~~amendment to~~ our ~~Certificate~~common ~~of Incorporation with the Secretary of State of Delaware to effectuate a reverse~~ stock ~~split~~issued onand ~~a 1 to 5~~outstanding,~~000~~ ~~basis.~~which ~~Each~~are ~~holder~~held of ~~common~~record ~~stock~~and ~~will~~beneficially ~~receive~~owned 1by ~~share~~approximately of65 ~~the Company’s common stock in exchange for each 5,000 shares of the Company’s common stock they own~~stockholders. The ~~Company~~number ~~will~~of ~~not~~record ~~issue~~holders ~~fractional~~was ~~shares~~determined infrom ~~connection with~~ the ~~foregoing~~records ~~split. Fractional~~of ~~shares will be rounded up to the nearest whole share. We consider~~ our ~~stock~~transfer toagent ~~be “thinly traded”~~ and ~~any~~does ~~reported sale prices may~~ not beinclude abeneficial ~~true~~owners ~~market-based valuation~~ of ~~the~~our ~~stock. Some~~common ~~of the bid quotations from set forth below may reflect inter-dealer prices, without retail mark-up, mark-down or commission and may not represent actual transactions. The below~~ stock ~~quotations~~whose ~~have~~shares ~~not~~are ~~been~~held ~~adjusted~~in ~~to reflect~~ the ~~reverse split.~~names As of ~~the~~various ~~date~~securities ofbrokers, ~~this Annual Report~~dealers, ~~this~~and ~~reverse~~registered ~~split~~clearing ~~has not been approved by FINRA~~agencies.

July 1, 2009 to June 30, 2010	High Bid		Low Bid
First quarter	$	.02	$	.02
Second quarter		.20		.16
Third quarter		.10		.08
Fourth quarter		.02		.02

The following table sets forth, taking into consideration the one for one for 5,000 reverse split of our common stock which occurred on October 26, 2011, the high and low bid prices for our common stock on the OTCBB as reported by various Bulletin Board market makers. These quotations reflect the closing inter-dealer prices, without mark-up, mark-down or commission, and may not represent actual transactions.'

July 1, 2010 to June 30, 2011	High Bid		Low Bid
	High		Low
First quarter	$	.001	$	.001
Quarter Ended:
Second quarter		.003		.003
September, 2010	$	150.00	$	40.00
Third quarter		.002		.001
December 31, 2010	$	70.00	$	3.00
Fourth quarter		.001		.0004
March 31, 2011	$	32.50	$	4.00
June 30, 2011	$	7.50	$	2.00
September 30, 2011	$	3.50	$	0.50
December 31, 2011	$	2.00	$	0.001
March 31, 2012	$	0.64	$	0.06
June 30, 2012	$	0.12	$	0.10

~~As of October 12, 2011, there were approximately 151 record holders of our common stock.~~Dividends

We have not paid ~~any~~or ~~cash~~declared any dividends ~~since~~on our ~~inception~~common ~~and~~stock, nor do ~~not~~we ~~contemplate~~anticipate paying any cash dividends or other distributions on our common stock in the foreseeable future. ItAny isfuture ~~anticipated~~dividends ~~that~~will be declared at the discretion of our board of directors and will depend, among other things, on our earnings, if any, ~~will~~our befinancial ~~retained~~requirements tofor ~~retire~~future ~~debt~~operations and ~~for~~growth, ~~the~~and ~~operation~~other facts as our board of ~~the~~directors ~~business~~may then deem appropriate.

Shares eligible for future sale could depress the price of our common stock, thus lowering the value of a buyer’s investment. Sales of substantial amounts of common stock, or the perception that such sales could occur, could adversely affect prevailing market prices for shares of our common stock.6

13Securities Authorized for Issuance Under Equity Compensation Plans

~~Our~~We ~~revenues~~do ~~and~~not ~~operating results may fluctuate significantly from quarter to quarter, which can lead to significant volatility in the price and volume of our stock. In addition, stock markets~~ have ~~experienced~~any ~~extreme~~equity ~~price~~compensation ~~and~~plans ~~volume~~as ~~volatility in recent years. This volatility has had a substantial effect on the market prices~~ of ~~securities of many smaller public companies for reasons unrelated or disproportionate to~~ the ~~operating~~date ~~performance~~ of ~~the~~this ~~specific companies~~Report. ~~These broad market fluctuations may adversely affect the market price of our common stock.~~

~~Securities~~Recent ~~Authorized~~Sales ~~for Issuance Under Equity Compensation Plans. The following provides information concerning compensation plans under which our equity securities are authorized for issuance as~~ of ~~June~~Unregistered ~~30, 2011, which have been adjusted to reflect the Company’s reverse split of its common stock on a 1 for 5,000 basis:~~Securities

	(a)		(b)		(c)
Plan Category	Number of securities to be issued upon exercise of outstanding options, warrants and rights		Weighted-average exercise price of outstanding options, warrants and rights		Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column (a))
Equity compensation plans approved by security holders		-		-
Equity compensation plans not approved by security holders		-		-		11,296	(1)(2)	(3)(4)(5)(6)(7)(8)(9)
Total		-		-		11,296	(1)(2)	(3)(4)(5)(6)(7)(8)(9)

Since June 30, 2011, we have issued 114,717 shares of our common stock, as follows:

~~(1) 2007~~● ~~Stock~~On ~~Incentive~~July ~~Plan.~~6, ~~The~~2011, ~~purpose~~we ofissued ~~our~~8,000 ~~2007~~shares ~~Stock~~to ~~Incentive~~Serendipity ~~Plan~~Private isEquity toFund ~~advance~~in ~~the~~payment ~~best interests~~ of ~~the~~principal ~~company by providing those persons who have a substantial responsibility for our management~~ and ~~growth with additional incentive and by increasing their proprietary~~ interest indue ~~the~~on ~~success of the company~~unregistered, ~~thereby~~unsecured ~~encouraging~~convertible ~~them~~promissory tonotes maintain their relationships with us. Further, the availability and offering of stock options and common stock under the plan supports and increases our ability to attract and retain individuals of exceptional talent upon whom, in ~~large measure,~~ the ~~sustained~~amount ~~progress, growth and profitability which we depend. The total number~~ of ~~shares available for the grant of either stock options or compensation stock under the plan is 215 shares~~$4, ~~subject to adjustment, and as of June 30, 2011, we had issued 215 shares~~000.

~~Our~~● ~~board~~On ofJuly ~~directors~~7, ~~administers our plan and has full power to grant stock options and common stock~~2011, ~~construe~~we ~~and~~issued ~~interpret the plan~~9,000 ~~establish~~shares ~~rules~~to ~~and~~Steinhoff ~~regulations~~Resources ~~and~~in ~~perform~~payment ~~all other acts, including the delegation~~ of ~~administrative~~principal ~~responsibilities,~~and itinterest ~~believes~~due ~~reasonable~~on ~~an proper. Any decision made~~unregistered, orunsecured ~~action~~convertible ~~taken,~~promissory bynotes ~~the compensation committee or our board of directors arising out of or~~ in ~~connection with~~ the ~~interpretation~~amount ~~and administration~~ of ~~the plan is final and conclusive~~$4,500.

~~Our~~● ~~board~~On ofJuly ~~directors~~8, in2011, ~~its~~we ~~absolute~~issued ~~discretion~~9,000 ~~may~~shares ~~award common stock~~ to ~~employees~~Interstellar ~~of,~~Holdings ~~consultants~~in ~~to,~~payment ~~and directors~~ of ~~the~~principal ~~company,~~ and ~~such~~interest ~~other~~due ~~persons~~on ~~as the board of directors or compensation committee may select~~unregistered, ~~and~~unsecured ~~permit~~convertible ~~holders~~promissory ofnotes ~~common~~in ~~stock options to exercise such options prior to full vesting therein and hold~~ the ~~common~~amount ~~stock issued upon exercise~~ of the option as common stock. Stock options may also be granted by our board of directors or compensation committee to non-employee directors of the company or other persons who are performing or who have been engaged to perform services of special importance to the management$4, ~~operation or development of the company~~500.

In● ~~the~~On ~~event~~July ~~that our outstanding common stock is changed into or exchanged for a different number or kind of shares or other securities of the company by reason of merger~~13, ~~consolidation~~2011, ~~other~~we ~~reorganization,~~issued ~~recapitalization~~10,000 ~~combination of~~ shares, ~~stock~~to ~~split-up~~Steinhoff orResources ~~stock~~in ~~dividend,~~payment ~~prompt,~~of ~~proportionate,~~principal ~~equitable, lawful~~ and ~~adequate~~interest ~~adjustment~~due ~~shall~~on beunregistered, ~~made~~unsecured ofconvertible ~~the~~promissory ~~aggregate~~notes ~~number~~in ~~and~~the ~~kind~~amount of ~~shares subject to stock options which may be granted under the plan~~$5,000.

~~Our~~● ~~board~~On ofJuly ~~directors~~14, ~~may~~2011, atwe ~~any~~issued ~~time~~8,000 ~~and~~shares ~~from time~~ to ~~time,~~Serendipity ~~suspend~~Private orEquity ~~terminate~~Fund ~~the plan~~ in ~~whole~~payment orof inprincipal ~~part~~and orinterest ~~amend~~due iton ~~from~~unregistered, ~~time~~unsecured toconvertible ~~time~~promissory notes in ~~such~~the ~~respects~~amount ~~as our board~~ of ~~directors may deem appropriate and in our best interest~~$4,000.

~~(2) 2007~~● ~~Stock~~On ~~Incentive~~July ~~Plan~~25, ~~No.~~2011, 2.we ~~The~~issued ~~purpose~~7,821 ofshares ~~our~~to ~~2007~~Serendipity ~~Stock~~Private ~~Incentive~~Equity ~~Plan~~Fund ~~No.~~in 2payment ~~is to advance the best interests~~ of ~~the~~principal ~~company by providing those persons who have a substantial responsibility for our management~~ and ~~growth with additional incentive and by increasing their proprietary~~ interest indue ~~the~~on ~~success of the company~~unregistered, ~~thereby~~unsecured ~~encouraging~~convertible ~~them~~promissory tonotes maintain their relationships with us. Further, the availability and offering of stock options and common stock under the plan supports and increases our ability to attract and retain individuals of exceptional talent upon whom, in ~~large measure,~~ the ~~sustained~~amount ~~progress, growth and profitability which we depend. The total number~~ of ~~shares available for the grant of either stock options or compensation stock under the plan is 220 shares~~$3, ~~subject to adjustment, and as of June 30, 2011, we had issued 220 shares~~911.

14● On July 26, 2011, we issued 9,300 shares to Steinhoff Resources in payment of principal and interest due on unregistered, unsecured convertible promissory notes in the amount of $4,650.

~~Our~~● ~~board~~On ofAugust ~~directors~~5, ~~administers our plan and has full power to grant stock options and common stock~~2011, ~~construe~~we ~~and~~issued ~~interpret the plan~~2,500 ~~establish~~shares ~~rules~~to ~~and~~Lance ~~regulations~~Stephens ~~and~~in ~~perform~~exchange ~~all~~for ~~other~~consulting ~~acts,~~services ~~including~~for ~~the~~a ~~delegation~~value of ~~administrative responsibilities~~$3, ~~it believes reasonable an proper~~750. Any decision made, or action taken, by the compensation committee or our board of directors arising out of or in connection with the interpretation and administration of the plan is final and conclusive.

~~Our~~● ~~board~~On ofAugust ~~directors~~5, ~~in its absolute discretion~~2011, ~~may~~we ~~award~~issued ~~common stock to employees of~~2,500 ~~consultants~~shares to, ~~and~~Kurt ~~directors~~Streams ofin ~~the~~exchange ~~company,~~for ~~and~~consulting ~~such~~services ~~other~~for ~~persons~~a asvalue ~~the board~~ of ~~directors or compensation committee may select~~$3, ~~and permit holders of common stock options to exercise such options prior to full vesting therein and hold the common stock issued upon exercise of the option as common stock~~750. Stock options may also be granted by our board of directors or compensation committee to non-employee directors of the company or other persons who are performing or who have been engaged to perform services of special importance to the management, operation or development of the company.

In● ~~the~~On ~~event~~August ~~that our outstanding common stock is changed into or exchanged for a different number or kind of shares or other securities of the company by reason of merger~~5, ~~consolidation~~2011, ~~other~~we ~~reorganization,~~issued ~~recapitalization~~2,500 ~~combination of~~ shares, ~~stock~~to ~~split-up~~Sarah orP. ~~stock~~Young ~~dividend,~~in ~~prompt,~~exchange ~~proportionate,~~for ~~equitable,~~consulting ~~lawful~~services ~~and~~for ~~adequate~~a ~~adjustment~~value ~~shall be made~~ of ~~the aggregate number and kind of shares subject to stock options which may be granted under the plan~~$3,750.

~~Our~~● ~~board~~On ofSeptember ~~directors~~23, ~~may~~2011, atwe ~~any~~issued ~~time~~5,000 ~~and~~shares ~~from time~~ to ~~time,~~Jason ~~suspend~~Ryu ~~or terminate the plan~~ in ~~whole~~exchange orfor inconsulting ~~part~~services orfor ~~amend~~a itvalue ~~from time to time in such respects as our board~~ of ~~directors may deem appropriate and in our best interest~~$35,000.

~~(3) 2008~~● ~~Stock~~On ~~Incentive~~September Plan. The purpose of our 2008 Stock Incentive Plan is to advance the best interests of the company by providing those persons who have a substantial responsibility for our management and growth with additional incentive and by increasing their proprietary interest in the success of the company26, ~~thereby~~2011 ~~encouraging them to maintain their relationships with us. Further~~, ~~the~~we ~~availability~~issued ~~and offering of stock options and common stock under the plan supports and increases our ability to attract and retain individuals of exceptional talent upon whom~~4,318 ~~in large measure, the sustained progress, growth and profitability which we depend. The total number of~~ shares ~~available~~in ~~for~~satisfaction ~~the grant~~ of ~~either~~fractional ~~stock~~shares ~~options~~resulting orfrom ~~compensation~~a ~~stock~~1 ~~under the plan is 330 shares, subject~~ to ~~adjustment~~5,000 ~~and~~reverse asstock ~~of June 30, 2011, we had issued 323 shares~~split.

~~Our~~● ~~board~~On ofOctober ~~directors~~4, ~~administers our plan and has full power to grant stock options and common stock~~2011, ~~construe~~we ~~and~~issued ~~interpret the plan~~1,000 ~~establish~~shares ~~rules~~to ~~and~~Lance ~~regulations~~Stephens ~~and~~in ~~perform~~exchange ~~all~~for ~~other~~consulting ~~acts,~~services ~~including~~for ~~the~~a ~~delegation~~value of ~~administrative responsibilities~~$1, ~~it believes reasonable an proper~~000. Any decision made, or action taken, by the compensation committee or our board of directors arising out of or in connection with the interpretation and administration of the plan is final and conclusive.

~~Our~~● ~~board~~On ofOctober ~~directors~~4, ~~in its absolute discretion~~2011, ~~may~~we ~~award~~issued ~~common stock to employees of~~1,000 ~~consultants~~shares to, ~~and~~Kurt ~~directors~~Streams ofin ~~the~~exchange ~~company,~~for ~~and~~consulting ~~such~~services ~~other~~for ~~persons~~a asvalue ~~the board~~ of ~~directors or compensation committee may select~~$1, ~~and permit holders of common stock options to exercise such options prior to full vesting therein and hold the common stock issued upon exercise of the option as common stock~~000. Stock options may also be granted by our board of directors or compensation committee to non-employee directors of the company or other persons who are performing or who have been engaged to perform services of special importance to the management, operation or development of the company.

In● ~~the~~On ~~event~~October ~~that our outstanding common stock is changed into or exchanged for a different number or kind of shares or other securities of the company by reason of merger~~4, ~~consolidation~~2011, ~~other~~we ~~reorganization,~~issued ~~recapitalization~~1,000 ~~combination of~~ shares, ~~stock~~to ~~split-up~~Sarah orP. ~~stock~~Young ~~dividend,~~in ~~prompt,~~exchange ~~proportionate,~~for ~~equitable,~~consulting ~~lawful~~services ~~and~~for ~~adequate~~a ~~adjustment~~value ~~shall be made~~ of ~~the aggregate number and kind of shares subject to stock options which may be granted under the plan~~$1,000.

~~Our~~● ~~board~~On ofFebruary ~~directors~~2, ~~may~~2012, atwe ~~any~~issued ~~time~~17,045 ~~and~~shares ~~from time~~ to ~~time,~~Jason ~~suspend~~Ryu ~~or terminate the plan~~ in ~~whole~~exchange orfor inconsulting ~~part~~services orfor ~~amend~~a itvalue ~~from time to time in such respects as our board~~ of ~~directors may deem appropriate and in our best interest~~$3,750.

~~(4) 2008~~● ~~California~~On ~~Stock~~May ~~Incentive~~25, ~~Plan.~~2012, ~~The~~we ~~purpose~~issued of16,733 ~~our~~shares ~~2008 California Stock Incentive Plan is~~ to ~~advance~~Interstellar ~~the~~in ~~best~~payment ~~interests~~ of ~~the~~principal ~~company by providing those persons who are residents of California~~ and ~~who have a substantial responsibility for our management and growth with additional incentive and by increasing their proprietary~~ interest indue ~~the~~on ~~success of the company~~unregistered, ~~thereby~~unsecured ~~encouraging~~convertible ~~them~~promissory tonotes maintain their relationships with us. Further, the availability and offering of stock options and common stock under the plan supports and increases our ability to attract and retain individuals of exceptional talent upon whom, in ~~large measure,~~ the ~~sustained~~amount ~~progress, growth and profitability which we depend. The total number~~ of ~~shares available for the grant of either stock options or compensation stock under the plan is 330 shares~~$1, ~~subject to adjustment, and as of June 30, 2011, we had issued 329 shares~~673.

~~Our~~The ~~board~~issuances ofabove ~~directors~~have ~~administers~~been ~~our~~adjusted ~~plan and has full power~~ to ~~grant~~reflect ~~stock options and common stock, construe and interpret~~ the ~~plan,~~reverse ~~establish~~split ~~rules and regulations and perform all other acts, including the delegation~~ of ~~administrative~~Zevotek’s ~~responsibilities,~~outstanding itcommon ~~believes~~stock ~~reasonable~~on ana ~~proper.~~one ~~Any~~for ~~decision made~~5,000 ~~or action taken, by the compensation committee or our board of directors arising out of or in connection with the interpretation and administration of the plan is final and conclusive~~basis.

157

~~Our~~Any ~~board~~securities of directors, in its absolute discretion, may award common stock to employees of, consultants to, and directors of the company, and such other persons as the board of directors or compensation committee may select, and permit holders of common stock options to exercise such options prior to full vesting therein and hold the common stock issued ~~upon exercise of the option as common stock. Stock options may also be granted~~ by ~~our~~Zevotek ~~board~~bear ~~of directors or compensation committee to non-employee directors of~~ the ~~company~~following ~~or other persons who are performing or who have been engaged to perform services of special importance to the management, operation or development of the company.~~legend:

InTHE ~~the~~SECURITIES ~~event~~REPRESENTED ~~that~~BY ~~our~~THIS ~~outstanding~~INSTRUMENT ~~common~~OR ~~stock~~DOCUMENT isHAVE ~~changed~~BEEN ~~into~~ACQUIRED orFOR ~~exchanged~~INVESTMENT ~~for~~AND aHAVE ~~different~~NOT ~~number~~BEEN orREGISTERED ~~kind~~UNDER ofTHE ~~shares~~SECURITIES orACT ~~other~~OF ~~securities~~1933, ofAS ~~the~~AMENDED, ~~company~~OR byTHE ~~reason~~SECURITIES ofLAW ~~merger,~~OF ~~consolidation~~ANY STATE. WITHOUT SUCH REGISTRATION, ~~other~~SUCH ~~reorganization~~SECURITIES MAY NOT BE SOLD, ~~recapitalization~~PLEDGED, ~~combination~~HYPOTHECATED ofOR ~~shares,~~OTHERWISE ~~stock~~TRANSFERRED ~~split-up~~EXCEPT orUPON ~~stock~~DELIVERY ~~dividend,~~TO ~~prompt,~~ZEVOTEK ~~proportionate,~~OF ~~equitable,~~AN ~~lawful~~OPINION ~~and~~OF ~~adequate~~COUNSEL ~~adjustment~~SATISFACTORY ~~shall~~TO beZEVOTEK ~~made~~THAT ofREGISTRATION ~~the~~IS ~~aggregate~~NOT ~~number~~REQUIRED ~~and~~FOR ~~kind~~SUCH ofTRANSFER ~~shares~~OR ~~subject~~THE toSUBMISSION ~~stock~~TO ~~options~~ZEVOTEK ~~which~~OF ~~may~~SUCH beOTHER ~~granted~~EVIDENCE ~~under~~AS ~~the~~MAY ~~plan~~BE SATISFACTORY TO ZEVOTEK TO THE EFFECT THAT ANY SUCH TRANSFER SHALL NOT BE IN VIOLATION OF THE SECURITIES ACT OF 1933, AS AMENDED, THE SECURITIES LAW OF ANY STATE, OR ANY RULE OR REGULATION PROMULGATED THEREUNDER.

~~Our~~The ~~board~~issuances of ~~directors~~all ~~may~~our atshares ~~any~~of ~~time,~~common ~~and~~stock as above described were issued in reliance upon an exemption from ~~time~~registration pursuant to ~~time,~~Section ~~suspend~~4(2) orof ~~terminate~~the Securities Act and Rule 506 of Regulation D promulgated under the ~~plan~~Securities inAct. All ~~whole~~of orthe ininvestors ~~part~~took or ~~amend~~will ittake ~~from~~their ~~time~~securities for investment purposes without a view to ~~time~~distribution inand ~~such~~had ~~respects~~or ashave had access to information concerning Zevotek and our ~~board~~business prospects, as required by the Securities Act. In addition, there was no general solicitation or advertising for the purchase of ~~directors~~the ~~may~~shares ~~deem~~of ~~appropriate~~Zevotek ~~and~~common stock. Our securities were issued only to accredited investors, as defined in the Securities Act with whom we had a direct personal preexisting relationship, and after a thorough discussion. Finally, our ~~best~~stock ~~interest~~transfer agent has been instructed not to transfer any of such shares, unless such shares are registered for resale or there is an exemption with respect to their transfer.

~~Pursuant~~All ~~to each plan set forth in (1)-(4) above, the Company’s board~~ of ~~directors determined that, in connection with~~ the ~~June~~above ~~2008~~described 1investors ~~for~~who 50received ~~reverse~~shares ~~stock split, the number~~ of ~~shares~~our ~~subject~~common ~~to previously outstanding~~ stock ~~awards~~were ~~should~~provided bewith ~~adjusted~~access ~~in proportion~~ to the ~~respective~~filings ~~reverse split. As a result, after such reverse split, the number~~ of ~~shares~~Zevotek ~~subject~~with ~~to stock awards was reduced in proportion to~~ the ~~reverse split. Pursuant the terms of each plan~~SEC, ~~the~~including ~~board of directors has full authority to interpret~~ the ~~plans, and that interpretation is binding upon all parties.~~following:

~~(5) 2009~~· ~~Stock~~Zevotek’s ~~Incentive~~annual ~~Plan.~~report ~~On September 15, 2009, our board of directors adopted the 2009 Stock Incentive Plan. The purpose of our 2009 Stock Incentive Plan is~~ to ~~advance~~stockholders ~~the best interests of the company by providing those persons who have a substantial responsibility~~ for ~~our management and growth with additional incentive and by increasing their proprietary interest in~~ the ~~success~~most ofrecent ~~the~~fiscal ~~company~~year, ~~thereby~~the ~~encouraging~~definitive ~~them~~proxy tostatement ~~maintain~~filed ~~their~~in ~~relationships~~connection with ~~us.~~that ~~Further~~annual report, ~~the availability~~ and, ~~offering~~if ofrequested ~~stock~~by ~~options~~investors ~~and common stock under the plan supports and increases our ability to attract and retain individuals of exceptional talent upon whom,~~ in ~~large measure~~writing, ~~the~~a ~~sustained~~copy ~~progress, growth and profitability which we depend. The total number~~ of ~~shares~~Zevotek’s ~~available~~most ~~for~~recent ~~the~~Form ~~grant~~10-K ~~of either stock options or compensation stock~~ under the ~~plan~~Exchange ~~is 1,367 shares, subject to adjustment and as of June 30, 2011, we had issued 894 shares~~Act.

~~Our~~● ~~board~~The ofinformation ~~directors~~contained ~~administers~~in our plan and has full power to grant stock options and common stock, construe and interpret the plan, establish rules and regulations and perform all other acts, including the delegation of administrative responsibilities, it believes reasonable an ~~proper.~~annual ~~Any~~report ~~decision~~on ~~made,~~Form or10-K ~~action~~under ~~taken, by~~ the ~~compensation~~Exchange ~~committee or our board of directors arising out of or in connection with the interpretation and administration of the plan is final and conclusive~~Act.

~~Our~~● ~~board~~The ofinformation ~~directors,~~contained in ~~its~~any ~~absolute~~reports ~~discretion,~~or ~~may~~documents ~~award~~required ~~common stock~~ to ~~employees~~be ~~of,~~filed ~~consultants~~by ~~to,~~Zevotek ~~and~~under ~~directors~~sections of13(a), ~~the company~~14(a), ~~and such other persons as the board of directors or compensation committee may select~~14(c), and ~~permit~~15(d) ~~holders~~ of ~~common stock options to exercise such options prior to full vesting therein and hold~~ the ~~common~~Exchange ~~stock~~Act ~~issued~~since ~~upon exercise of~~ the ~~option~~distribution ~~as common stock. Stock options may also be granted by our board of directors~~ or ~~compensation~~filing ~~committee to non-employee directors~~ of the ~~company~~reports orspecified ~~other persons who are performing or who have been engaged to perform services of special importance to the management, operation or development of the company~~above.

In● ~~the~~A ~~event~~brief ~~that~~description ~~our outstanding common stock is changed into or exchanged for a different number or kind~~ of ~~shares~~the ~~or other~~ securities ofbeing ~~the company by reason of merger~~offered, ~~consolidation, other reorganization, recapitalization, combination of shares, stock split-up or stock dividend, prompt, proportionate, equitable, lawful~~ and ~~adequate~~any ~~adjustment~~material ~~shall~~changes bein ~~made~~Zevotek’s ofaffairs ~~the~~that ~~aggregate~~are ~~number~~not ~~and~~disclosed ~~kind~~in ~~of shares subject to stock options which may be granted under~~ the ~~plan~~documents furnished.

~~Our~~Purchases ~~board~~ of ~~directors~~Equity ~~may~~Securities atby ~~any time, and from time to time, suspend or terminate~~ the ~~plan~~Registrant ~~in whole or in part or amend it from time to time in such respects as our board of directors may deem appropriate~~ and inAffiliated ~~our best interest.~~Purchasers

~~(6) 2009~~There ~~California~~were ~~Stock~~no ~~Incentive~~purchases ~~Plan. On September 15, 2009, our board~~ of ~~directors adopted the 2009 California Stock Incentive Plan. The purpose of~~ our ~~2009~~equity ~~California~~securities ~~Stock~~by ~~Incentive~~Zevotek ~~Plan~~or isany toaffiliated ~~advance~~purchasers ~~the~~during ~~best~~any ~~interests~~month ofwithin the ~~company~~fiscal byyear ~~providing~~covered ~~those persons who are residents of California and who have a substantial responsibility for our management and growth with additional incentive and~~ by ~~increasing~~this ~~their proprietary interest in the success of the company, thereby encouraging them to maintain their relationships with us~~Report. Further, the availability and offering of stock options and common stock under the plan supports and increases our ability to attract and retain individuals of exceptional talent upon whom, in large measure, the sustained progress, growth and profitability which we depend. The total number of shares available for the grant of either stock options or compensation stock under the plan is 1,367 shares, subject to adjustment and as of June 30, 2011 we had issued 1,052 shares.

~~Our~~ITEM board of directors administers our plan and has full power to grant stock options and common stock, construe and interpret the plan, establish rules and regulations and perform all other acts, including the delegation of administrative responsibilities, it believes reasonable an proper6. SELECTED ~~Any~~FINANCIAL ~~decision made, or action taken, by the compensation committee or our board of directors arising out of or in connection with the interpretation and administration of the plan is final and conclusive~~DATA.

16Not applicable.

~~Our~~ITEM board of directors, in its absolute discretion, may award common stock to employees of, consultants to, and directors of the company, and such other persons as the board of directors or compensation committee may select, and permit holders of common stock options to exercise such options prior to full vesting therein and hold the common stock issued upon exercise of the option as common stock7. MANAGEMENT’S ~~Stock~~DISCUSSION ~~options~~AND ~~may~~ANALYSIS ~~also~~OF beFINANCIAL ~~granted~~CONDITION byAND ~~our~~RESULTS ~~board~~OF of directors or compensation committee to non-employee directors of the company or other persons who are performing or who have been engaged to perform services of special importance to the management, operation or development of the companyOPERATIONS.

InThe ~~the~~following ~~event~~discussion ~~that~~reflects our ~~outstanding~~plan ~~common~~of ~~stock~~operation. This isdiscussion ~~changed~~should ~~into~~be orread ~~exchanged~~in ~~for~~conjunction awith ~~different~~the ~~number~~financial orstatements ~~kind~~which ofare ~~shares~~attached orto ~~other~~this ~~securities~~Report. This ofdiscussion ~~the~~contains ~~company~~forward-looking bystatements, ~~reason~~including ofstatements ~~merger,~~regarding ~~consolidation,~~our ~~other~~expected ~~reorganization,~~financial ~~recapitalization~~position, ~~combination~~business ofand ~~shares,~~financing ~~stock~~plans. These ~~split-up~~statements orinvolve ~~stock~~risks ~~dividend,~~and ~~prompt,~~uncertainties. Our ~~proportionate,~~actual ~~equitable,~~results ~~lawful~~could ~~and~~differ ~~adequate~~materially ~~adjustment~~from ~~shall~~the beresults ~~made~~described ofin ~~the~~or ~~aggregate~~implied ~~number~~by ~~and~~these ~~kind~~forward-looking statements as a result of ~~shares~~various ~~subject~~factors, toincluding ~~stock~~those ~~options~~discussed ~~which~~below ~~may~~and beelsewhere ~~granted~~in this Report, particularly under the ~~plan~~headings “Special Note Regarding Forward-Looking Statements.”

~~Our~~Unless ~~board~~the ofcontext ~~directors~~otherwise ~~may~~suggests, at“we,” ~~any~~“our,” ~~time~~“us,” and ~~from~~similar ~~time to time~~terms, ~~suspend~~as orwell ~~terminate~~as ~~the~~references ~~plan~~to in“Zevotek,” ~~whole~~all orrefer ~~in part or amend it from time~~ to ~~time~~Zevotek ~~in such respects~~ as ~~our board~~ of ~~directors~~the ~~may~~date ~~deem~~of ~~appropriate~~this ~~and in our best interest~~Report.

(7) 2010 Equity Incentive Plan. On August 17, 2010, our board of directors adopted the 2010 Equity Incentive Plan. The purpose of our 2010 Equity Incentive Plan is to advance the best interests of the Company by providing those persons who have a substantial responsibility for our management and growth with additional incentive and by increasing their proprietary interest in the success of the company, thereby encouraging them to maintain their relationships with us. Further, the availability and offering of stock options and common stock under the plan supports and increases our ability to attract and retain individuals of exceptional talent upon whom, in large measure, the sustained progress, growth and profitability which we depend. The total number of shares available for the grant of either stock options or compensation stock under the plan is 3,500 shares, subject to adjustment and as of June 30, 2011 we had issued 3,500 shares.8

Our board of directors administers our plan and has full power to grant stock options and common stock, construe and interpret the plan, establish rules and regulations and perform all other acts, including the delegation of administrative responsibilities, it believes reasonable an proper. Any decision made, or action taken, by the compensation committee or our board of directors arising out of or in connection with the interpretation and administration of the plan is final and conclusive.

Our board of directors, in its absolute discretion, may award common stock to employees of, consultants to, and directors of the company, and such other persons as the board of directors or compensation committee may select, and permit holders of common stock options to exercise such options prior to full vesting therein and hold the common stock issued upon exercise of the option as common stock. Stock options may also be granted by our board of directors or compensation committee to non-employee directors of the company or other persons who are performing or who have been engaged to perform services of special importance to the management, operation or development of the company.

In the event that our outstanding common stock is changed into or exchanged for a different number or kind of shares or other securities of the company by reason of merger, consolidation, other reorganization, recapitalization, combination of shares, stock split-up or stock dividend, prompt, proportionate, equitable, lawful and adequate adjustment shall be made of the aggregate number and kind of shares subject to stock options which may be granted under the plan.

Our board of directors may at any time, and from time to time, suspend or terminate the plan in whole or in part or amend it from time to time in such respects as our board of directors may deem appropriate and in our best interest.

(8) 2011 Equity Incentive Plan. On August 17, 2010, our board of directors adopted the 2011 Equity Incentive Plan. The purpose of our 2011 Equity Incentive Plan is to advance the best interests of the Company by providing those persons who have a substantial responsibility for our management and growth with additional incentive and by increasing their proprietary interest in the success of the company, thereby encouraging them to maintain their relationships with us. Further, the availability and offering of stock options and common stock under the plan supports and increases our ability to attract and retain individuals of exceptional talent upon whom, in large measure, the sustained progress, growth and profitability which we depend. The total number of shares available for the grant of either stock options or compensation stock under the plan is 12,000 shares, subject to adjustment and as of June 30, 2011 we had issued 12,000 shares.

Pursuant to each plan set forth in (1)-(8) above, the Company’s board of directors determined that, in connection with the September 2010 1 for 20 reverse stock split, the number of shares subject to previously outstanding stock awards should be adjusted in proportion to the respective reverse split. As a result, after such reverse split, the number of shares subject to stock awards was reduced in proportion to the reverse split. Pursuant the terms of each plan, the board of directors has full authority to interpret the plans, and that interpretation is binding upon all parties.

(9) Fiscal 2012 Equity Incentive Plan. On May 5, 2011, our board of directors adopted the Fiscal 2012 Equity Incentive Plan (“2012 Plan”). The purpose of our Fiscal 2012 Equity Incentive Plan is to advance the best interests of the Company by providing those persons who have a substantial responsibility for our management and growth with additional incentive and by increasing their proprietary interest in the success of the company, thereby encouraging them to maintain their relationships with us. Further, the availability and offering of stock options and common stock under the plan supports and increases our ability to attract and retain individuals of exceptional talent upon whom, in large measure, the sustained progress, growth and profitability which we depend. The total number of shares available for the grant of either stock options or compensation stock under the plan is 30,000 shares, subject to adjustment and as of June 30, 2011 we had issued 19,500 shares.

Pursuant to each plan set forth in (1)-(9) above, the Company’s board of directors determined that, in connection with the September 2011 1 for 5,000 reverse stock split, the number of shares subject to previously outstanding stock awards should be adjusted in proportion to the respective reverse split. As a result, after such reverse split, the number of shares subject to stock awards was reduced in proportion to the reverse split. Pursuant the terms of each plan, the board of directors has full authority to interpret the plans, and that interpretation is binding upon all parties.

RECENT SALES OF UNREGISTERED SECURITIES

During the year ended June 30, 2011 and through the date of filing, the Company issued 209,219 shares of common stock in payment of principal and interest due on unregistered, unsecured convertible promissory notes.

On April 25, 2011, in exchange for consulting services, the Company issued 2,400 shares of restricted common stock, of which 1,333 shares were for the prior year.

On September 23, 2011, the Company issued 5,000 shares of its common stock as an advance fee pursuant to a non-exclusive Purchasing Representative Agreement dated March 2, 2011.

The securities were issued in a transaction that was exempt from the registration requirements of the Securities Act pursuant to Section 4(2) of the Securities Act, which exempts transactions of an issuer not involving a public offering.

The issuances above have been adjusted to reflect the reverse split of the Company’s outstanding common stock on a 1 for 5,000 basis.

ITEM 6. SELECTED FINANCIAL DATA

We are a smaller reporting company as defined by Rule 12b-2 of the Exchange Act and are not required to provide the information required under this item.

ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION.

The following discussion and analysis should be read in conjunction with our audited consolidated financial statements and related notes included in this report. This report contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. The statements contained in this report that are not historic in nature, particularly those that utilize terminology such as “may,” “will,” “should,” “expects,” “anticipates,” “estimates,” “believes,” or “plans” or comparable terminology are forward-looking statements based on current expectations and assumptions.

Various risks and uncertainties could cause actual results to differ materially from those expressed in forward-looking statements. Factors that could cause actual results to differ from expectations include, but are not limited to, those set forth under the section “Risk Factors” set forth in this report.

The forward-looking events discussed in this annual report, the documents to which we refer you and other statements made from time to time by us or our representatives, may not occur, and actual events and results may differ materially and are subject to risks, uncertainties and assumptions about us. For these statements, we claim the protection of the “bespeaks caution” doctrine. All forward-looking statements in this document are based on information currently available to us as of the date of this report, and we assume no obligation to update any forward-looking statements. Forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause the actual results to differ materially from any future results, performance or achievements expressed or implied by such forward-looking statements.

Company History

We were organized on March 19, 2005 under the state laws of Delaware with an original name of “The Diet Coffee Company.” On March 1, 2006, we amended our Certificate of Incorporation and changed our name from “The Diet Coffee Company, Inc to Diet Coffee, Inc. On June 25, 2008, we changed our name to Zevotek, Inc. Our principal executive offices are located at 900 Southeast Ocean Boulevard, Suite 130D, Stuart, FL 34994. Our telephone number is (772) 600-2676.

We market and sell innovative personal and home care items. We are engaged in the direct marketing and distribution of consumer products. On February 24, 2009, we entered into an Exclusive License and Sales Agreement giving us the worldwide rights to manufacture, market, use, sell, distribute and advertise an air purifier that is contained in an energy saving compact fluorescent light bulb named the Ionic Bulb. We market the Ionic Bulb through TV infomercials, our website newionicbulb.com and Amazon.com. We plan to sell through catalogs and major U.S. retail and specialty stores.

On December 10, 2010, we entered into an Exclusive License and Sales Agreement giving us the worldwide rights to develop, manufacture, market, use, sell, distribute and advertise a U.S. patented new product named “Gung H2O” that reduces water use in the home. Gung H2O is a patented plumbing valve that is installed in the traditional gravity toilet tank of a non-low flow toilet. The Gung H2O valve regulates the amount of water used to fill and flush a toilet. The valve is adjustable to enable the toilet to use more or less water as desired. The Gung H2O valve enables a traditional non-low flow toilet to use less water to achieve the equivalent level of flushing power of a non-low flow toilet. We plan to sell Gung H20 to major U.S. retail stores and directly to American consumers using TV ads and Internet marketing.

We are currently seeking new products to sell.

On October 12, 2011, we entered into amendment agreements with certain holders of our outstanding convertible promissory notes in order to amend certain terms contained therein. We amended our (i) 10% convertible promissory note in the principal amount of $192,431 dated as of August 6, 2010 and (ii) our 10% convertible promissory note in the principal amount of $945,527 dated as of May 10, 2011 , in order to (a) amend the conversion price to $0.10, (b) add a “Most Favored Nations Provision” to allow for adjustment of such conversion price in the event of certain lower priced issuances of the Company’s securities and (c) include a provision prohibiting the conversion of such note in the event conversion would require the Company to issue shares of common stock in excess of its then authorized but unissued shares. We amended our (i) 10% convertible promissory note in the principal amount of $26,225 dated as of January 8, 2009, (ii) our 10% convertible promissory note in the principal amount of $41,728 dated as of January 8, 2009; (iii) our 10% convertible promissory note in the principal amount of $72,472 dated as of March 9, 2009, (iv) our 10% convertible promissory note in the principal amount of $41,500 dated as of March 9, 2009 and (v) our 10% convertible promissory note in the principal amount of $44,000 dated as of July 28, 2009 in order to (a) amend the conversion price to $0.10 and (b) add a “Most Favored Nations Provision” to allow for adjustment of such conversion price in the event of certain lower priced issuances of the Company’s securities.

Comparison of Fiscal Years Ended June 30, 2011 To June 30, 2010

Results of Operations

~~Revenue~~Year Ended June 30, 2012 Compared to Year Ended June 30, 2011.

Our sales were $15,540 for the year ended June 30, 2011 as compared to $184,919 for the year ended June 30, 2010. The decrease of $169,379 or 91.6 % was due to sales to international distributors of $131,217 for the year ended June 30, 2010 as compared to $0 for the year ended June 30, 2011. Sales for the year ended June 30, 2011 are comprised of Ionic Bulb sold directly to individual consumers who called toll-free telephone numbers that appeared in our TV ads or who bought the Ionic Bulb on the Internet either through our newonicbulb.com website or Amazon.com. We are treating as a consignment sale the shipments of the Ionic Bulb to retail stores of a new customer for the year ended June 30, 2011, and therefore excluding the shipments from our sales until revenue recognition criteria are satisfied. Sales for the year ended June 30, 2010 are comprised of Ionic Bulb sales to international distributors and to individual U.S. consumers who called toll-free telephone numbers that appeared in our TV ads that began airing in December 2009. Our revenues exclude shipping and handling fees, which we include as an offset to our shipping and handling costs.Revenues

19Our sales were $8,024 for the year ended June 30, 2012, as compared to $15,540 for the year ended June 30, 2011. The decrease of $7,516 or 48.4 % was due to lack of merchandising.

During the year ended June 30, 2011, we broadcasted our Ionic Bulb one-minute ad and a new thirty-second ad that were designed to create consumer awareness of the Ionic Bulb rather than to generate Ionic Bulb direct response sales. We presented the Ionic Bulb on local television shows as a means of informing the public about the features and benefits of the Ionic Bulb. We maintained contact with print and Internet media publications to assist with news stories and reviews of the Ionic Bulb. During the year ended June 30, 2011, the Ionic Bulb was displayed at The Hollywood Style Awards, The Bid To Save The Earth Benefit Event and appeared on a CBS evening news program. The Ionic Bulb makes its online presence through appearances in blogs and social networking outlets, Facebook and Twitter. Our marketing efforts are designed to build consumer demand that we plan to monetize through successful sales of the Ionic Bulb at U.S. retail outlets that we expect to carry our products. During the year ended June 30, 2011, we hired three new sales agencies to solicit Ionic Bulb orders from their customer base that is comprised of major national retailers, specialty and regional retailers, a home shopping channel, catalog merchants, and ecommerce companies which we expect will result in increased sales of the Ionic Bulb in future periods resulting from orders they place with us. We also expect the next generation Ionic Bulb that we plan to introduce in the year ended June 30, 2012, with its new more compact design for consumers’ smaller light fixtures and recessed ceiling lights and Energy Star qualification, to increase demand for the Ionic Bulb.

During the year ended June 30, 2010, we exclusively aired two-minute versions of our TV ads. The two-minute ads also create consumer awareness and the added length of the ad generates more direct response sales. We started test marketing the Ionic Bulb in December 2009 by airing a two-minute Ionic Bulb infomercial on a variety of U.S. cable television channels at different times of the day and days of the week. Television test marketing helps us find viewing audiences more inclined to buy the Ionic Bulb, educate viewers on the Ionic Bulb's performance and money-saving features and test different prices.

Cost of Sales

Our cost of sales was $83,~~412~~441 for the year ended June 30, ~~2011~~2012, as compared to $~~147~~8,~~372~~412 for the year ended June 30, ~~2010~~2011. The decrease of $~~138~~4,~~960~~971 or 9459.31% was ~~consistent~~mainly ~~with~~due ~~the~~to ~~decrease~~Zevotek inwriting ~~sales~~off obsolete inventory.

Gross Profit

Our gross profit was ($781,~~128~~530) for the year ended June 30, ~~2011~~2012, as compared to $377,~~547~~128 for the year ended June 30, ~~2010~~2011. The decrease of $3088,~~419~~658 or 811244% was mainly due to ~~the~~Zevotek ~~decrease~~writing inoff ~~sales~~obsolete inventory.

Operating expenses

Operating expenses were $~~838~~326,~~591~~583 for the year ended June 30, ~~2011~~2012, as compared to $1838,~~002,216~~591 for the year ended June 30, ~~2010~~2011. The decrease of $~~163~~512,~~625~~008 or 1661.31% was primarily due to reductions in professional fees, CEO compensation and advertising expenses ~~and reversal of old charge back contingency accrual~~. Selling expenses were $310,208 compared to $378,466 for the years ended June 30, 2011 and 2010, respectively. We incurred $528,383 and $623,750 in general and administrative expenses for the years ended June 30, 2011 and 2010, respectively.

Selling expenses were $32,865 for the year ended June 30, 2012, compared to $310,208 for the years ended June 30, 2011.

General and administrative expenses were $253,718 for the year ended June 30, 2012, compared to $528,383 for the year ended June 30, 2011.

Interest expense

We incurred net interest expense of $~~119~~1,~~395~~074,055 for the year ended June 30, ~~2011~~2012, as compared to $73412,~~114~~649 for the year ended June 30, ~~2010~~2011, an increase of $46661,~~281~~406 that is attributable to the increase in our convertible promissory note debt and ~~advance~~advances payable. Interest expense for the years ended June 30, ~~2011~~2012 and ~~2010~~2011, consisted primarily of ~~coupon~~ interest ~~and interest~~ on the accretion of our convertible promissory notes and ~~advance~~advances payable.

Net Income and Loss

Our net loss was $1,~~244~~482,~~112~~168 for the year ended June 30, ~~2011~~2012, as compared to $1,~~339~~244,~~002~~112 for the year ended June 30, ~~2010~~2011. The ~~decrease~~increase of $94238,~~890~~056 or 712.17 % was due to our ~~reductions~~increase in ~~operating~~interest expenses inthat ~~the~~is ~~year~~attributable ~~ended June 30, 2011. We developed a sales and marketing campaign~~ to ~~sell~~ the ~~Ionic~~increase ~~Bulb~~in ~~directly~~our toconvertible ~~consumers~~promissory ~~and~~note todebt ~~retailers, specialty stores, catalog sales companies, e-commerce companies~~ and ~~international~~advances ~~distributors~~payable. ~~We incurred the costs of developing a campaign during the years ended June 30, 2011 and 2010 with the expectation that the campaign will generate significant sales in the year ended June 30, 2012.~~

Our net loss per common share ($134.2389) (basic and diluted) for the year ended June 30, ~~2011~~2012, as compared to ($7613.9723) (basic and diluted) for the year ended June 30, ~~2010~~2011. The decrease of $638.7434 or 8263.82 % was mainly due to the increase in the weighted average number of common shares outstanding during ~~Fiscal~~fiscal ~~2011~~2012 resulting from the issuances of shares of our common ~~shares~~stock for the conversion of debt and interest and services provided. The weighted average number of outstanding shares was 94302,~~050~~867 (basic and diluted) for fiscal year ended June 30, ~~2011~~2012, as compared to 1794,~~397~~050 (basic and diluted) for the fiscal year ended June 30, ~~2010~~2011.

Liquidity and Capital Resources

~~Overview~~ As of June 30, 2012, we had a working capital deficit of $2,423,885. As of June 30, 2011, we had a working capital deficit of $1,030,872. Our cash position at June 30, 2012 was $231 as compared to $4,737 as of June 30, 2011.

As of June 30, 2011, we had a working capital deficit of $1,030,872. As of June 30, 2010, we had a working capital deficit of $1,478,126. Our cash position at June 30, 2011 was $4,737 as compared to $132,517 as of June 30, 2010.9

For fiscal year ended June 30, ~~2011~~2012, net cash used in operating activities was $~~489~~209,~~501~~866, consisting primarily of a net loss of $1,~~244~~482,~~112,~~168 adjusted primarily for ~~common stock issued for services of $235,414,~~ amortization of beneficial conversion feature related to our convertible promissory notes of $~~293~~921,~~254~~312 and accounts payable and accrued expenses of $~~142~~165,~~080~~615.

Cash provided by financing activities totaled $~~361~~205,~~721~~360 consisting of proceeds from third party loans and convertible notes payable.

We had no capital expenditures for the ~~year~~years ending June 30, ~~2011.~~2012 ~~These anticipated expenditures are for development of our Ionic Bulb~~ and ~~Gung H20 products, sales and marketing support collateral, including infomercials and retail store presentation materials~~2011.

~~Financing~~Seasonality

~~Since~~Our ~~our~~proposed ~~inception~~business onis ~~December~~not ~~19,~~subject ~~2005~~ to June 30, 2011, we have raised an aggregate of $2,545,913 in financing through private placement of our common stock, advances and through the issuance of promissory notes to unaffiliated third party investorsseasonality.

Impact of Inflation

General inflation in the economy has driven the operating expenses of many businesses higher. We will continuously seek methods of reducing costs and streamlining operations while maximizing efficiency through improved internal operating procedures and controls. While we are subject to inflation as described above, our management believes that inflation currently does not have a material effect on our operating results. However, inflation may become a factor in the future.

Critical Accounting Policies

The preparation of financial statements and related disclosures in conformity with accounting principles generally accepted in the United States requires us to make judgments, assumptions and estimates that affect the amounts reported. Note 1 of Notes to Financial Statements describes the significant accounting policies used in the preparation of the financial statements. Certain of these significant accounting policies are considered to be critical accounting policies, as defined below.

A critical accounting policy is defined as one that is both material to the presentation of our financial statements and requires management to make difficult, subjective or complex judgments that could have a material effect on our financial condition or results of operations. Specifically, critical accounting estimates have the following attributes:

●	We are required to make assumptions about matters that are highly uncertain at the time of the estimate; and

●	Different estimates we could reasonably have used, or changes in the estimate that are reasonably likely to occur, would have a material effect on our financial condition or results of operations.

Estimates and assumptions about future events and their effects cannot be determined with certainty. We base our estimates on historical experience and on various other assumptions believed to be applicable and reasonable under the circumstances. These estimates may change as new events occur, as additional information is obtained and as our operating environment changes. These changes have historically been minor and have been included in the consolidated financial statements as soon as they became known. Based on a critical assessment of our accounting policies and the underlying judgments and uncertainties affecting the application of those policies, management believes that our financial statements are fairly stated in accordance with accounting principles generally accepted in the United States, and present a meaningful presentation of our financial condition and results of operations.

In preparing our financial statements to conform to accounting principles generally accepted in the United States, we make estimates and assumptions that affect the amounts reported in our financial statements and accompanying notes. These estimates include useful lives for fixed assets for depreciation calculations and assumptions for valuing options and warrants. Actual results could differ from these estimates.

Financing Activities

Since our inception on December 19, 2005 to June 30, 2012, we have raised an aggregate of $2,751,273 in financing through private placement of our common stock, advances and through the issuance of promissory notes to unaffiliated third party investors.

Financing Needs

Since our inception on December 19, 2005 to June 30, ~~2011~~2012, we have generated revenues of $1,~~405~~413,~~801~~825 and have incurred a net loss of $68,~~729~~211,~~137~~305. It is hoped that we will begin to achieve sustainable revenues within the next 12 months, of which there can be no guarantee. Our ability to achieve profitability is dependent on several factors, including but not limited to, our ability to: generate liquidity from operations and satisfy our ongoing operating costs on a timely basis. We still need additional investments in order to continue operations to cash flow break even. Additional investments are being sought, but we cannot guarantee that we will be able to obtain such investments. Financing transactions may include the issuance of equity or debt securities, obtaining credit facilities, or other financing mechanisms. However, the trading price of our common stock and conditions in the U.S. stock and debt markets make it more difficult to obtain financing through the issuance of equity or debt securities. Even if we are able to raise the funds required, it is possible that we could incur unexpected costs and expenses, fail to collect significant amounts owed to us, or experience unexpected cash requirements that would force us to seek alternative financing. Further, if we issue additional equity or debt securities, stockholders may experience additional dilution or the new equity securities may have rights, preferences or privileges senior to those of existing holders of our common stock. If additional financing is not available or is not available on acceptable terms, we will have to curtail our operations again, attempt to further restructure financial obligations and/or seek a strategic merger, acquisition or a sale of assets.

The independent auditor's report on our June 30, ~~2011~~2012 financial statements included in this Annual Report states that our recurring losses raise substantial doubts about our ability to continue as a going concern. At present, we do not have sufficient capital on hand to fund our proposed operations for the next 12 months. We estimate that we will need at least $500,000 to fund our operations over the next 12 months. These funds will be spent for merchandising products, accommodating sales orders and paying our operating expenses.

Inflation

The effect of inflation on our revenue and operating results was not significant. Our operations are located in North America and there are no seasonal aspects that would have a material effect on our financial condition or results of operations.

We doNeed ~~not~~To ~~maintain~~Hire ~~off-balance~~Specialized ~~sheet arrangements nor do we participate in non-exchange traded contracts requiring fair value accounting treatment.~~Personnel

~~CRITICAL~~Although ~~ACCOUNTING~~we ~~POLICIES~~are ~~AND~~committed ~~USE~~to OFthe ~~ESTIMATES~~continued development and growth of our business, we will need to engage specialized key personnel to assist Zevotek in the execution of our business model, inasmuch as Jason Ryu, our chief executive officer, does not possess the requisite level of expertise to perform such functions. It is possible that we will not be able to locate and hire such specialized personnel on acceptable terms.

~~Financial~~Quantitative ~~Reporting Release No. 60, recently released by the Securities~~ and ~~Exchange~~Qualitative ~~Commission,~~Disclosures ~~requires~~About ~~all~~Market companies to include a discussion of critical accounting policies or methods used in the preparation of financial statements. The notes to the consolidated financial statements include a summary of significant accounting policies and methods used in the preparation of our Consolidated Financial Statements. In addition, Financial Reporting Release No. 61 was recently released by the SEC requires all companies to include a discussion which addresses, among other things, liquidity, off-balance sheet arrangements, contractual obligations and commercial commitments. The following is a brief discussion of the more significant accounting policies and methods used by us.Risk

~~The~~We ~~discussion~~conduct ~~and~~all ~~analysis~~ of our ~~financial~~transactions ~~condition and results of operations are based upon our consolidated financial statements, which have been prepared~~ in ~~accordance~~U.S. ~~with accounting principles generally accepted in the United States~~dollars. We ~~The~~are ~~preparation~~therefore ofnot ~~financial~~directly ~~statements~~subject ~~in accordance with generally accepted accounting principles in the United States requires management~~ to ~~make estimates and assumptions that affect~~ the ~~reported~~risks ~~amounts~~ of ~~assets~~foreign ~~and~~currency ~~liabilities,~~fluctuations ~~including the recoverability of tangible~~ and ~~intangible~~do ~~assets,~~not ~~disclosure~~hedge ofor ~~contingent~~otherwise ~~assets~~deal ~~and~~in ~~liabilities~~currency asinstruments ofin ~~the~~an ~~date~~attempt ofto ~~the~~minimize ~~financial~~such ~~statements and the reported amounts of revenues and expenses during the reported period~~risks.

21Stock-Based Compensation

OnWe anrecognize ~~on-going~~compensation ~~basis,~~cost wefor ~~evaluate~~stock-based ~~our~~awards ~~estimates.~~based ~~The~~on ~~most~~the ~~significant~~estimated ~~estimates~~fair ~~relate~~value toof ~~our~~the ~~recognition~~award on date of ~~revenue,~~grant. We measure compensation cost at the ~~allowance~~grant ~~for~~date ~~doubtful~~based ~~accounts~~on ~~receivable,~~the ~~inventory~~fair ~~valuation~~value ~~reserves~~of the award and recognize compensation cost upon the ~~carrying~~probable ~~value~~attainment of ~~our~~a ~~long-lived~~specified ~~asset~~performance condition or over a service period.

WeRecently ~~believe~~Issued ~~the~~Accounting ~~following critical accounting policies affect our more significant judgments and estimates used in the preparation of our consolidated financial statements:~~Pronouncements

In October 2012, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2012-04, “Technical Corrections and Improvements” in Accounting Standards Update No. 2012-04. The amendments in this update cover a wide range of Topics in the Accounting Standards Codification. These amendments include technical corrections and improvements to the Accounting Standards Codification and conforming amendments related to fair value measurements. The amendments in this update will be effective for fiscal periods beginning after December 15, 2012. The adoption of ASU 2012-04 is not expected to have a material impact on our financial position or results of operations.

In August 2012, the FASB issued ASU 2012-03, “Technical Amendments and Corrections to SEC Sections: Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin (SAB) No. 114, Technical Amendments Pursuant to SEC Release No. 33-9250, and Corrections Related to FASB Accounting Standards Update 2010-22 (SEC Update)” in Accounting Standards Update No. 2012-03. This update amends various SEC paragraphs pursuant to the issuance of SAB No. 114. The adoption of ASU 2012-03 is not expected to have a material impact on our financial position or results of operations.

In July 2012, the FASB issued ASU 2012-02, “Intangibles – Goodwill and Other (Topic 350): Testing Indefinite-Lived Intangible Assets for Impairment” in Accounting Standards Update No. 2012-02. This update amends ASU 2011-08, Intangibles – Goodwill and Other (Topic 350): Testing Indefinite-Lived Intangible Assets for Impairment and permits an entity first to assess qualitative factors to determine whether it is more likely than not that an indefinite-lived intangible asset is impaired as a basis for determining whether it is necessary to perform the quantitative impairment test in accordance with Subtopic 350-30, Intangibles, Goodwill and Other - General Intangibles Other than Goodwill. The amendments are effective for annual and interimimpairment tests performed for fiscal years beginning after September 15, 2012. Early adoption is permitted, including for annual and interim impairment tests performed as of a date before July 27, 2012, if a public entity’s financial statements for the most recent annual or interim period have not yet been issued or, for nonpublic entities, have not yet been made available for issuance. The adoption of ASU 2012-02 is not expected to have a material impact on our financial position or results of operations.

In December 2011, the FASB issued ASU 2011-12, “Deferral of the Effective Date for Amendments to the Presentation of Reclassifications of Items out of Accumulated Other Comprehensive Income in Accounting Standards Update No. 2011-05. This update defers the requirement to present items that are reclassified from accumulated other comprehensive income to net income in both the statement of income where net income is presented and the statement where other comprehensive income is presented. The adoption of ASU 2011-12 is not expected to have a material impact on our financial position or results of operations.

In December 2011, the FASB issued ASU No. 2011-11 “Balance Sheet: Disclosures about Offsetting Assets and Liabilities” (“ASU 2011-11”). This Update requires an entity to disclose information about offsetting and related arrangements to enable users of its financial statements to understand the effect of those arrangements on its financial position. The objective of this disclosure is to facilitate comparison between those entities that prepare their financial statements on the basis of U.S. GAAP and those entities that prepare their financial statements on the basis of IFRS. The amended guidance is effective for annual reporting periods beginning on or after January 1, 2013, and interim periods within those annual periods. Zevotek is currently evaluating the impact, if any, that the adoption of this pronouncement may have on its results of operations or financial position.

Off-Balance Sheet Arrangements

We do not have any off-balance sheet arrangements.

Reverse Stock Splits

~~Effective~~On ~~June~~September 26, ~~2008~~2011, we filed a certificate of amendment to our Certificate of Incorporation with the ~~Company~~Secretary ~~authorized~~of ~~for~~State ~~its~~of ~~common~~Delaware ~~stock a~~to ~~50:1~~effectuate a reverse stock split ~~Also,~~ ~~par~~on ~~value~~a ~~for~~one ~~the~~to ~~Preferred~~5,000 ~~Stock~~basis ~~and~~that ~~Common~~FINRA ~~stock~~approved ~~was~~on ~~changed~~October to26, $2011.~~00001 per share~~ All ~~preferred~~shares and ~~common~~per ~~stock~~share ~~and~~amounts ~~related~~quoted ~~information~~herein have been retroactively restated to reflect the 1:5,000 reverse split, unless otherwise stated.

On September 24, 2010, we filed a certificate of amendment to our Certificate of Incorporation with the Secretary of State of Delaware to effectuate a reverse stock split on a 1 to 20 basis that FINRA approved on October 6, 2010. All per share numbers quoted herein are reflective of the 1:20 reverse split.

On September 26, 2011, we filed a certificate of amendment to our Certificate of Incorporation with the Secretary of State of Delaware to effectuate a reverse stock split on a 1 to 5,000 basis. Although the amendment was effective with the State of Delaware on September 26, 2011, the reverse split, as of the date of this Annual Report, has not been approved by FINRA. Each holder of common stock will receive 1 share of the Company’s common stock in exchange for each 5,000 shares of the Company’s common stock they own. The Company will not issue fractional shares in connection with the foregoing split. Fractional shares will be rounded up to the nearest whole share. All shares and per share amounts quoted herein have been retroactively restated to reflect the 1:5,000 reverse split, unless otherwise stated.

Revenue Recognition

Revenues are recognized in the period that products are provided. For revenue from product sales, ~~the~~Zevotek ~~Company~~ recognizes revenue in accordance with Accounting Standards Codification 605, “Revenue Recognition SEC Staff Accounting Bulletin Topic 13” (“ASC 605”). ASC 605 requires that four basic criteria must be met before revenue can be recognized: (1) persuasive evidence that an arrangement exists; (2) delivery has occurred; (3) the selling price is fixed and determinable; and (4) collectability is reasonably assured. Determination of criteria (3) and (4) are based on management'’s judgments regarding the fixed nature of the selling prices of the products delivered and the collectability of those amounts. Provisions for discounts and rebates to customers, estimated returns and allowances, and other adjustments are provided for in the same period the related sales are recorded. Zevotek ~~The Company~~ defers any revenue for which the product has not been delivered or is subject to refund until such time that ~~the~~Zevotek ~~Company~~ and the customer jointly determine that the product has been delivered or no refund will be required.

~~ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK~~12

~~N/A~~ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

~~ITEM~~Not ~~8. FINANCIAL STATEMENTS.~~applicable

~~The~~ITEM ~~financial~~8. FINANCIAL ~~statements~~STATEMENTS ~~and~~AND ~~related~~SUPPLEMENTARY ~~notes are included as part of this report as indexed in the appendix on page F-1 through F-19~~DATA.

The financial statements and related notes are included as part of this Annual Report as indexed in the appendix on page F-1, et seq.

ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE.

Dismissal of Former Certifying Accountants. On August 27, 2012, Zevotek dismissed its independent auditor, RBSM LLP (“RBSM LLP”), which dismissal was reported in our Current Report filed on August 27, 2012.

RBSM LLP’s reports on Zevotek’s financial statements during the two most recent fiscal years and any subsequent interim period through August 27, 2012, did not contain an adverse opinion or a disclaimer of opinion, and were not qualified or modified as to uncertainty, audit scope, or accounting principles, except that RBSM LLP’s reports on Zevotek’s Form 10-K for the year ended June 30, 2011, raised substantial doubt about its ability to continue as a going concern.

The decision to dismiss RBSM LLP was recommended by Zevotek’s board of directors.

During the two most recent fiscal years and any subsequent interim period through August 27, 2012, there have not been any disagreements between Zevotekand RBSM LLP on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements, if not resolved to the satisfaction of RBSM LLP, would have caused it to make reference to the subject matter of the disagreements in connection with its reports on the financial statements for such periods.

Engagement of New Certifying Accountants. On August 27, 2012, Zevotek engaged M & K CPAs PLLC, certified public accountants, (“M & K CPAs”) as Zevotek’s independent accountants to report on Zevotek’s balance sheet as of June 30, 2012, and the related combined statements of income, stockholders’ equity and cash flows for the year then ended. The decision to appoint M & K CPAs was approved by Zevotek’s Board of Directors. See our Current Report filed with the Commission on August 27, 2012.

During Zevotek’s two most recent fiscal years and any subsequent interim period prior to the engagement of M & K CPAs, neither Zevotek nor anyone on Zevotek’s behalf consulted with M & K CPAs regarding either (i) the application of accounting principles to a specified transaction, either completed or proposed; or the type of audit opinion that might be rendered on Zevotek’s financial statements, and either a written report was provided to the registrant or oral advice was provided that the new accountant concluded was an important factor considered by Zevotek in reaching a decision as to the accounting, auditing or financial reporting issue; or (ii) any matter that was either the subject of a disagreement (as defined in paragraph 304(a)(1)(iv) and the related instructions to Regulation S-K) or a reportable event (as described in paragraph 304(a)(1)(v) of Regulation S-K).

Zevotek has provided RBSM LLP with a copy of the disclosures it made in its amended Current Report on Form 8-K/A, Amendment No. 2, which RBSM LLP received no later than the day that the disclosures were filed with the Commission. The registrant requested that RBSM LLP furnish the registrant with a letter addressed to the Commission stating whether it agreed with the statements made by the registrant in response to Item 304(a) of Regulation S-K, and, if not, stating the respects in which it does not agree. A copy of RBSM LLP’s amended letter was filed with Current Report on Form 8-K/A, Amendment No. 2 on October 29, 2012.

Zevotek requested M & K CPAs to review the disclosure in its Current Report on Form 8-K/A, Amendment No. 3 before it was filed with the Commission and provided M & K CPAs the opportunity to furnish Zevotek with a letter addressed to the Commission containing any new information, clarification of Zevotek’s expression of its views, or the respects in which it does not agree with the statements made by Zevotek in response its Current Report on Form 8-K/A, Amendment No. 3. Zevotek has filed on October 29, 2012, such letter from M & K CPAs as an exhibit to the report.

The financial statements included in this Report were audited by M & K CPAs.

ITEM 9A. CONTROLS AND PROCEDURES.

See Item 9A(T) below.

ITEM 9A(T). CONTROLS AND PROCEDURES.

Evaluation of Disclosure and Controls and Procedures. We carried out an evaluation, under the supervision and with the participation of our management, including our principal executive officer and principal financial officer, of the effectiveness of our disclosure controls and procedures (as defined) in Exchange Act Rules 13a – 15(c) and 15d – 15(e)). Based upon that evaluation, our chief executive officer and chief financial officer concluded that, as of the end of the period ended June 30, 2012, our disclosure controls and procedures were not effective (1) to ensure that information required to be disclosed by us in reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the SEC’s rules and forms and (2) to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is accumulated and communicated to us, including our chief executive and chief financial officers, as appropriate to allow timely decisions regarding required disclosure.

The term disclosure controls and procedures means controls and other procedures of an issuer that are designed to ensure that information required to be disclosed by the issuer in the reports that it files or submits under the Exchange Act (15 U.S.C. 78a, et seq.) is recorded, processed, summarized and reported, within the time periods specified in the Commission’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by an issuer in the reports that it files or submits under the Exchange Act is accumulated and communicated to the issuer’s management, including its principal executive and principal financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.

Our management, including our chief executive officer and chief financial officer, does not expect that our disclosure controls and procedures or our internal controls over financial reporting will prevent all error and all fraud. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Further, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Because of inherent limitations in all control systems, internal control over financial reporting may not prevent or detect misstatements, and no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within the registrant have been detected. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Management’s Annual Report on Internal Control over Financial Reporting. Our management is responsible for establishing and maintaining adequate internal control over financial reporting as defined in Rule 13a-15(f) under the Exchange Act. Our internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with accounting principles generally accepted in the United States.

The term internal control over financial reporting is defined as a process designed by, or under the supervision of, the issuer’s principal executive and principal financial officers, or persons performing similar functions, and effected by the issuer’s board of directors, management and other personnel, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles and includes those policies and procedures that:

●	Pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of our assets;

●

Provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the issuer are being made only in accordance with authorizations of management and directors of the issuer; and

●	Provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the issuer’s assets that could have a material effect on the financial statements.

Our management assessed the effectiveness of our internal control over financial reporting as of June 30, 2012. In making this assessment, our management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in Internal Control-Integrated Framework. Based on this assessment, management identified the following conditions that indicated that our internal control over financial reporting and our disclosure controls and procedures were not effective:

●	Accounts payable and accrued expenses are inadequately being maintained as there is no policy for unpaid invoice documentation.

●	Reconciliations of shares outstanding between the accounting records and the stock transfer agent are not performed timely.

●	Our closing process is deficient in assuring accurate information without the assistance of our auditors.

Changes in Internal Control Over Financial Reporting. There have been no changes in Zevotek’s internal control over financial reporting through the date of this Report or during the period ended June 30, 2012, that materially affected, or is reasonably likely to materially affect, Zevotek’s internal control over financial reporting.

Independent Registered Accountant’s Internal Control Attestation. This Report does not include an attestation report of Zevotek’s registered public accounting firm regarding internal control over financial reporting. Management’s report was not subject to attestation by Zevotek’s registered public accounting firm pursuant to temporary rules of the Securities and Exchange Commission that permit the registrant to provide only management’s report in this Report.

Remediation plans for material weaknesses over internal controls. Our plans to mitigate material weaknesses in disclosure controls and procedures for future filings will be dependent on our ability to obtain adequate financing to fund development of our financial reporting infrastructure. At this time it is not cost beneficial for us to utilize capital to focus on mitigating financial reporting weaknesses; however, we expect to implement a plan for remediation of these deficiencies when sufficient funding to implement such a plan is available.

ITEM 9B. OTHER INFORMATION.

None.

ITEM 9A. CONTROLS AND PROCEDURES.

Disclosure controls and procedures are controls and other procedures that are designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the Securities and Exchange Commission's rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by us in the reports that we file under the Exchange Act is accumulated and communicated to our management, including our principal executive and financial officers, as appropriate to allow timely decisions regarding required disclosure.

Evaluation of Disclosure Controls and Procedures

As of June 30, 2011, our Chief Executive Officer/Chief Financial Officer carried out an evaluation, of the effectiveness of the design and operation of our system of disclosure controls and procedures pursuant to Rule 13a-15(d) and 15d-15(d) promulgated under the Exchange Act. Based on this evaluation, our Chief Executive Officer/Chief Financial Officer concluded that our controls and procedures were not effective in ensuring that information required to be disclosed by us in our periodic reports is recorded, processed, summarized and reported, within the time periods specified for each report and that such information is accumulated and communicated to our management, including our principal executive (who is also our principal financial officer), or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.

Management’s Report on Internal Control Over Financial Reporting

Management is responsible for the preparation of the Company’s financial statements and related information. Management uses its best judgment to ensure that the financial statements present fairly, in all material aspects, the Company’s financial position and results in conformity with Generally Accepted Accounting Principles (“GAAP”).

Internal control over financial reporting is defined in Rule 13a-15(f) or 15d-15(f) promulgated under the Exchange Act as a process designed by, or under the supervision of, Certifying Officers and effected by our board of directors, management and other personnel, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with GAAP.

Under the supervision of management, we conducted an evaluation of the effectiveness of our internal control over financial reporting based on the framework in “Internal Control – Integrated Framework” issued by the Committee of Sponsoring Organizations of the Treadway Commission published in 1992.

As a result of this evaluation, we concluded that our internal control over financial reporting was not effective as of June 30, 2011 due to the identification of a material weakness. A material weakness is a control deficiency or combination of control deficiencies such that there is a reasonable possibility that a material misstatement of our annual or interim financial statements will not be prevented or detected on a timely basis.

In addition, we have a limited number of employees and is not able to have proper segregation of duties based on the cost benefit of hiring additional employees solely to address the segregation of duties issue. We compensate for the lack of segregation of duties by employing close involvement of management in day-to-day operations.

It should be noted that any system of controls, however well designed and operated, can provide only reasonable, and not absolute, assurance that the objectives of the system will be met. In addition, the design of any control system is based in part upon certain assumptions about the likelihood of future events.

Our Chief Executive Officer/Chief Financial Officer is in the process of implementing a more effective system of controls, procedures and other changes in the areas of revenue recognition and inventory accounting to insure that information required to be disclosed in this annual report on Form 10-K has been recorded, processed, summarized and reported accurately. Our management acknowledges the existence of this problem, and intends to developed procedures to address them to the extent possible given limitations in financial and manpower resources.

Changes in Internal Controls over Financial Reporting

Other than the identification of the material weakness described above, there have not been any other changes in our internal control over financial reporting that occurred during the quarter ended June 30, 2011 that have materially affected or are reasonably likely to affect our internal control over financial reporting.

ITEM 9B. OTHER INFORMATION.

None.

PART III

ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE.

The following table sets forth ~~the~~information ~~names,~~concerning ~~ages, and positions of~~ the ~~Company’s~~directors and executive officers ~~and~~of ~~directors~~Zevotek as of ~~June 30, 2011. Executive officers are elected annually by~~ the ~~Company’s~~date ~~Board~~ of ~~Directors.~~this Each executive officer holds his office until he resigns, is removed by the Board, or his successor is elected and qualified. Directors are elected annually by the Company’s shareholders at the annual meeting. Each director holds his office until his successor is elected and qualified or his earlier resignation or removal.Report:

Name	Age	~~Positions and Offices Held~~Position	Director Since
Robert Babkie	54	President, Chief Executive Officer, Chief Financial Officer, Secretary, Treasurer and Director
Jason Ryu	63	Chairman of the Board, President, Chief Financial Officer, Principal Accounting Officer, Secretary and Treasurer	2012
Indira Tovar	37	Director

The ~~following~~members ~~summarizes~~of our board of directors are subject to change from time to time by the ~~occupation~~vote ~~and~~of the stockholders at special or annual meetings to elect directors. Our current board of directors consists of one director who has expertise in the proposed business ~~experience~~of Zevotek. Upon receipt of sufficient funds to pay for ~~the~~consultants ~~Company’s~~as ~~officers~~described elsewhere in this Report either from receipt of funds from borrowing or sales of common stock, we intend to seek directors, and ~~key~~officers ~~employees~~who would be able to properly execute our proposed business plan.

~~Robert~~The ~~Babkie~~foregoing notwithstanding, except as otherwise provided in any resolution or resolutions of the board, directors who are elected at an annual meeting of stockholders, and directors elected in the interim to fill vacancies and newly created directorships, will hold office for the term for which elected and until their successors are elected and qualified or until their earlier death, resignation or removal.

OnWhenever ~~February 25, 2010,~~ the ~~Company’s~~holders ~~board~~ of ~~directors~~any ~~appointed~~class ~~Robert~~or ~~Babkie~~classes asof ~~Chief~~stock ~~Executive~~or ~~Officer,~~any ~~Chief~~series ~~Financial~~thereof ~~Officer,~~are ~~Secretary,~~entitled ~~Treasurer and director. Prior~~ to ~~his~~elect ~~appointment,~~one ~~Mr.~~or ~~Babkie,~~more ~~54,~~directors ~~had~~pursuant ~~been~~to ~~retired~~any ~~since~~resolution ~~2008. Mr.~~or ~~Babkie~~resolutions ~~has~~of ~~over~~the ~~27 years executive officer experience managing international importing~~board, ~~exporting~~vacancies and ~~trading~~newly ~~businesses. From~~created ~~1995~~directorships toof ~~2008,~~such heclass ~~was~~or ~~president~~classes ~~and~~or ~~chief~~series ~~executive~~thereof ~~officer~~may ofgenerally ~~Babkie~~be ~~Stainless~~filled ~~Corp.,~~by ana ~~international~~majority ~~trading~~of ~~firm specializing in~~ the ~~import~~directors ~~and~~elected ~~export~~by ofsuch ~~stainless~~class ~~steel. The~~or ~~U.S.~~classes ~~based~~or ~~company~~series ~~had~~then anin ~~international customer base~~office, ~~was~~by ~~closely~~a ~~engaged~~sole inremaining ~~doing~~director ~~business~~so inelected ~~China~~or ~~and~~by ~~had~~the ~~core~~unanimous ~~competencies~~written inconsent ~~selling~~or ~~stainless~~the ~~steel,~~affirmative ~~warehousing~~vote ~~and~~of ~~logistics~~a ~~and~~majority ~~trade~~of ~~financing. From~~the ~~1980~~outstanding toshares ~~1995,~~of ~~Mr.~~such ~~Babkie~~class ~~was~~or ~~vice~~classes ~~president~~or ~~and~~series ~~sales~~entitled ~~manager~~to ofelect ~~Babkie~~such ~~International~~director ~~Corp~~or directors., Officers anare ~~international~~elected ~~trading~~annually ~~firm~~by ~~specializing in~~ the ~~import and export of non-ferrous metals~~directors. There ~~Mr.~~are ~~Babkie~~no ~~was~~family ~~appointed~~relationships toamong our ~~board of~~ directors ~~based on his foregoing qualifications~~ and ~~general industry knowledge~~officers.

~~Indira Tovar~~15

OnWe ~~October~~may ~~16,~~employ ~~2009,~~additional wemanagement ~~appointed~~personnel, ~~Indira Tovar~~ as aour ~~director~~board of ~~the~~directors ~~Company. Prior~~deems ~~to her appointment as director of the Company, Ms~~necessary. ~~Tovar was employed by VOIP, Inc., a Miami, Florida based international seller of telecommunication products and services, for the period from 2002 to 2007.~~ ~~Ms.~~Zevotek ~~Tovar~~has ~~provided~~not ~~managed~~identified ~~investor~~or ~~relations,~~reached ~~developed~~an ~~marketing~~agreement ~~materials~~or ~~for~~understanding ~~Latin America and Germany, handled new customers, provided training and maintained ongoing contact~~ with ~~new~~any ~~customers. From~~other ~~2007~~individuals to ~~her~~serve ~~appointment~~ in ~~October~~management ~~2009~~positions, ~~Ms.~~but ~~Tovar~~does ~~has~~not ~~resided~~anticipate inany ~~Europe~~problem ~~and~~in ~~managed~~employing ~~her~~qualified ~~personal investments~~staff. ~~Ms. Tovar was appointed to our board of directors based on her foregoing qualifications and general industry knowledge.~~

~~Board~~A description of ~~Directors,~~the ~~Board~~business ~~Meetings~~experience for each of the directors and ~~Committees~~executive officers of Zevotek is set forth below.

~~Our~~Jason ~~board~~Ryu has been President of ~~directors~~Ionair ~~held~~Corporation nosince ~~formal~~2006 ~~meetings~~and ~~during~~President of Blink Innovation Group Inc. since 2010. Mr. Ryu, through Ionair Corporation, has a patent application pending with the ~~most~~U.S. ~~recently~~Patent ~~completed~~Office ~~fiscal~~for ~~year~~the Ionic Bulb and holds patents internationally for the Ionic Bulb. Zevotek ~~All~~markets ~~proceedings~~and ofsells the ~~board~~Ionic ofBulb ~~directors~~under ~~were~~an ~~conducted~~Exclusive byLicense ~~resolutions~~and ~~consented~~Sales Agreement dated February 24, 2009, and pursuant to ina ~~writing~~non-exclusive byPurchasing ~~all~~Representative ~~the~~Agreement ~~directors~~between Zevotek and ~~filed~~Mr. ~~with~~Ryu ~~the~~dated ~~minutes~~March of2, ~~the~~2011, ~~proceedings~~Mr. Ryu has introduced Zevotek to a new third party manufacturer that will produce a next generation version of the ~~directors~~Ionic Bulb with new features and improved manufacturing cost. Mr. ~~Such~~Ryu, ~~resolutions~~through ~~consented~~Blink toInnovation Group Inc., holds a patent in ~~writing~~Korea byand has a patent application pending with the ~~directors~~U.S. ~~entitled~~Patent toOffice ~~vote~~for a cooking device and method with improved temperature control, on ~~that~~which ~~resolution~~his atline aof ~~meeting~~Jade Cookware is based. Mr. Ryu has over 15 years of ~~the~~executive ~~directors~~officer ~~are~~experience managing international importing, ~~according~~exporting and trading businesses. From 2001 to ~~the~~2006, ~~corporate~~he ~~laws~~was executive director of E-On Light USA Corp., an international trading firm specializing in the ~~State~~import and export of ~~Delaware~~air-purifiers. From ~~and~~1997 ~~our~~to ~~bylaws~~2006, asMr. ~~valid~~Ryu was a partner in Trans World Merchants Inc., an importer and ~~effective~~exporter asof ifconsumer ~~they~~products. Before ~~had~~coming ~~been~~to ~~passed~~US in 1973, Mr. Ryu taught civil engineering at aDongyang ~~meeting~~Technical High school in Seoul Korea. Mr. Ryu received his bachelor of ~~the~~science ~~directors~~in ~~duly~~civil ~~called~~engineering ~~and~~in ~~held~~1972 from Hanyang University, Seoul, Korea.

~~Family~~Committees ~~Relationships~~of the Board

~~There~~We ~~are~~do nonot ~~family~~currently ~~relationships~~have ~~between~~an orAudit, ~~among~~Executive, ~~any~~Finance, ofCompensation, ~~the~~or ~~current~~Nominating ~~directors~~Committee, ~~executive officers~~ or ~~persons~~any ~~nominated~~other orcommittee ~~charged~~of by the ~~Company~~board toof ~~become~~ directors ~~or executive officers~~.

Conflicts of Interest

Certain potential conflicts of interest are inherent in the relationships between the Company’s officers and directors and the Company.

From time to time, one or more of the Company’s affiliates may form or hold an ownership interest in and/or manage other businesses both related and unrelated to the type of business that the Company own and operate. These persons expect to continue to form, hold an ownership interest in and/or manage additional other businesses which may compete with the Company’s business with respect to operations, including financing and marketing, management time and services and potential customers. These activities may give rise to conflicts between or among the interests of us and other businesses with which the Company’s affiliates are associated. The Company’s affiliates are in no way prohibited from undertaking such activities, and neither the Company nor the Company’s shareholders will have any right to require participation in such other activities.

The Company’s policies and procedures regarding transactions involving potential conflicts of interest are not in writing. The Company understands that it will be difficult to enforce the Company’s policies and procedures and will rely and trust the Company’s officers and directors to follow the Company’s policies and procedures. The Company will implement the Company’s policies and procedures by requiring the officer or director who is not in compliance with the Company’s policies and procedures to remove himself and the other officers and directors will decide how to implement the policies and procedures, accordingly.

Involvement in Certain Legal Proceedings

To the Company’s knowledge, during the past ten (10) years, none of the Company’s directors, executive officers, promoters, control persons, or nominees has been:

· the subject of any bankruptcy petition filed by or against any business of which such person was a general partner or executive officer either at the time of the bankruptcy or within two years prior to that time;

· convicted in a criminal proceeding or is subject to a pending criminal proceeding (excluding traffic violations and other minor offenses);

· subject to any order, judgment, or decree, not subsequently reversed, suspended or vacated, of any court of competent jurisdiction, permanently or temporarily enjoining, barring, suspending or otherwise limiting his involvement in any type of business, securities or banking activities; or

· found by a court of competent jurisdiction (in a civil action), the Commission or the Commodity Futures Trading Commission to have violated a federal or state securities or commodities law

Director Independence

Our Board of Directors has determined that currently Indira Tovar qualifies as “independent” as the term is used in Item 407 of Regulation S-K as promulgated by the SEC and in the listing standards of The Nasdaq Stock Market, Inc. – Marketplace Rule 4200.

Board Leadership Structure and Role in Risk Oversight

Robert Babkie has been our Chief Executive Officer since February 25, 2010 and Anthony Intrieri has been the Chairman of our Board of Directors since January 26, 2010. Mr. Intrieri ceased to be our chairman upon his passing on July 19, 2011. We have not filled the vacancy left by Mr. Intrieri as of the date of this Report. Although we have not adopted a formal policy on whether the Chairman and Chief Executive Officer positions should be separate or combined, the Company believes separating the roles of Chief Executive Officer and Chairman of the Board of Directors is the best leadership structure for the Company.

The Company currently has two directors, one of which is considered “independent”. The Board is actively involved in oversight of the Company’s day to day activities.

Audit Committee and Committees of the Board of Directors

We currently do not maintain any committees of the Board of Directors. Given our size and the development of our business to date, we believe that the board through its meetings can perform all of the duties and responsibilities that might be contemplated by a committee.

Except as may be provided in our bylaws, we do not currently have specified procedures in place pursuant to which whereby security holders may recommend nominees to the Board of Directors.

Section 16(a) Beneficial Ownership Reporting Compliance

Section 16(a) of the Securities Exchange Act of 1934, as amended, requires our ~~directors,~~officers ~~executive~~and ~~officers~~directors, and ~~stockholders~~persons ~~holding~~who own more than ~~10%~~ten percent of ~~our~~a ~~outstanding~~class ~~common~~of our capital stock, to file ~~with the Securities and Exchange Commission initial~~ reports of ownership and ~~reports of~~ changes in ~~beneficial~~their ownership ofwith ~~our~~the ~~common~~Securities ~~stock. Executive officers, directors~~ and ~~greater-than-10%~~Exchange ~~stockholders~~Commission. These persons are required ~~by SEC regulations~~ to furnish us with copies of all Section 16(a) ~~reports~~forms they file. Based ~~To our knowledge, based~~ solely on a review of the copies of such ~~reports~~forms ~~furnished~~received toby us, ~~for~~to ~~the~~our ~~period~~knowledge, ~~ended~~no ~~June~~person ~~30,~~has ~~2011,~~failed ~~all~~to timely file a Section 16(a) ~~reports~~form ~~required~~during tothe beyear ~~filed~~ended byJune ~~our executive officers~~30, ~~directors and greater-than-10% stockholders were filed on a timely basis~~2012.

~~Code~~Other ~~of Ethics~~Matters

We have not yet drafted and adopted a ~~code~~Code of ~~ethics~~Ethics that applies to ~~the~~our principal executive officer, ~~and~~ principal financial ~~and~~officer, principal accounting officer. Weor ~~will~~controller, ~~provide~~or ~~to any~~ person ~~without~~performing ~~charge,~~similar ~~upon request, a copy of our code of ethics~~functions. We ~~Requests~~intend ~~may be directed~~ to ~~our~~do ~~principal~~so ~~executive~~once ~~offices~~we atreach ~~900~~and ~~Southeast~~maintain ~~Ocean~~greater ~~Boulevard,~~financial ~~Suite 130D, Stuart, FL 34994~~stability.

~~ITEM~~Communication ~~11.~~with ~~EXECUTIVE COMPENSATON~~Directors

~~The~~Stockholders ~~following~~and ~~table~~other ~~sets~~interested ~~forth~~parties ~~the~~may ~~compensation~~contact ~~paid~~any of our directors by writing to ~~the~~them ~~Chief~~at ~~Executive~~Zevotek, ~~Officer~~Inc., ~~and~~at ~~our~~19 ~~other~~Sylvan Avenue, Second Floor, Englewood Cliffs, New Jersey 07632, Attention: Corporate Secretary. Our principal executive ~~officers~~offices ~~for~~are ~~services~~located ~~rendered~~at ~~during~~19 ~~the~~Sylvan ~~fiscal~~Avenue, ~~years~~Second ~~ended~~Floor, ~~June~~Englewood 30Cliffs, ~~2011~~New Jersey 07632, ~~2010~~telephone and ~~2009~~telecopier number (201) 820-0357, and email jryu@zevo-tek.com.

Summary Compensation Table
							Stock			Option		All Other
Name and Position	Year	Salary ($)			Bonus ($)		Awards* ($)			Awards ($)		Compensation ($)		Total ($)
Adam Engel	2011	$	—		$	—	$	—		$	—	$	30,000	$	30,000
Chief Executive Officer,	2010	$	92,000		$	—	$	10,500		$	—	$	40,000	$	142,500
CFO and Secretary (resigned February 25, 2010 )	2009	$	120,000	(1)	$	—	$	11,124	(2)	$	—	$	—	$	131,124
Robert Babkie	2011	$	72,000		$	—	$	—		$	—	$	15,000	$	87,000
	2010	$	24,000		$	—	$	—		$	—	$	—	$	24,000
President, Chief Executive Officer
CFO and Director (appointed February 25, 2010)

Our board has approved a process for handling letters received by us and addressed to any of our directors. Under that process, the Secretary reviews all such correspondence and regularly forwards to the directors a summary of all such correspondence, together with copies of all such correspondence that, in the opinion of the Secretary, deal with functions of the board or committees thereof or that he otherwise determines requires their attention. Directors may at any time review a log of all correspondence received by us that are addressed to members of the board and request copies of such correspondence.

* Represent the aggregate grant date fair value computed in accordance with FASB ASC Topic 718.16

~~(1)~~ITEM ~~$99,517~~11. EXECUTIVE ~~of this amount was accrued as salary and not paid~~COMPENSATION.

~~(2)~~At Onpresent ~~April~~Zevotek 7,has ~~2009,~~only ~~the~~one ~~board~~executive ofofficer. The ~~directors~~compensation ~~granted~~program ~~Mr.~~for ~~Engel~~future 7executives ~~shares~~will consist of ~~common~~three ~~stock~~key aselements which will be considered by a ~~stock~~compensation ~~award~~committee ~~for~~to ~~accrued~~be ~~salary.~~appointed:

~~Grants~~● ofA ~~Plan-Based~~base ~~Awards~~salary;

~~The~~● ~~following~~A ~~table~~performance ~~sets~~bonus; ~~forth information concerning the number of shares of common stock underlying restricted stock awards~~ and ~~stock options granted to the Named Executive Officers in Fiscal 2011.~~

~~Name~~● ~~Grant~~Periodic ~~Date~~grants ~~Approval Date Estimated Future Payouts Under Non- Equity Incentive Plan Awards Estimated Future Payouts Under Equity Incentive Plan Awards All Other Stock Awards: Number of Shares of Stock~~ and/or ~~Units~~options ~~(#) All Other Option Awards: Number~~ of ~~Securities~~our ~~Underlying~~common ~~Options (#) Exercise or Base Price of Option Awards ($/Sh) ) Grant Date Fair Value of Stock and Option Awards Adam Engel* - - - - - - - - Robert Babkie - - - - - - - -~~stock.

26Base Salary. Our chief executive officer and all other senior executive officers receive compensation based on such factors as competitive industry salaries, a subjective assessment of the contribution and experience of the officer, and the specific recommendation by our chief executive officer.

Performance Bonus. A portion of each officer’s total annual compensation is in the form of a bonus. All bonus payments to officers must be approved by our compensation committee based on the individual officer’s performance and company performance.

Stock Incentive. Stock grants and options are awarded to executive officers based on their positions and individual performance. Stock grants and options provide incentive for the creation of stockholder value over the long term and aid significantly in the recruitment and retention of executive officers. The compensation committee considers the recommendations of the chief executive officer for stock grants and options to executive officers (other than the chief executive officer) and approves, disapproves or modifies such recommendation. Stock grants and options for the chief executive officer will be recommended and approved by our board of directors. See “Market Price of and Dividends on our Common Equity and Related Stockholder Matters - Securities Authorized for Issuance under Equity Compensation Plans.”

It is uncertain when, if ever, we will be in a position to compensate any of our officers or directors.

Summary Compensation Table

The following table sets forth, for our named executive officers for the two completed fiscal years ended June 30, 2012, and 2011:

Name and Principal Position	Year	Salary ($)		Bonus ($)		Stock Awards ($)		Option Awards ($)		Non-Equity Incentive Plan Compensation ($)		Nonqualified Deferred Compensation ($)		All Other Compensation ($)		Total ($)
Jason Ryu (1)	2012		-0-		-0-		-0-		-0-		-0-		-0-	$	18,000	$	18,000
Robert Babke (2)	2011	$	72,000		-0-		-0-		-0-		-0-		-0-	$	15,000	$	87,000
Adam Engel (3)	2011		-0-		-0-		-0-		-0-		-0-		-0-	$	30,000	$	30,000

__________

(1)	Mr. Ryu is our current chairman of the board, president, chief financial officer, principal accounting officer, and secretary.

(2)	Mr. Babke was appointed president, chief executive officer, chief financial officer, principal accounting officer, and secretary on February 25, 2010. He resigned on March 19, 2012.

(3)	Mr. Engel was chief executive officer, chief financial officer and director. He resigned February 25, 2010.

It is uncertain when, if ever, we will be in a position to compensate any of our officers or directors. In fiscal year ended June 30, 2012, we issued 22,045 shares of common stock to Jason Ryu, for services to Zevotek. These shares were valued at $38,750.

Outstanding Equity Awards at Fiscal Year-End

The following table ~~sets~~provides ~~forth~~information ~~all~~for ~~outstanding~~each ~~equity~~of ~~awards~~our ~~made~~named toexecutive ~~each~~officers as of the ~~Named~~end ~~Executive~~of ~~Officers~~our ~~that~~last ~~are~~completed ~~outstanding~~fiscal atyear, ~~the~~June ~~end~~30, ~~of Fiscal 2011.~~2012:

	Option Awards (1)								Stock Awards
	Option Awards										Stock Awards
Name	Number of Securities Underlying Unexercised Options (#) Exercisable		Number of Securities Underlying Unexercised Options (#) Unexercisable		~~Option~~Equity ~~Exercise~~Incentive ~~Price~~Plan Awards: Number of Securities Underlying Unexercised Unearned Options ($#)		Option ~~Expiration~~Exercise ~~Date~~Price ($)		~~Number~~Option ofExpiration ~~Shares or Units of Stock That Have Not Vested (#)~~Date		~~Market~~Number ~~Value~~ of Shares or Units of Stock That Have Not Vested		Market Value of Shares or Units of Stock That Have Not Vested		Equity Incentive Plan Awards: Number of Unearned Shares, Units or Other Rights That Have Not Vested		Equity Incentive Plan Awards: Market or Payout Value of Unearned Shares, Units or Other Rights That Have Not Vested ($)
Adam Engel*		—		—		—		—		—		—
Jason Ryu (1)		-0-		-0-		-0-		-0-		-0-		-0-		-0-		-0-		-0-
Robert Babkie		—		—		—		—		—		—

*Mr. Engel resigned from all positions on February 25, 2010.__________

~~Option~~(1) ~~Exercises~~Mr. ~~and~~Ryu ~~Stock~~is ~~Vested~~our chairman of the board, president, chief financial officer, principal accounting officer, and secretary.

No stock options were exercised by any Named Executive Officers in Fiscal 2011

Employment Agreements

~~None~~As of the date of this Report, Zevotek does not have any employment agreements with any of our officers or any employees, inasmuch as we do not have any employees.

~~Compensation~~Director ~~of Directors~~Compensation

WeOur ~~issued 1,500 and 150 shares of our common stock to each of our~~ directors indo ~~May~~not ~~2011~~receive ~~and August 2010, respectively, as~~ compensation for their services inas ~~the period ended June 30, 2011. All~~ directors ~~are entitled to reimbursement for reasonable out-of-pocket expenses in attending board of directors meetings and for promoting our business~~.

~~Certain~~ITEM ~~Relationships~~12. SECURITY ~~and~~OWNERSHIP ~~Related~~OF ~~Transactions~~CERTAIN BENEFICIAL OWNERS AND MANAGEMENT.

The ~~Company~~following ~~will~~table ~~present~~presents ~~all~~information ~~possible~~regarding ~~transactions between us and~~ the ~~Company’s~~beneficial ~~officers,~~ownership ~~directors~~of orall 5%shares ~~shareholders, and the Company’s affiliates to the Board~~ of ~~Directors~~our ~~for~~common ~~their~~stock ~~consideration~~as ~~and approval. Any such transaction will require approval by a majority~~ of the ~~disinterested~~date ~~directors~~of ~~and~~this ~~such~~Report ~~transactions will be on terms no less favorable than those available to disinterested third parties.~~by:

~~ITEM~~● ~~12. SECURITY~~Each ~~OWNERSHIP~~person OFwho ~~CERTAIN~~owns ~~BENEFICIAL~~beneficially ~~OWNERS~~more ~~AND~~than ~~MANAGEMENT~~five percent of the outstanding shares of our common stock;

~~The~~● ~~following~~Each ~~table~~director ~~sets forth certain information regarding the beneficial ownership~~ of ~~our common stock as of October 13, 2011 by the following persons:~~Zevotek;

·● ~~each~~Each ~~person~~named ~~who~~executive isofficer ~~known to be the beneficial owner~~ of ~~more~~Zevotek; ~~than five percent (5%) of our issued~~ and ~~outstanding shares of common stock;~~

·● ~~each~~All ~~of our~~ directors and ~~executive~~ officers; ~~and~~of Zevotek as a group.

· all of our directors and executive officers as a group.

	Shares of Common Stock Beneficially Owned (2)
Name of Beneficial Owner (1)	Number		Percent
Jason Ryu		17,196		5.125	%
All directors and officers as a group (one person)		17,196		5.125	%

~~The~~(1) ~~following~~Unless ~~table~~otherwise ~~assumes~~indicated, ~~that~~the ~~there~~address ~~are~~for ~~294,431~~each ~~common~~of ~~shares~~these ~~issued~~stockholders ~~and~~is ~~outstanding~~c/o onZevotek, ~~October~~Inc., 13at 19 Sylvan Avenue, ~~2011. Except~~Second asFloor, ~~set~~Englewood ~~forth~~Cliffs, inNew ~~the~~Jersey ~~footnotes~~07632. toAlso, ~~the~~unless ~~table~~otherwise indicated, ~~the~~each ~~persons~~person ~~names~~named in the table ~~have~~above has the sole voting and investment power with respect to ~~all~~our shares of common stock shown as beneficially owned by them, subject to community property laws where applicable. A person is considered the beneficial owner of any securities as of a given date that can be acquired within 60 days of such date through the exercise of any option, warrant or ~~right. Shares~~preferred ~~of common~~ stock ~~subject to options, warrants or rights~~ which ~~are~~he ~~currently~~beneficially exercisable or exercisable within 60 days are considered outstanding for computing the ownership percentage of the person holding such options, warrants or rights, but are not considered outstanding for computing the ownership percentage of any other personowns.

27(2) Beneficial ownership is determined in accordance with the rules of the Securities and Exchange Commission. As of the date of this Report, there were issued and outstanding 335,527 shares of our common stock.

Amount and Nature of Beneficial Ownership
Name And Address (1)	Number Of Common Shares Beneficially Owned		Percentage Owned (2)		Number Of Series A Preferred Shares Beneficially Owned (3)		Number Of Series B Preferred Shares Beneficially Owned (4)
Robert Babkie		1,418		*		—		—
Indira Tovar		1,650		*		—		—
Nikhil Kaila 25 Yang Street Richmond Hill Ontario, Canada L4E0L5		—		*		—		1,000,000
Sale-A-Vision, Inc. 14 Bond Street, Suite 296 Great Neck, New York		—		—		50,000		—
All directors and officers as a group (2 person)		3,068		1.0		50,000		1,000,000

*LessOther than 1%as stated above:

~~(1)~~● ~~Unless~~There ~~otherwise~~are ~~noted~~no arrangements, ~~the~~known ~~address~~to isus, ~~900~~including ~~Southeast~~any ~~Ocean~~pledge ~~Boulevard,~~by ~~Suite~~any ~~130D,~~person ~~Stuart~~of our securities, FLthe ~~34994.~~operation of which may at a subsequent date result in a change in control of Zevotek; and

~~(2)~~● ~~Based~~There onare ~~294,431~~no ~~common~~arrangements ~~shares,~~or ~~50,000~~understandings ~~Series~~with Arespect ~~Preferred~~to ~~Shares,~~election ~~and~~of ~~1,000,000~~directors ~~Series~~or Bother ~~Preferred Shares issued and outstanding on October 13, 2011~~matters.

(3) Holders of our Series A preferred stock are entitled to 10,000 votes per share, for a total of 500,000,000 votes. The Series A Preferred Stock is not convertible into shares of our common stock.

(4) Holders of our Series B preferred stock are entitled to 5,000 votes per share, for a total of 5,000,000,000 votes on October 13, 2011. Our Series B Preferred Stock is not convertible into shares of our common stock.

There are no arrangements, known to us, including any pledge by any person of our securities, the operation of which may at a subsequent date result in a change in control of Zevotek, Inc. There are no arrangements or understandings among members of both the former and the new control groups and their associates with respect to election of directors or other matters.

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR INDEPENDENCE.

WeTransactions ~~have not entered into any material transactions~~ with ~~any~~Related ~~director, executive officer, and nominee for director, beneficial owner of five percent or more of our common stock, or family members of such persons. We are not a subsidiary of any company.~~Persons

~~Conflicts of Interest~~None.

~~Certain~~Director potential conflicts of interest are inherent in the relationships between our affiliates and us. From time to time, one or more of our affiliates may form or hold an ownership interest in and/or manage other businesses both related and unrelated to the type of business that we own and operate. These persons expect to continue to form, hold an ownership interest in and/or manage additional other businesses which may compete with ours with respect to operations, including financing and marketing, management time and services and potential customers. These activities may give rise to conflicts between or among the interests of our Company and other businesses with which our affiliates are associated. Our affiliates are in no way prohibited from undertaking such activities, and neither we nor our shareholders will have any right to require participation in such other activities.Independence

~~The~~We ~~Company’s~~do ~~policies and procedures regarding transactions involving potential conflicts of interest are~~ not inhave ~~writing.~~any ~~The~~independent ~~Company understands that it will be difficult to enforce the Company’s policies and procedures and will rely and trust the Company’s officers and~~ directors ~~to follow the Company’s policies and procedures~~. The Company will implement the Company’s policies and procedures by requiring the officer or director who is not in compliance with the Company’s policies and procedures to remove himself and the other officers and directors will decide how to implement the policies and procedures, accordingly.

~~For~~Board ~~our~~Meetings ~~description of director independence, see “Director Independence” under the section entitled “Directors, Executive Officers, Promoters, Control Persons~~ and ~~Corporate Governance~~Committees; ~~Compliance~~Annual ~~with~~Meeting ~~Section 16(a) of the Exchange Act” above.~~Attendance

28We have not held any meeting of our board of directors during the fiscal year ended June 30, 2012.

~~ITEM~~Nominating ~~14. PRINCIPAL ACCOUNTANT FEES AND SERVICES.~~Committee

~~AUDIT~~As ~~FEES~~stated above, we do not currently have a Nominating Committee. Inasmuch as we have only one director, there is no perceived need for a Nominating Committee to select members to our board of directors. As we grow, we intend to provided for a Nominating Committee. We do not have a policy that we would or would not consider director candidates recommended by our stockholders. If a stockholder were to offer a recommendation, we would consider and vote upon the proposed director.

~~RBSM~~Audit ~~LLP, billed us $20,000 in fees for our annual audit for the year ended June 30, 2011, and $15,000 in fees for the review of our quarterly financial statements for that year.~~Committee

~~RBSM~~As ~~LLP,~~stated ~~billed us $20~~above,~~000~~ inwe ~~fees~~do ~~for~~not ~~our~~currently ~~annual~~have ~~audit~~an ~~for~~Audit ~~the year ended June 30, 2010, and $15,000 in fees for the review of our quarterly financial statements for that year~~Committee.

~~AUDIT-RELATED FEES~~19

WeITEM ~~did~~14. PRINCIPAL ~~not~~ACCOUNTING ~~pay~~FEES ~~any~~AND ~~fees RBSM LLP for assurance and related services that are reasonably related to the performance of the audit or review of our financial statements for fiscal years 2011 and 2010~~SERVICES.

~~TAX~~Audit ~~FEES~~Fees

WeThe ~~did~~aggregate ~~not pay any~~ fees tobilled by RBSM LLP for ~~tax~~professional ~~compliance,~~services ~~tax~~rendered ~~advice,~~for ~~tax~~the ~~planning~~audit orof ~~other work~~our ~~during~~annual ~~our~~financial statements for fiscal years ended June 30, 2012, and 2011, were $0 and ~~2010~~$20,000 respectively.

~~ALL~~The ~~OTHER~~aggregate ~~FEES~~fees billed by M & K CPAs for professional services rendered for the audit of our annual financial statements for fiscal year ended June 30, 2012, was $10,000.

~~RBSM~~The ~~LLP,~~aggregate fees billed usby ~~$2,400~~RBSM inLLP ~~fees~~for ~~relating~~professional toservices rendered for the review of our ~~S-8~~quarterly ~~filings~~financial statements for ~~the~~fiscal ~~year~~years ended June 30, 2012, and 2011, were $15,000 and $15,000 respectively.

~~There~~Audit ~~were~~Related ~~no other fees billed by RBSM LLP for the year ended June 30, 2010.~~Fees

~~Policy~~We ondid ~~Audit~~not ~~Committee~~pay ~~Pre~~audit-~~Approval~~related offees ~~Audit~~to RBSM LLP for assurance and ~~Permissible~~related ~~Non-Audit~~services ~~Services~~that are reasonably related to the performance of ~~Independent~~the ~~Auditors~~audit or review of our financial statements for fiscal years ended June 30, 2012, and 2011.

We dodid not ~~currently~~pay ~~have an Audit Committee. The policy of our Board of Directors, which acts as our Audit Committee, is to pre-approve all~~ audit ~~and permissible non~~-~~audit services provided by the independent auditors. These services may include audit services, audit-~~related ~~services,~~fees ~~tax~~to ~~services~~M ~~and~~& ~~other~~K ~~services.~~CPAs ~~Pre-approval is generally provided~~ for upassurance ~~to one year~~ and ~~any~~related ~~pre-approval is detailed as to the particular service or category of~~ services ~~and~~that ~~is generally subject to a specific budget. The independent auditors and management~~ are ~~required~~reasonably torelated ~~periodically report~~ to ~~our~~the ~~Board~~performance of ~~Directors~~the ~~regarding~~audit ~~the~~or ~~extent~~review of ~~services~~our ~~provided~~financial bystatements ~~the~~for ~~independent~~fiscal ~~auditors~~years inended ~~accordance~~June ~~with~~30, ~~this pre-approval~~2012, and ~~the fees for the services performed to date~~2011. ~~The Board of Directors may also pre-approve particular services on a case-by-case basis~~

~~ITEM~~Tax ~~15. EXHIBITS.~~Fees

3There .1were ~~Registrant’s~~no ~~Certificate~~fees ofbilled ~~Incorporation~~by RBSM LLP or M & K CPAs for professional services rendered for tax services for fiscal years ended June 30, 2012, and 2011.~~(1)~~

~~3.2~~All ~~Certificate~~Other ~~of Amendment to Registrant’s Certificate of Incorporation.(1)~~Fees

~~3.3~~There ~~Certificate~~were ofno ~~Designation~~other fees billed by M & K CPAs for professional services rendered during the fiscal years ended June 30, ~~Powers~~2012, ~~Preferences~~ and ~~Rights~~2011. RBSM LLP billed us $2,400 in fees relating to the review of ~~Series~~our AS-8 ~~Preferred~~filings ~~Stock~~for the year ended June 30, 2011.~~(1)~~

~~3.4 Registrant’s By-Laws.(1)~~20

~~3.5~~PART ~~Certificate of Designations, Powers, Preferences and Rights of Series B Preferred Stock (11)~~IV

3ITEM 15.6 EXHIBITS, ~~Certificate~~FINANCIAL ofSTATEMENT ~~Amendment to Certificate of Incorporation (16)~~SCHEDULES.

~~3.7~~(a) ~~Certificate~~All offinancial ~~Amendment~~statements toare ~~Certificate~~included in Item 8 of ~~Incorporation~~this ~~(18)~~Report.

~~3.8~~(b) ~~Certificate~~All offinncial ~~Amendment~~statement schedules required to ~~Certificate~~be filed by Item 8 of ~~Incorporation~~this Report and the exhibits contained in this Report are included in Item 8 of this Report.~~(19)~~

~~4.1~~(c) ~~Form~~The offollowing ~~Warrant.(1)~~exhibits are attached to this Report:

4.2 2007 Stock Incentive Plan (2)

Exhibit No.		Identification of Exhibits
3.1**		Registrant’s Certificate of Incorporation, filed as an exhibit to our Registration Statement on Form SB-2 (File No. 333-137210), as amended, originally filed with the SEC on September 8, 2006 and incorporated herein by reference.
3.2**		Certificate of Amendment to Registrant’s Certificate of Incorporation, filed as an exhibit to our Registration Statement on Form SB-2 (File No. 333-137210), as amended, originally filed with the SEC on September 8, 2006 and incorporated herein by reference.
3.3**		Certificate of Designation, Powers, Preferences and Rights of Series A Preferred Stock, filed as an exhibit to our Registration Statement on Form SB-2 (File No. 333-137210), as amended, originally filed with the SEC on September 8, 2006 and incorporated herein by reference.
3.4**		Registrant’s By-Laws, filed as an exhibit to our Registration Statement on Form SB-2 (File No. 333-137210), as amended, originally filed with the SEC on September 8, 2006 and incorporated herein by reference.
3.5**		Certificate of Designations, Powers, Preferences and Rights of Series B Preferred Stock, filed as an exhibit to our Annual Report on Form 10-KSB, as amended, for the year ended June 30, 2008, and incorporated herein by reference.
3.6**		Certificate of Amendment to Certificate of Incorporation, filed as an exhibit to our Current Report on Form 8-K filed with the SEC on October 19, 2009, and incorporated herein by reference.
3.7**		Certificate of Amendment to Certificate of Incorporation, filed as an exhibit to our Current Report on Form 8-K filed with the SEC on September 27, 2010.
3.8**		Certificate of Amendment to Certificate of Incorporation, Filed as an exhibit to our Current Report on Form 8-K filed with the SEC on September 28, 2011.
4.1**		Form of Warrant, filed as an exhibit to our Registration Statement on Form SB-2 (File No. 333-137210), as amended, originally filed with the SEC on September 8, 2006, and incorporated herein by reference.
4.6**		Form of Convertible Note, filed as an exhibit to our Quarterly Report on Form 10-Q for the period ended March 31, 2008, and incorporated herein by reference.
4.9**		2010 Equity Incentive Plan, filed as an exhibit to our Registration Statement on Form S-8 filed with the SEC on August 26, 2010, and incorporated herein by reference.
4.10**		2011 Equity Incentive Plan, filed as an exhibit to our Registration Statement on Form S-8 filed with the SEC on November 19, 2010, and incorporated herein by reference.
4.11**		Fiscal 2012 Equity Incentive Plan, filed as an exhibit to our Registration Statement on Form S-8 filed with the SEC on May 20, 2011, and incorporated herein by reference.
10.1**		Form of Subscription Agreement, filed as an exhibit to our Registration Statement on Form SB-2 (File No. 333-137210), as amended, originally filed with the SEC on September 8, 2006 and incorporated herein by reference.
10.2**		Exclusive License and Sales Agreement, filed as an exhibit to our Current Report on Form 8-K filed with the SEC on February 27, 2009, and incorporated herein by reference.
10.3**		Distribution Agreement, filed as an exhibit to our Quarterly Report on Form 10-Q for the period ended March 31, 2009, and incorporated herein by reference.
10.4**		Amendment to the 10% Convertible Promissory Note dated as of July 28, 2009, filed as an exhibit to our Annual Report on Form 10-K for the period ended June 30, 2011, and incorporated herein by reference.
10.5**		Amendment to the 10% Convertible Promissory Note dated as of March 9, 2009, filed as an exhibit to our Annual Report on Form 10-K for the period ended June 30, 2011, and incorporated herein by reference.
10.6**		Amendment to the 10% Convertible Promissory Note dated as of March 9, 2009, filed as an exhibit to our Annual Report on Form 10-K for the period ended June 30, 2011, and incorporated herein by reference.
10.7**		Amendment to the 10% Convertible Promissory Note dated as of January 8, 2009, filed as an exhibit to our Annual Report on Form 10-K for the period ended June 30, 2011, and incorporated herein by reference.
10.8**		Amendment to the 10% Convertible Promissory Note dated as of January 8, 2009, filed as an exhibit to our Annual Report on Form 10-K for the period ended June 30, 2011, and incorporated herein by reference.
10.9**		Amendment to the 10% Convertible Promissory Note dated as of May 10, 2009, filed as an exhibit to our Annual Report on Form 10-K for the period ended June 30, 2011, and incorporated herein by reference.
10.10**		Amendment to the 10% Convertible Promissory Note dated as of August 6, 2009, filed as an exhibit to our Annual Report on Form 10-K for the period ended June 30, 2011, and incorporated herein by reference.
21.1*		Subsidiaries of the registrant, filed as an exhibit to our Annual Report on Form 10-K for the period ended June 30, 2011, and incorporated herein by reference.
23.1*		Consent of Independent Certified Public Accountants.
31.1*		Certification of Jason Ryu, Chief Executive Officer of Zevotek, Inc., pursuant to 18 U.S.C. §1350, as adopted pursuant to §302 of the Sarbanes-Oxley Act of 2002.
31.2*		Certification of Jason Ryu, Chief Financial Officer and Principal Accounting Officer of Zevotek, Inc., pursuant to 18 U.S.C. §1350, as adopted pursuant to §302 of the Sarbanes-Oxley Act of 2002.
32.1*		Certification of Jason Ryu, Chief Executive Officer of Zevotek, Inc., pursuant to 18 U.S.C. §1350, as adopted pursuant to §906 of the Sarbanes-Oxley Act of 2002.
32.2*		Certification of Jason Ryu, Chief Financial Officer and Principal Accounting Officer of Zevotek, Inc., pursuant to 18 U.S.C. §1350, as adopted pursuant to §906 of the Sarbanes-Oxley Act of 2002.

~~4.3 2007 Stock Incentive Plan No. 2 (7)~~___________

~~4.4~~* Filed ~~2008 Stock Incentive Plan (8)~~herewith.

~~4.5~~** Previously ~~2008 California Stock Incentive Plan (9)~~filed.

~~4.6 Form of Convertible Note (10)~~21

4.7 2009 Stock Incentive Plan (14)

4.8 2009 California Stock Incentive Plan (15)

4.9 2010 Equity Incentive Plan (20)

4.10 2011 Equity Incentive Plan (21)

4.11 Fiscal 2012 Equity Incentive Plan (22)

10.1 Employment Agreement by and between David Stocknoff and Diet Coffee, Inc., dated as of July 16, 2006.(1)

10.2 Employment Agreement by and between David Attarian and Diet Coffee, Inc., dated as of July 16, 2006.(1)

10.3 Form of Subscription Agreement.(1)

10.4 License and Supply Agreement dated as of May 18, 2007 by and among Diet Coffee, Inc. and Jason Ryu. (3)

10.5 Letter Agreement dated October 5, 2007 between Diet Coffee, Inc. and David Stocknoff (4)

10.6 Letter Agreement dated October 5, 2007 between Diet Coffee, Inc. and David Attarian (4)

10.7 Consulting Agreement dated October 12, 2007 between Diet Coffee, Inc. and David Stocknoff (4)

10.8 Consulting Agreement dated October 12, 2007 between Diet Coffee, Inc. and David Attarian (4)

10.9 Employment Agreement with Adam Engel (5)

10.10 Supply Agreement (6)

10.11 Factoring Agreement (6)

10.12 Assignment of License and Supply Agreement (6)

10.13 Guarantee (6)

10.14 Anti-Fraud Agreement (6)

10.15 Exclusive License and Sales Agreement (12)

10.16 Distribution Agreement (13)

10.17 Amendment to the 10% Convertible Promissory Note dated as of July 28, 2009*

10.18 Amendment to the 10% Convertible Promissory Note dated as of March 9, 2009*

10.19 Amendment to the 10% Convertible Promissory Note dated as of March 9, 2009*

10.20 Amendment to the 10% Convertible Promissory Note dated as of January 8, 2009*

10.21 Amendment to the 10% Convertible Promissory Note dated as of January 8, 2009*

10.22 Amendment to the 10% Convertible Promissory Note dated as of May 10, 2009*

10.23 Amendment to the 10% Convertible Promissory Note dated as of August 6, 2009*

21.1 Subsidiaries *

23.1 Consent of Independent Public Accountants, RBSM, LLP *

31.1 Certification of Robert Babkie, President and Chief Financial Officer of Zevotek, Inc., pursuant to 18 U.S.C. Sec.1350, as adopted pursuant to Sec.302 of the Sarbanes-Oxley Act of 2002. *

32.1 Certification of Robert Babkie, President and Chief Financial Officer of Zevotek, Inc., pursuant to 18 U.S.C. Sec.1350, as adopted pursuant to Sec.906 of the Sarbanes-Oxley Act of 2002 *

(1) Filed as an exhibit to our Registration Statement on Form SB-2 (File No. 333-137210), as amended, originally filed with the SEC on September 8, 2006 and incorporated herein by reference.

(2) Filed as an exhibit to our Registration Statement on Form S-8 (File No. 333-145985) filed with the SEC on September 11, 2007 and incorporated herein by reference.

(3) Filed as an exhibit to our Current Report on Form 8-K dated May 18, 2007and incorporated herein by reference.

(4) Filed as an exhibit to our Annual Report on Form 10KSB for the year ended June 30, 2007 and incorporated herein by reference.

(5) Filed as an exhibit to our Current Report on Form 8-K (filed with the SEC on December 14, 2007 and incorporated herein by reference.

(6) Filed as an exhibit to our Current Report on Form 8-K filed with the SEC on December 21, 2007 and incorporated herein by reference.

(7) Filed as an exhibit to our Registration Statement on Form S-8 (File No. 333-148050) filed with the SEC on December 13, 2007 and incorporated herein by reference.

(8) Filed as an exhibit to our Registration Statement on Form S-8 (File No. 333-149334) filed with the SEC on February 21, 2008 and incorporated herein by reference

(9) Filed as an exhibit to our Registration Statement on Form S-8 (File No. 333-149335) filed with the SEC on February 21, 2008 and incorporated herein by reference

(10) Filed as an exhibit to our Quarterly Report on Form 10-Q for the period ended March 31, 2008 and incorporated herein by reference.

(11) Filed as an exhibit to our Annual Report on Form 10-KSB, as amended, for the year ended June 30, 2008 and incorporated herein by reference.

(12) Filed as an exhibit to our Current Report on Form 8-K filed with the SEC on February 27, 2009 and incorporated herein by reference

(13) Filed as an exhibit to our Quarterly Report on Form 10-Q for the period ended March 31, 2009 and incorporated herein by reference

(14) Filed as an exhibit to our Registration Statement on Form S-8 (File No. 333-162016) filed with the SEC on September 15, 2009 and incorporated herein by reference.

(15) Filed as an exhibit to our Registration Statement on Form S-8 (File No. 333-162014) filed with the SEC on September 15, 2009 and incorporated herein by reference.

(16) Filed as an exhibit to our Current Report on Form 8-K filed with the SEC on October 19, 2009 and incorporated herein by reference

(17) Filed as an exhibit to our Registration Statement on Form S-8 (File No. 333-169065) filed with the SEC on August 26, 2010 and incorporated herein by reference

(18) Filed as an exhibit to our Current Report on Form 8-K filed with the SEC on September 27, 2010

(19) Filed as an exhibit to our Current Report on Form 8-K filed with the SEC on September 28, 2011

(20) Filed as an exhibit to our Registration Statement on Form S-8 filed with the SEC on August 26, 2010 and incorporated herein by reference

(21) Filed as an exhibit to our Registration Statement on Form S-8 filed with the SEC on November 19, 2010 and incorporated herein by reference

(22) Filed as an exhibit to our Registration Statement on Form S-8 filed with the SEC on May 20, 2011 and incorporated herein by reference

SIGNATURES

In accordance with Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, the ~~Registrant~~registrant has duly caused this ~~Annual~~ Report to be signed on its behalf by the undersigned, thereunto duly authorized.

	ZEVOTEK, INC.
Date: October 13, 2011	By:	/s/ Robert Babkie
Date: November 14, 2012.	By:	/s/ Jason Ryu
		Robert Babkie
		Jason Ryu, Chief Executive Officer
		President, Chief Executive Officer and Chief
	By:	/s/ Jason Ryu
		Financial Officer (Principal Executive Officer
		Jason Ryu, Chief Financial Officer and
		and Principal Financial and Accounting Officer)
		Principal Accounting Officer

InPursuant ~~accordance~~to ~~with~~the requirements of the Securities Exchange Act of 1934, as amended, this ~~report~~Report has been signed ~~below~~ by the following persons on behalf of the ~~issuer~~registrant and in the capacities and on the dates indicated.

SIGNATURE	TITLE	DATE
Signature	Title	Date
	President, Chief Executive Officer, Chief
/s/ Jason Ryu	Chairman of the Board, President, and Chief Financial Officer,	November 14, 2012
	Financial Officer, Secretary,
JASON RYU	Principal Accounting Officer, and Secretary
	Treasurer and Director (Principal	October 13, 2011
	Executive Officer and Principal Financial
By: /s/ Robert Babkie	and Accounting Officer)
Robert Babkie
By: /s/ Indira Tovar	Director	October 13, 2011
Indira Tovar

3222

PART 1:

FINANCIAL INFORMATION

ITEM 8 – FINANCIAL STATEMENTS

ZEVOTEK, INC.

Index to Financial Statements

	~~Page~~	Page
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM	~~F-2~~		F-2-3
CONSOLIDATED FINANCIAL STATEMENTS	~~F-3~~		F-4
Consolidated Balance Sheets	~~F-3~~		F-4
Consolidated Statement of Operations	F-4
Consolidated Statements of Operations			F-5
Consolidated Statement of Statement of Deficiency in Stockholders’ Equity	F-5
Consolidated Statements of Deficiency in Stockholders’ Equity			F-6
Consolidated Statements of Cash Flows	~~F-6~~		F-7
Notes to Consolidated Financial Statements	~~F-7~~		F-8

F-1

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and ~~Shareholders~~stockholders of

Zevotek, Inc.

Stuart, FL 34994

We have audited the accompanying consolidated balance sheets of Zevotek, Inc. ~~(the~~and ~~"Company")~~Subsidiary as of June 30, ~~2011~~2012, and ~~2010 and~~ the related consolidated ~~statements~~statement of operations, ~~deficiency~~changes in stockholders' ~~equity~~deficit and cash flows for ~~each~~ of the ~~two~~ ~~years~~year inthen ended. The financial statements for the ~~period~~year ended June 30, 2011 were audited by other auditors whose report expressed an unqualified opinion on those financial statements. These consolidated financial statements are the responsibility of ~~the Company~~Zevotek's management. Our responsibility is to express an opinion on these consolidated financial statements based ~~upon~~on our ~~audits~~audit.

We conducted our ~~audits~~audit in accordance with the standards of the Public Company Accounting Oversight Board (United States ~~of America~~). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material ~~misstatements~~misstatement. ~~The~~ ~~Company~~Zevotek is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of ~~the Company’~~Zevotek's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements~~. An~~, ~~audit also includes~~ assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our ~~audits~~audit ~~provide~~provides a reasonable basis for our opinion.

In our opinion, the ~~consolidated~~ financial statements referred to above present fairly, in all material respects, the financial position of Zevotek, Inc. as of June 30, ~~2011 and 2010~~2012, and the results of its operations, ~~deficiency in stockholders’ equity~~ and its cash flows for ~~each~~ of the ~~two~~ ~~years~~year inthen ~~the period~~ ended ~~June 30~~, ~~2011,~~ in conformity with accounting principles generally accepted in the ~~United~~U.S. ~~States~~generally ofaccepted ~~America~~accounting principles.

The accompanying consolidated financial statements have been prepared assuming that Zevotek will continue as a going concern. As discussed in Note B to the consolidated financial statements, Zevotek has a working capital deficit and an accumulated deficit and may require additional financing to continue in operation. These conditions raise substantial doubt about its ability to continue as a going concern. Management’s plans in regard to these matters are also described in Note B. The consolidated financial statements do not include any adjustments that might result from the outcome of the uncertainty.

/s/ M&K CPAs, PLLC

Houston, Texas

November 14, 2012

F-2

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Board of Directors and Shareholders of

Zevotek, Inc.

Englewood Cliffs, NJ

We have audited the accompanying consolidated balance sheet of Zevotek, Inc. (the "Company") as of June 30, 2011 and the related consolidated statements of operations, stockholders' deficit and cash flows for the year then ended. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these consolidated financial statements based upon our audits.

We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States of America). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatements. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly we express no such opinion. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe our audit provides a reasonable basis for our opinion.

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of Zevotek, Inc. as of June 30, 2011, and the results of its operations and cash flows for the year then ended, in conformity with accounting principles generally accepted in the United States of America.

The accompanying consolidated financial statements have been prepared assuming the Company will continue as a going concern. As discussed in the Note B to the accompanying consolidated financial statements, the Company has suffered recurring losses and is experiencing difficulty in generating sufficient cash flow to meet its obligations and sustain its operations, which raises substantial doubt about its ability to continue as a going concern. Management's plans in regard to this matter are described in Note B. The consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.

~~/s/ RBSM LLP~~ Certified Public Accountants

New York, New York

October 13, 2011

F-23

PART 1: FINANCIAL INFORMATION

ITEM 1 – FINANCIAL STATEMENTS

ZEVOTEK, INC.

CONSOLIDATED BALANCE SHEETS

	June 30,			June 30,
	2011			2010
ASSETS
Current assets:
Cash and cash equivalents	$	4,737		$	132,517
Accounts receivable		4,043			6,269
Inventory		88,323			98,247
Prepayments and other current assets		-			17,993
Total current assets		97,103			255,026
Other assets:
Security deposit		-			5,000
Licensing agreement		40,000			40,000
Total assets	$	137,103		$	300,026
LIABILITIES AND STOCKHOLDERS' DEFICIT
Current liabilities:
Accounts payable and accrued expenses	$	774,346		$	730,206
Advances payable		43,823			820,389
Convertible notes payable and demand notes (net of debt discount of $814,962 and $53,693 as of June 30, 2011 and 2010, respectively)		309,806			182,557
Total current liabilities		1,127,975			1,733,152
Long term portion of convertible notes payable (net of debt discount of $106,350 and $22,916 as of June 30, 2011 and 2010, respectively)		86,080			21,084
Stockholders' deficit:
Series A Preferred stock, $0.00001 par value; 10,000,000 shares authorized; 50,000 shares issued and outstanding as of June 30, 2011 and 2010		1			1
Series B Preferred stock, $0.00001 par value; 1,000,000 shares authorized; 1,000,000 shares issued and outstanding as of June 30, 2011 and 2010		10			10
Common stock, $0.00001 par value, 5,000,000,000 shares authorized; 220,810 and 34,719 shares issued and outstanding as of June 30, 2011 and 2010, respectively		2			—
Common stock to be issued		—			30,000
Treasury stock, 1 share as June 30, 2011 and 2010		—			—
Additional paid in capital		5,652,172			4,000,804
Accumulated deficit		(6,729,137	)		(5,485,025	)
Total stockholders' deficit		(1,076,952	)		(1,454,210	)
Total liabilities and stockholders' deficit	$	137,103		$	300,026

JUNE 30, 2012 AND 2011

	June 30,			June 30,
	2012			2011

ASSETS

Current assets:
Cash and cash equivalents	$	231		$	4,737
Accounts receivable		-			4,043
Inventory		-			88,323
Total current assets		231			97,103

Other assets:
Licensing agreement		-			40,000
Total assets	$	231		$	137,103

LIABILITIES AND STOCKHOLDERS' DEFICIT

Current liabilities:
Accounts payable and accrued expenses	$	939,001		$	774,346
Advances payable		199,183			43,823
Convertible notes payable and demand notes (net of debt discount of -0- and $814,962 as of June 30, 2012 and 2011, respectively)		1,285,932			309,806
Total current liabilities		2,424,116			1,127,975

Long term portion of convertible notes payable (net of debt discount of -0- and $106,350 as of June 30, 2012 and 2011, respectively)		50,000			86,080
Total Liabilities		2,474,116			1,214,055
Stockholders' deficit:
Series A Preferred stock, $0.00001 par value; 10,000,000 shares authorized; 50,000 shares issued and outstanding as of June 30, 2012 and 2011		1			1
Series B Preferred stock, $0.00001 par value; 1,000,000 shares authorized; 1,000,000 shares issued and outstanding as of June 30, 2012 and 2011		10			10
Common stock, $0.00001 par value, 5,000,000,000 shares authorized; 335,527 and 220,810 shares issued and outstanding as of June 30, 2012 and 2011, respectively		3			2
Treasury stock, 1 share outstanding as of June 30, 2012 and 2011		-			-
Additional paid in capital		5,737,406			5,652,172
Accumulated deficit		(8,211,305	)		(6,729,137	)
Total stockholders' deficit		(2,473,885	)		(1,076,952	)
Total liabilities and stockholders' deficit	$	231		$	137,103

The accompanying notes are an integral part of these consolidated financial statements.

F-34

ZEVOTEK, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

	Years Ended June 30,
	2011			2010
REVENUES:
Sales	$	15,540		$	184,919
Cost of sales		8.412			147,372
Gross profit		7,128			37,547
OPERATING EXPENSES:
Selling		310,208			378,466
General and administrative		528,383			623,750
Total operating expense		838,591			1,002,216
Loss from operations		(831,463	)		(964,669	)
OTHER EXPENSE:
Interest, net		(119,395	)		(73,114	)
Amortization of beneficial conversion feature		(293,254	)		(301,219	)
Total other expense		(412,649	)		(374,333	)
Net loss before provision for income taxes		(1,244,112	)		(1,339,002	)
Income taxes		-			-
NET LOSS	$	(1,244,112	)	$	(1,339,002	)
Net loss per common share, basic and fully diluted	$	(13.23	)	$	(76.97	)
Weighted average number of common shares outstanding, basic and fully diluted		94,050			17,397

FOR THE YEARS ENDED JUNE 30, 2012 AND 2011

	Years Ended June 30,
	2012			2011
REVENUES:
Sales	$	8,024		$	15,540

Cost of sales		3,441			8.412
Impairment of Inventory		86,113			-

Gross profit		(81,530	)		7,128

OPERATING EXPENSES:
Selling		32,865			310,208
General and administrative		253,718			528,383
Impairment of Licensing Agreement		40,000
Total operating expense		326,583			838,591

Loss from operations		(408,113)			(831,463	)

OTHER EXPENSE:

Interest Expense		(1,074,055	)		(412,649	)
Total other expense		(1,074,055	)		(412,649	)

Net loss before provision for income taxes		(1,482,168	)		(1,244,112	)

Income taxes		-			-

NET LOSS	$	(1,482,168	)	$	(1,244,112	)

Net loss per common share, basic and fully diluted	$	(4.89	)	$	(13.23	)

Weighted average number of common shares outstanding, basic and fully diluted		302,867			94,050

The accompanying notes are an integral part of these consolidated financial statements.

F-45

ZEVOTEK, INC.

CONSOLIDATED STATEMENT OF STOCKHOLDERS' DEFICIT

For the Years Ended June 30, ~~2011~~2012 and ~~2010~~2011

	Preferred stock												Common							Additional
	Series A				Series B				Common stock				Stock To			Treasury stock				Paid in		Accumulated
	Shares		Amount		Shares		Amount		Shares		Amount		Be Issued			Shares		Amount		Capital		Deficit			Total
BALANCE, June 30, 2009		50,000	$	1		1,000,000	$	10		1,761	$	—	$	30			1	$	—	$	2,728,557	$	(4,146,023	)	$	(1,417,425	)
Common stock issued for services rendered		—		—		—		—		1,334		—		—			—		—		276,296		—			276,296
Common stock issued for accrued expenses		—		—		—		—		300		—		—			—		—		489,749		—			489,749
Conversion of debt and accrued interest for common stock		—		—		—		—		31,140		—		(30	)		—		—		311,126		—			311,096
Common stock issued for officer’s compensation		—		—		—		—		70		—		—			—		—		10,500		—			10,500
Fair value of beneficial conversion feature		—		—		—		—		—		—		—			—		—		44,000		—			44,000
Common stock to be issued to former officer for accrued compensation		—		—		—		—		114		—		30,000			—		—		140,576		—			170,576
Net loss		—		—		—		—		—		—		—			—		—		—		(1,339,002	)		(1,339,002	)
BALANCE, June 30, 2010		50,000	$	1		1,000,000	$	10		34,719	$	—	$	30,000			1	$	—	$	4,000,804	$	(5,485,025	)	$	(1,454,210	)
Common stock issued for services rendered		—		—		—		—		29,272		—		—			—		—		235,413		—			235,413
Common stock issued for accounts payable		—		—		—		—		2,219		—		—			—		—		90,000		—			90,000
Conversion of debt and interest,for common stock		—		—		—		—		148,098		2		—			—		—		112,998		—			113,000
Conversion of debt and accrued interest for common stock		—		—		—		—		148,098		2		—			—		—		112,998		—			113,000
Common stock issued to officer and board members		—		—		—		—		4,950		—		—			—		—		45,000		—			45,000
Fair value of beneficial conversion feature		—		—		—		—		—		—		—			—		—		1,137,957		—			1,137,957
Common stock issued to former officer for accrued compensation		—		—		—		—		1,551		—		(30,000)	)		—		—		30,000		—			—
Net loss		—		—		—		—		—		—		—			—		—		—		(1,244,112	)		(1,244,112	)
BALANCE, June 30, 2011		50,000	$	1		1,000,000	$	10		220,810	$	2	$	—			1	$	—	$	5,652,172	$	(6,729,137	)	$	(1,076,952	)
Common stock issued for services rendered		—		—		—		—		32,545		—		—			—		—		53,000		—			53,000
Conversion of debt and accrued interest for common stock		—		—		—		—		77,854		1		—			—		—		32,234		—			32,235
Shares issued in satisfaction of fractional shares resulting from 1 for 5,000 reverse stock split		—		—		—		—		4,318		—		—			—		—		—		—			—
Net loss		—		—		—		—		—		—		—			—		—		—		(1,482,168	)		(1,482,168	)
BALANCE, June 30, 2012		50,000	$	1		1,000,000	$	10		335,527	$	3	$	—			1	$	—	$	5,737,406	$	(8,211,305	)	$	(2,473,885	)

The accompanying notes are an integral part of the consolidated financial statements.

F-56

ZEVOTEK, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

Years Ended June 30, ~~2011~~2012 and ~~2010~~2011

	2011			2010
	2012			2011
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$	(1,~~244~~482,~~112~~168)	)	$	(1,~~339~~244,~~002~~112	)
Adjustments to reconcile net loss to net cash used in operating activities:
Common stock issued for services rendered		~~235~~53,~~413~~000			~~276~~235,~~297~~413
Common stock issued for interest		~~4,050~~-			—4,050
Common stock issued for officer’s compensation		—			10,500
Common stock issued to officer and board members as remuneration					45,000
Common stock issued to officer and board members as remuneration		45,000			—
Impairment of Inventory		86,113
Amortization of beneficial conversion feature		293,254			301,219
Impairment of License Agreement		40,000
Amortization of beneficial conversion feature		921,321			293,254
Changes in operating assets and liabilities:
Accounts receivable		14,~~896~~043			(61,~~269~~896	)
Inventory		92,~~924~~210			~~(98~~9,~~247~~924	)
Prepayments and other current assets		~~22,994~~-			(522,~~993~~994	)
Accounts payable and accrued expenses		~~142~~165,~~080~~615			~~173~~142,~~623~~080
Net cash used in operating activities		(~~489~~209,~~501~~866)	)		(~~687~~489,~~872~~501	)
CASH FLOWS FROM INVESTING ACTIVITIES:		—			—
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from advances payable		361,721			820,389
Increase in advances payable; net		155,360			361,721
Net cash provided by financing activities		361,721			820,389
Proceeds from issuance of convertible notes payable		50,000
Net (decrease) increase in cash and cash equivalents		(127,780	)		132,517
Net cash provided by financing activities		205,360			361,721
Cash and cash equivalents, beginning of year		132,517			—
Net (decrease) increase in cash and cash equivalents		(4,506	)		(127,780)
Cash and cash equivalents, end of year	$	4,737		$	132,517
Cash and cash equivalents, beginning of year		4,737			132,517
Cash and cash equivalents, end of year	$	231		$	4,737
SUPPLEMENTAL DISCLOSURE OF CASH FLOW:
Interest paid	$	—		$	—
Taxes paid	$	—		$	—
NON CASH INVESTING AND FINANCING ACTIVITIES:
Common stock issued for settlement of accrued liabilities	$	~~120,000~~		$	~~700~~120,~~039~~000
Exchange of convertible debenture for advances payable	$	~~1,137,957~~		$	441,~~000~~137,957
Accrued interest converted to convertible note	$	~~2,821~~		$	—2,821
Debt and accrued interest converted for shares of common stock	$	~~108~~32,~~949~~235		$	~~271~~108,~~379~~949

The accompanying notes are an integral part of the consolidated financial statements.

F-67

ZEVOTEK, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2011

NOTE A - SUMMARY OF ACCOUNTING POLICIES

A summary of the significant accounting policies applied in the preparation of the accompanying consolidated financial statements follows.

Business and Basis of Presentation

ZEVOTEK, INC. (“Company” or “Registrant”) was organized on March 19, 2005 under the state laws of Delaware with an original name of “The Diet Coffee Company.” On March 1, 2006, we amended our Certificate of Incorporation and changed our name from “The Diet Coffee Company, Inc to Diet Coffee, Inc. On June 25, 2008, ~~the~~Zevotek ~~Company~~ changed its name to Zevotek, Inc.

~~The Company~~Zevotek’s wholly owned subsidiary is Ionic Bulb.com, Inc., a Delaware corporation formed on August 21, 2007, through which it ~~sells~~had sold the Ionic Bulb, a patented air purifier that silently emits negative ions using a microchip placed inside a 10,000-hour energy saving compact fluorescent light bulb (CFL). The Ionic Bulb iswas an eco-easy maintenance-free inexpensive alternative that is designed to clean the air in a 100 square foot area of unpleasant odors and indoor air pollutants that you breathe. ~~The~~Zevotek ~~Company~~sold ~~sells~~ the Ionic Bulb through specialty retail shops, TV commercials, Amazon.com and newionicbulb.com, and it ~~markets~~marketed the Ionic Bulb to major U.S. retail stores. It had acquired exclusive worldwide sales and manufacturing rights to a U.S. patented new product named Gung H2O that reduces water use in the home. ~~The Company plans to sell Gung H20 to major U.S. retail stores and directly to American consumers using TV ads and Internet marketing.~~

Zevotek has currently stopped working on the sales of the Ionic bulb. It is upgrading the bulb. The new ionic bulb will be made using LED light. The new Ionic Bulb will not no longer be using florescent light.

Zevotek plans to sell Gung H20 to major U.S. retail stores and directly to American consumers using TV ads and Internet marketing. After Zevotek tried to market the Gung H2O, it went back to the inventors to make changes due to feedback from the public. After the inventors make the changes Zevotek hopes to market the product sometime in the second to third quarter of 2013.

Our chief executive officer, Mr. Ryu has a history of being an innovator. We expect that he will bring a number of products on board in the upcoming year and believe Zevotek will make instant revenue from these products. We expect to release some of these products in the very near future. We are either waiting to put the finishing touches or most importantly file the proper patents in order to bring the greatest value to our stockholders.

General

The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America.

The consolidated financial statements include the accounts of the Registrant and its wholly-owned subsidiary, Ionic Bulb.com, Inc. The Registrant formed its Ionic Bulb.com, Inc. subsidiary on August 21, 2007 and started its operations during the fiscal year ended June 30, 2008. All significant inter-company transactions and balances have been eliminated in consolidation.

~~The~~Zevotek ~~company~~ has adopted the fiscal year end of June 30.

Reverse Stock Split

On September 2426, ~~2010~~2011, Zevotek ~~the Company~~ filed a ~~Certificate~~certificate of ~~Amendment~~amendment to ~~its~~our Certificate of Incorporation with the Secretary of State of Delaware ~~in order~~ to effectuate a reverse stock split on a 1 to 205,000 basis. The ~~that~~ Financial Industry Regulatory Authority (“FINRA”) ~~approved~~effected the reverse stock split on October 627, ~~2010~~2011. Each holder of common stock received 1 share of Zevotek’s common stock in exchange for each 5,000 shares of Zevotek’s common stock they owned. Zevotek did not issue fractional shares in connection with the foregoing split. Fractional shares were rounded up to the nearest whole share. All per share numbers quoted herein are reflective of the 1:5,000 reverse split. All references in the accompanying consolidated financial statements and notes there to have been retroactively restated to reflect the stock split.

On September 26, 2011, the Company filed a certificate of amendment to our Certificate of Incorporation with the Secretary of State of Delaware to effectuate a reverse stock split on a 1 to 5,000 basis. Each holder of common stock will receive 1 share of the Company’s common stock in exchange for each 5,000 shares of the Company’s common stock they own. The Company will not issue fractional shares in connection with the foregoing split. Fractional shares will be rounded up to the nearest whole share. All per share numbers quoted herein are reflective of the 1:5,000 reverse split. All references in the accompanying consolidated financial statements and notes there to have been retroactively restated to reflect the stock split. As of the date of this Annual Report, this reverse split has not been approved by FINRA.F-8

Revenue Recognition

For revenue from product sales, ~~the~~Zevotek ~~Company~~ recognizes revenue in accordance with Accounting Standards Codification 605, “Revenue Recognition SEC Staff Accounting Bulletin Topic 13” (“ASC 605”). ASC 605 requires that four basic criteria must be met before revenue can be recognized: (1) persuasive evidence that an arrangement exists; (2) delivery has occurred; (3) the selling price is fixed and determinable; and (4) collectability is reasonably assured. Determination of criteria (3) and (4) are based on management's judgments regarding the fixed nature of the selling prices of the products delivered and the collectability of those amounts. Provisions for discounts and rebates to customers, estimated returns and allowances, and other adjustments are provided for in the same period the related sales are recorded. ~~The~~Zevotek ~~Company~~ defers any revenue for which the product has not been delivered or is subject to refund until such time that ~~the~~Zevotek ~~Company~~ and the customer jointly determine that the product has been delivered or no refund will be required.

ASC 605 incorporates Accounting Standards Codification 605-25, “Revenue Recognition Multiple Element Arrangements”. ASC 605-25 addresses accounting for arrangements that may involve the delivery or performance of multiple products, services and/or rights to use assets. ~~The~~Zevotek ~~Company~~ does not have any multiple element arrangements.

F-7

Consideration Paid to Customers

~~The~~Zevotek ~~Company~~ offers our customers certain incentives in the form of cooperative advertising arrangements, product markdown allowances, trade discounts, cash discounts, and slotting fees. Markdown allowances, trade discounts, cooperative advertising program participation and cash discounts are all recorded as reductions of net sales. No customer incentives are included in sales for the years ended June 30, ~~2011~~2012 and ~~2010~~2011.

Use of Estimates

The preparation of the financial statement in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect certain reported amounts and disclosures. Accordingly, actual results could differ from those estimates.

Cash and Cash Equivalents

For the purpose of the accompanying consolidated financial statements, all highly liquid investments with a maturity of three months or less are considered to be cash equivalents. Zevotek had no cash equivalents as of June 30, 2012 and 2011, respectively.

Inventories / Cost of Goods Sold

~~The~~Zevotek ~~Company~~ has adopted a policy to record inventory at the lower of cost or market determined by the first-in-first-out method. The elements of cost that comprise inventory and cost good sold are FOB shipping point costs, freight and destination charges, customs and importation fees and taxes, customer broker fees (if any) and other related costs. Warehousing costs are charged to cost of goods in the period the costs are incurred. ~~The~~Zevotek ~~Company~~ provides inventory allowances based on estimates of obsolete inventories.

Inventories consist of finished products available for sale to distributors and customers. At June 30, ~~2011~~2012 and ~~2010~~2011, ~~finished~~Finished Goods inventory was ~~$88,323~~0 and $9888,~~247~~323, respectively.

Allowance for doubtful accounts

~~The~~Zevotek ~~Company~~ maintains an allowance for doubtful accounts to reduce amounts to their estimated realizable value, including reserves for customer and other receivable allowances and incentives. In estimating the provision for doubtful accounts, ~~the~~Zevotek ~~company~~ considers a number of factors including age of the accounts receivable, trends and ratios involving the age of the accounts receivable and the customer mix of each aging categories. As of June 30, ~~2011~~2012 and ~~2010~~2011, the allowance for doubtful accounts was $0.

Impairment of long lived assets

~~The~~Zevotek ~~Company~~ has adopted Accounting Standards Codification 360 "Property, Plant and Equipment" (“ASC 360”). The Statement requires that long-lived assets and certain identifiable intangibles held and used by ~~the~~Zevotek ~~Company~~ be reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Events relating to recoverability may include significant unfavorable changes in business conditions, recurring losses, or a forecasted inability to achieve break-even operating results over an extended period. ~~The~~Zevotek ~~Company~~ evaluates the recoverability of long-lived assets based upon forecasted undercounted cash flows. Should impairment in value be indicated, the carrying value of intangible assets will be adjusted, based on estimates of future discounted cash flows resulting from the use and ultimate disposition of the asset. ASC 360 also requires assets to be disposed of be reported at the lower of the carrying amount or the fair value less costs to sell.

F-9

Advertising

~~The~~Zevotek ~~Company~~ charges the costs of advertising to expenses as incurred. ~~The~~Zevotek ~~Company~~ charged $~~148~~31,~~479~~446 and $~~287~~148,~~696~~479 to operations for the years ended June 30, ~~2011~~2012 and ~~2010~~2011, respectively.

Income Taxes

~~The~~Zevotek ~~Company~~ has adopted Accounting Standards Codification 740, “Income Taxes” (“ASC 740”) which requires the recognition of deferred tax liabilities and assets for the expected future tax consequences of events that have been included in the financial statement or tax returns. Under this method, deferred tax liabilities and assets are determined based on the difference between financial statements and the tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. Temporary differences between taxable income reported for financial reporting purposes and income tax purposes are insignificant, except basis difference related to certain debts.

~~Effective~~between ~~January~~financial 1,statements ~~2007~~and the ~~Company~~tax ~~adopted~~basis anof ~~amendment~~assets toand liabilities using enacted tax rates in effect for the ~~requirements~~year ofin ~~ASC~~which ~~740.~~the ~~The~~differences ~~amended~~are ~~standard~~expected ~~prescribes~~to areverse. ~~recognition~~Temporary ~~threshold~~differences ~~and~~between ~~measurement~~taxable ~~attribute~~income reported for ~~the~~ financial ~~statement~~reporting ~~recognition~~purposes and ~~measurement~~income ~~of a~~ tax ~~position~~purposes ~~taken~~are orinsignificant, ~~expected~~except tobasis bedifference ~~taken~~related into acertain ~~tax return~~debts.

~~F-8~~Effective January 1, 2007 Zevotek adopted an amendment to the requirements of ASC 740. The amended standard prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return.

ASC 740-10-25-5 “Income Taxes—Overall—Recognition—Basis Recognition Threshold”, (“Tax Position Topic”) provides guidance to address uncertainty in tax positions and clarifies the accounting for income taxes by prescribing a minimum recognition threshold, i.e. “more-likely-than-not”, that the income tax positions must achieve before being recognized in the financial statements. In addition, the Tax Position Topic requires expanded annual disclosures, including a roll forward of the beginning and ending aggregate unrecognized tax benefits as well as specific detail related to tax uncertainties for which it is reasonably possible the amount of unrecognized tax benefit will significantly increase or decrease within twelve months.

As a result of implementing ASC 740, there has been no adjustment to ~~the Company~~Zevotek’s financial statements and the adoption of ASC 740 did not have a material effect on ~~the Company~~Zevotek’s consolidated financial statements for the ~~year~~years ended June 30, 2012 and 2011.

Research and Development

~~The~~Zevotek ~~Company~~ accounts for research and development costs in accordance with the Financial Accounting Standards Board's Accounting Standards Codification 730 "Research and Development" (“ASC 730”). Under ASC 730, all research and development costs must be charged to expense as incurred. Third-party research and developments costs are expensed when the contracted work has been performed or as milestone results have been achieved. Company-sponsored research and development costs related to both present and future products are expensed in the period incurred. ~~The~~Zevotek ~~Company~~ had no expenditures on research and product development for years ended June 30, ~~2011~~2012 and ~~2010~~2011.

Stock Based Compensation

Effective January 1, 2006, ~~the~~Zevotek ~~Company~~ adopted the requirements of ASC 505 “Equity” and ASC 718-10 “Stock Compensation”, under the modified prospective transition method. The standards require the measurement of compensation cost at the grant date, based upon the estimated fair value of the award, and requires amortization of the related expense over the employee’s requisite service period.

Under ASC 718-10, stock based compensation cost will be recognized over the period during which an employee is required to provide service in exchange for the award. ASC 718-10 also requires an entity to calculate the pool of excess tax benefits available to absorb tax deficiencies recognized subsequent to adoption of ASC 718-10 (the “APIC pool”). ~~The~~Zevotek ~~Company~~ has evaluated its APIC pool and has determined that it was immaterial as of January 1, 2006. ASC 718-10 also amends ASC 230 “Cash Flows”, to require that excess tax benefits that had been reflected as operating cash flows be reflected as financing cash flows.

F-10

Loss per Share

~~The~~Zevotek ~~Company~~ has adopted Accounting Standards Codification subtopic 260-10, Earnings Per Share (“ASC 260-10”) specifying the computation, presentation and disclosure requirements of earnings per share information. Basic loss per share has been calculated based upon the weighted average number of common shares outstanding. Potentially dilutive shares of common stock realizable from the conversion of our convertible debentures of 13148,~~271~~499,~~515,170~~367 and 4,836,404,514 shares, respectively at June 30, ~~2011~~2012 and ~~2010~~2011, are excluded from the computation of diluted net loss per share as their inclusion would be anti-dilutive.

Concentration of Credit Risk

Financial instruments and related items, which potentially subject ~~the~~Zevotek ~~Company~~ to concentrations of credit risk, consist primarily of cash, cash equivalents and trade receivables. ~~The~~Zevotek ~~Company~~ places its cash and temporary cash investments with high credit quality institutions. At times, such investments may be in excess of the FDIC insurance limit.

Reclassifications

Certain reclassifications have been made in prior year's financial statements to conform to classifications used in the current year.

Recent Accounting Pronouncements

In ~~June~~October ~~2011~~2012, the Financial Accounting Standards Board (FASB) ~~amended~~issued ~~its~~Accounting ~~guidance~~Standards onUpdate ~~the~~(ASU) ~~presentation~~2012-04, of“Technical ~~comprehensive~~Corrections ~~income~~and Improvements” in Accounting Standards Update No. ~~Under~~2012-04. ~~the~~The ~~amended~~amendments ~~guidance,~~in anthis ~~entity~~update ~~has~~cover ~~the~~a ~~option~~wide torange ~~present~~of ~~interim~~Topics ~~period~~in ~~ending~~the ~~March~~Accounting ~~31,~~Standards ~~2012~~Codification. ~~Early~~These ~~adoption~~amendments isinclude ~~permitted.~~technical ~~The~~corrections ~~Company~~and ~~does~~improvements ~~not~~to ~~expect~~the ~~that~~Accounting Standards Codification and conforming amendments related to fair value measurements. The amendments in this ~~guidance~~update will ~~have~~be aneffective ~~impact~~for onfiscal ~~its~~periods ~~financial~~beginning ~~position~~after December 15, ~~results~~2012. The adoption of ~~operations~~ASU or2012-04 ~~cash~~is ~~flows~~not asexpected itto ishave ~~disclosure-only~~a inmaterial ~~nature~~impact on our financial position or results of operations.

In ~~May~~August ~~2011~~2012, the FASB ~~amended~~issued ~~its~~ASU ~~guidance~~2012-03, to“Technical ~~converge~~Amendments ~~fair value measurement~~ and ~~disclosure~~Corrections ~~guidance~~to ~~about~~SEC ~~fair~~Sections: ~~value~~Amendments ~~measurement~~to ~~under~~SEC ~~U.S.~~Paragraphs ~~GAAP~~Pursuant ~~with~~to ~~International~~SEC ~~Financial~~Staff ~~Reporting~~Accounting ~~Standards~~Bulletin (~~"IFRS"~~SAB) No. ~~IFRS~~114, isTechnical aAmendments ~~comprehensive~~Pursuant ~~series~~to ofSEC ~~accounting~~Release ~~standards published by the International Accounting Standards Board~~No. ~~The~~33-9250, ~~amendment~~and ~~changes~~Corrections ~~the~~Related ~~wording~~to ~~used~~FASB toAccounting ~~describe~~Standards ~~many~~Update of2010-22 ~~the~~(SEC ~~requirements~~Update)” in ~~U.S.~~Accounting ~~GAAP~~Standards ~~for~~Update ~~measuring~~No. ~~fair value and for disclosing information about fair value measurements~~2012-03. ~~For~~This ~~many~~update ofamends ~~the~~various ~~requirements,~~SEC ~~the~~paragraphs ~~FASB~~pursuant ~~does not intend for the amendment~~ to ~~result in a change in~~ the ~~application~~issuance of ~~the~~SAB ~~requirements~~No. ~~in the current authoritative guidance~~114. The ~~amendment~~adoption ~~becomes~~of ~~effective~~ASU ~~prospectively for the Company's interim period ending March 31,~~ 2012.-03 ~~Early application~~ is not ~~permitted.~~expected ~~The Company does not expect the amendment~~ to have a material impact on ~~its~~our financial position, or results of operations ~~or cash flows~~.

FIn July 2012, the FASB issued ASU 2012-902, “Intangibles – Goodwill and Other (Topic 350): Testing Indefinite-Lived Intangible Assets for Impairment” in Accounting Standards Update No. 2012-02. This update amends ASU 2011-08, Intangibles – Goodwill and Other (Topic 350): Testing Indefinite-Lived Intangible Assets for Impairment and permits an entity first to assess qualitative factors to determine whether it is more likely than not that an indefinite-lived intangible asset is impaired as a basis for determining whether it is necessary to perform the quantitative impairment test in accordance with Subtopic 350-30, Intangibles, Goodwill and Other - General Intangibles Other than Goodwill. The amendments are effective for annual and interimimpairment tests performed for fiscal years beginning after September 15, 2012. Early adoption is permitted, including for annual and interim impairment tests performed as of a date before July 27, 2012, if a public entity’s financial statements for the most recent annual or interim period have not yet been issued or, for nonpublic entities, have not yet been made available for issuance. The adoption of ASU 2012-02 is not expected to have a material impact on our financial position or results of operations.

In December ~~2010~~2011, the FASB ~~amended~~issued ~~its~~ASU ~~guidance~~2011-12, on“Deferral ~~goodwill and other intangible assets. The amendment modifies Step 1~~ of the ~~goodwill~~Effective ~~impairment~~Date ~~test~~ for ~~reporting~~Amendments ~~units with zero or negative carrying amounts. For those reporting units, an entity is required~~ to ~~perform~~the ~~Step~~Presentation 2 of ~~the~~Reclassifications ~~goodwill~~of ~~impairment~~Items ~~test~~out ifof ~~there~~Accumulated ~~are~~Other ~~qualitative~~Comprehensive ~~factors~~Income ~~indicating~~in ~~that~~Accounting itStandards isUpdate ~~more~~No. ~~likely than not that a goodwill impairment exists~~2011-05. This ~~The~~update ~~qualitative~~defers ~~factors are consistent with~~ the ~~existing~~requirement ~~guidance which requires goodwill of a reporting unit~~ to bepresent ~~tested~~items ~~for~~that ~~impairment~~are ~~between~~reclassified ~~annual~~from ~~tests~~accumulated ifother ancomprehensive ~~event~~income ~~occurs~~to ornet ~~circumstances~~income ~~change~~in ~~that~~both ~~would more likely than not reduce~~ the ~~fair~~statement ~~value~~ of aincome ~~reporting~~where ~~unit~~net ~~below~~income ~~its~~is ~~carrying~~presented ~~amount.~~and ~~This~~the ~~amendment~~statement ~~was~~where ~~effective~~other ~~for~~comprehensive ~~the~~income ~~Company’s~~is ~~interim~~presented. The ~~period~~adoption ~~ended~~of ~~March~~ASU ~~31,~~ 2011.-12 ~~The~~is ~~amendment~~not ~~did~~expected ~~not~~to have ana material impact on ~~the~~our ~~Company’s~~ financial position, or results of operations ~~or cash flows~~.

In December ~~2010~~2011, the FASB ~~amended~~issued ~~its~~ASU ~~guidance~~No. on2011-11 ~~business~~“Balance ~~combinations.~~Sheet: ~~Under~~Disclosures ~~the~~about ~~amended~~Offsetting ~~guidance,~~Assets aand ~~public~~Liabilities” ~~entity~~(“ASU ~~that~~2011-11”). This ~~presents~~Update ~~comparative~~requires ~~financial~~an ~~statements~~entity ~~must~~to disclose ~~the~~information ~~revenues~~about offsetting and ~~earnings~~related arrangements to enable users of ~~the~~its ~~combined~~financial ~~entity~~statements asto ~~though~~understand the ~~business~~effect ~~combination(s)~~of ~~that~~those ~~occurred~~arrangements ~~during~~on ~~the~~its ~~current~~financial ~~year~~position. The ~~had~~objective ~~occurred~~of asthis ofdisclosure ~~the~~is ~~beginning~~to offacilitate ~~the~~comparison ~~prior~~between ~~annual~~those ~~reporting~~entities ~~period.~~that ~~The~~prepare ~~amendment~~their ~~was~~financial ~~effective~~statements ~~prospectively~~on ~~for~~the ~~business~~basis ~~combinations~~of ~~for~~U.S. ~~which~~GAAP ~~the~~and ~~acquisition~~those ~~date~~entities ~~was~~that onprepare ortheir ~~after~~financial statements on the ~~beginning~~basis of ~~the~~IFRS. The ~~first~~amended guidance is effective for annual reporting ~~period~~periods beginning on or after ~~December~~January 151, ~~2010.~~2013, ~~Early~~and ~~adoption~~interim isperiods ~~permitted.~~within ~~The~~those ~~amendment~~annual ~~did~~periods. Zevotek ~~not~~is ~~have~~currently anevaluating the impact, onif any, that the ~~Company's~~adoption ~~financial~~of ~~position,~~this pronouncement may have on its results of operations or ~~cash~~financial ~~flows~~position.

In April 2010, the FASB amended its guidance on share-based payment awards denominated in certain currencies. The amendment clarifies that an employee share-based payment award with an exercise price denominated in the currency of a market in which a substantial portion of the entity’s equity securities trades should not be considered to contain a condition that is not a market, performance, or service condition. Therefore, an entity would not classify such an award as a liability if it otherwise qualifies as equity. This amendment becomes effective for the Company’s interim period ending September 30, 2011. The Company does not expect the implementation to have a material impact on its financial position, results of operations or cash flows.

In January 2010, the FASB issued authoritative guidance for fair value measurements. This guidance now requires a reporting entity to disclose separately the amounts of significant transfers in and out of Level 1 and Level 2 fair value measurements and also to describe the reasons for these transfers. This authoritative guidance also requires enhanced disclosure of activity in Level 3 fair value measurements. The guidance for Level 1 and Level 2 fair value measurements was effective for the Company’s interim reporting period ended March 31, 2010. The implementation did not have an impact on the Company’s financial position, results of operations or cash flows as it is disclosure-only in nature. The guidance for Level 3 fair value measurements disclosures becomes effective for the Company’s interim reporting period ending September 30, 2011 and the Company does not expect that this guidance will have an impact on its financial position, results of operations or cash flows as it is disclosure-only in nature.

Management does not believe that any other recently issued, but not yet effective, accounting standards if currently adopted would have a material effect on the accompanying consolidated financial statements

NOTE B - GOING CONCERN MATTERS

The accompanying consolidated statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. As shown in the accompanying consolidated financial statements for the years ended June 30, 2011 and 2010, the Company incurred net losses of $1,244,112 and $1,339,002, respectively. At June 30, 2011, the Company had a working capital deficit of $1,030,872 and accumulated losses of $6,729,137. The Company is in default of payment and interest on certain convertible notes payable.

The Company is actively pursuing additional convertible debt financing through discussions with its current lenders. The Company cannot predict whether the additional financing will be in the form of equity or debt, or be in another form. The Company may not be able to obtain the necessary additional capital on a timely basis, on acceptable terms, or at all. In any of these events, the Company may be unable to implement its current plans for expansion, repay its debt obligations as they become due, or respond to competitive pressures, any of which circumstances would have a material adverse effect on its business, prospects, financial conditions and result of operations. These factors, among others, may indicate that the Company will be unable to continue as a going concern for a reasonable period of time.

The Company's existence is dependent upon management's ability to develop profitable operations. Management anticipates the Company may attain profitable status and improve its liquidity through the continued developing, marketing and selling of its products and additional investment in the Company. The accompanying consolidated financial statements do not include any adjustments that might result should the Company be unable to continue as a going concern.

NOTE C – LICENSING AGREEMENT AND DISTRIBUTION AGREEMENT

On February 24, 2009, the Company entered into an Exclusive License and Sales Agreement whereby the Company has worldwide exclusive rights to manufacture, market use, sell, distribute and advertise a patented ionic bulb.

In exchange for the exclusive license, the Company issued 500 shares of its common stock. The license was valued at the market price of the underlying security.

On March 2, 2011, the Company and the Ionic Bulb patent holder entered into a non-exclusive Purchasing Representative Agreement whereby the patent holder shall introduce the Company to a new third party manufacturer that will produce a next generation version of the Ionic Bulb with new features and improved manufacturing cost. Additionally, the patent holder affirms his obligation to defend against patent infringement. The Company shall pay patent holder a fixed amount per Ionic Bulb ordered from the new manufacturer. The Company agreed to make an advance fee payment by issuance of 5,000 shares of the Company’s restricted stock. The value of the restricted shares applied to payment of the fees is to be based upon the average closing price of the Company's common stock for the ten trading days proceeding the date on which the restrictive stock legend may be removed. The term of the agreement is three years with one-year automatic renewals that are subject to minimum fee payments to the patent holder for the first and second renewal term, respectively. As of June 30, 2011, no shares were issued, no value has been determined or assigned to the shares under this agreement and no amount has been recorded.

F-10

On December 10, 2010, the Company entered into an Exclusive License and Sales Agreement whereby the Company has worldwide exclusive rights to develop, manufacture, market, use, sell, distribute and advertise a U.S. patented new product named Gung H2O that reduces water use in the home.

NOTE D- ACCOUNTS PAYABLE AND ACCRUED LIABILITIES

Accounts payable and accrued liabilities are as follows:

	June 30, 2011		June 30, 2010
Accounts payable	$	10,867	$	30,318
Accrued professional fees		225,163		166,061
Accrued payroll and payroll taxes		161,649		156,817
Old disputed accounts payable		160,756		160,756
Accrued interest		183,507		76,291
Other accrued liabilities		32,404		139,963
Total	$	774,346	$	730,206

The Company has reversed an old retail chargeback accrual of $77,000 at June 30, 2011 based on management’s assessment.

NOTE E – ADVANCES PAYABLE

As of June 30, 2011 and 2010, the Company owed $43,823 and $820,389, respectively, to a note holder for cash advanced to the Company for operating purposes. The advances accrue interest at 10% per annum and are repayable on demand.

NOTE F - CONVERTIBLE NOTES PAYABLE AND DEMAND NOTES

	June 30, 2011			June 30, 2010
Notes Payable:
Convertible term note (a)	$	923		$	3,423
Convertible term note (b)		1,923			1,923
Convertible term note (c)		50,000			50,000
Convertible term note (d)		2,497			13,907
Convertible term note (e)		25,174			65,225
Convertible term note (f)		11,132			11,132
Convertible term note (g)		30,920			44,000
Convertible term note (h)		192,430			—
Convertible term note (i)		34,141			49,140
Convertible term note (j)		22,530			41,500
Convertible term note (k)		945,527			—
		1,317,197			280,250
Less: discount on debt		(921,311	)		(76,609	)
		395,886			203,641
Less: current portion		(309,806	)		(182,557	)
Long term debt	$	86,080		$	21,084

a) On May 14, 2008, the Company entered into convertible term notes bearing interest at 10% per annum with a maturity date of May 14, 2010. At any time at the option of the note holder, principal and interest payments may be paid in common stock at a conversion price of $0.0001 per share (see below). The Company is in default of payment of principal and interest on the note and the Company is in discussions with the note holders about amending the conversion terms to cure the default.

b) On May 27, 2008, the Company entered into a convertible term note bearing interest at 10% per annum with a maturity date of May 27, 2010. At any time at the option of the note holder, principal and interest payments may be paid in common stock at a conversion price of $0.0001 per share (see below). The Company is in default of payment of principal and interest on the note and the Company is in discussions with the note holder about amending the conversion terms to cure the default.

c) On January 1, 2008, the Company entered into a convertible term note for the principal amount of $50,000 bearing interest at 7% per annum with a maturity date of June 30, 2008. This note is convertible into common stock at 90% of the common stock closing price at June 30, 2008, or approximately 4 shares of common stock. The Company is in default of payment of principal and interest on the note and the Company is in discussions with the note holder about amending the conversion terms to cure the default.

F-11

d)NOTE OnB ~~January~~- 8,GOING ~~2009,~~CONCERN the Company entered into convertible term notes bearing interest at 10% per annum with a maturity date of January 8, 2011. The Company is in default of payment of principal and interest on the note and the Company is in discussions with the note holder about amending the conversion terms to cure the default. At any time at the option of the note holder, principal and interest payments may be paid in common stock at a conversion price of $0.0001 per share (see below).MATTERS

e)The Onaccompanying ~~March~~consolidated 9,statements ~~2009,~~have ~~the~~been ~~Company~~prepared ~~entered~~on ~~into~~a ~~convertible~~going ~~term~~concern ~~notes~~basis, ~~bearing~~which ~~interest~~contemplates atthe ~~10%~~realization ~~per~~of ~~annum~~assets ~~with~~and athe ~~maturity~~satisfaction ~~date~~ of ~~March~~liabilities 9,in ~~2011.~~the ~~The~~normal ~~notes~~course ~~were~~of ~~amended~~business. onAs ~~January~~shown 8,in ~~2011~~the toaccompanying ~~extend~~consolidated ~~the~~financial ~~maturity~~statements ~~date~~for tothe ~~January~~years 8ended June 30, 2012. Atand ~~any~~2011, ~~time~~Zevotek atincurred ~~the~~net ~~option~~losses of ~~the~~$1,482,168 ~~note~~and ~~holder~~$1,244,112, ~~principal~~respectively. At ~~and~~June ~~interest~~30, ~~payments~~2012, ~~may~~Zevotek behad ~~paid~~a inworking ~~common~~capital ~~stock~~deficit atof a$2,423,885 ~~conversion~~and ~~price~~accumulated losses of $08,211,305.~~0001~~ ~~per~~Zevotek ~~share~~is ~~(see~~in ~~below)~~default of payment and interest on certain convertible notes payable.

f)Zevotek Ofis ~~the~~actively pursuing additional convertible ~~term~~debt ~~notes~~financing ~~entered~~through ~~into~~discussions onwith ~~May~~its ~~14,~~current ~~2008,~~lenders. Zevotek ~~certain~~cannot ~~notes~~predict ~~having~~whether athe ~~principal~~additional ~~amount~~financing ofwill ~~$11,132~~be asin the form of ~~June~~equity 30or debt, ~~2011~~or ~~and~~be ~~2010~~in ~~were~~another ~~not~~form. Zevotek ~~amended~~may ~~with~~not ~~respect~~be able to ~~their~~obtain ~~conversion~~the ~~price~~necessary ~~and~~additional capital on a timely basis, aton ~~any~~acceptable ~~time~~terms, or at ~~the~~all. In ~~option~~any of ~~the~~these ~~note holder~~events, ~~principal~~Zevotek ~~and~~may ~~interest~~be ~~payments~~unable ~~may~~to beimplement ~~paid~~its incurrent ~~common~~plans ~~stock~~for atexpansion, arepay ~~conversion~~its ~~price~~debt ofobligations ~~$0.001~~as ~~per~~they ~~share~~become ~~(see~~due, ~~below).~~or ~~The~~respond ~~Company~~to iscompetitive inpressures, ~~default~~any of ~~payment~~which ofcircumstances ~~principal~~would ~~and~~have ~~interest~~a material adverse effect on ~~the~~its ~~note~~business, prospects, financial conditions and ~~the~~result ~~Company~~of isoperations. inThese ~~discussions~~factors, ~~with~~among ~~the~~others, ~~note~~may ~~holder~~indicate ~~about~~that ~~amending~~Zevotek ~~the~~will ~~conversion~~be ~~terms~~unable to ~~cure~~continue ~~the~~as ~~default~~a going concern for a reasonable period of time.

g)Zevotek Onhas ~~July~~discontinued ~~28,~~sales ~~2009,~~of ~~the~~one ~~Company~~its ~~entered~~major ~~into~~products, athe ~~convertible~~Ionic ~~term~~Bulb ~~note~~and ~~bearing~~has ~~interest~~re-entered atthe ~~10%~~Development ~~per~~Stage ~~annum~~after ~~with~~the ayear ~~maturity~~ended ~~date~~June ~~of July 28~~30, ~~2011~~2012. AtZevotek ~~any~~has ~~time~~chosen atto ~~the~~no ~~option~~longer ofsell the ~~note~~fluorescent ~~holder,~~version ~~principal~~of ~~and~~the ~~interest~~Ionic ~~payments~~Bulb ~~may~~and beto ~~paid~~develop ~~in common stock at~~ a ~~conversion~~next ~~price~~generation ofbulb ~~$0.0001~~utilizing ~~per~~“LEDs” ~~share~~Light ~~(see~~Emitting ~~below)~~Diodes.

h)Zevotek's Onexistence ~~August~~is 6,dependent ~~2010,~~upon ~~the~~management's ~~Company~~ability ~~converted~~to ~~$192,430~~develop ofprofitable ~~advances~~operations. ~~payable~~Management ~~into~~anticipates aZevotek ~~convertible~~may ~~term~~attain ~~note~~profitable ~~bearing~~status ~~interest~~and atimprove ~~10%~~its ~~per~~liquidity ~~annum~~through ~~with~~the acontinued ~~maturity~~developing, ~~date~~marketing ofand ~~August~~selling 6,of ~~2012.~~its Atproducts ~~any~~and ~~time~~additional atinvestment ~~the~~in ~~option~~Zevotek. ofThe ~~the~~accompanying ~~note~~consolidated ~~holder,~~financial ~~principal~~statements ~~and~~do ~~interest~~not ~~payments~~include ~~may~~any beadjustments ~~paid~~that inmight ~~common~~result ~~stock~~should atZevotek abe ~~conversion~~unable ~~price~~to ofcontinue ~~$0.0001~~as ~~per~~a ~~share~~going ~~(see below)~~concern.

i)NOTE OnC ~~January~~– 8, 2009, the Company entered into convertible term notes bearing interest at 10% per annum with a maturity date of January 8, 2011. The notes were amended on January 8, 2011 to extend the maturity date to January 8, 2012. At any time at the option of the note holder, principal and interest payments may be paid in common stock at a conversion price of $0.0001 per share (see below).INVENTORY

j)Since OnZevotek ~~March~~has 9,decided ~~2009,~~to ~~the~~develop ~~Company entered into convertible term notes bearing interest at 10% per annum with~~ a ~~maturity~~new ~~date~~Ionic ~~of March 9~~Bulb, ~~2011.~~utilizing ~~The~~LEDs ~~Company~~rather isthan inthe ~~default~~current offluorescent ~~payment~~version ~~of principal and interest on~~ the ~~note~~current ~~and~~finished ~~the~~goods ~~Company~~inventory isof ~~in discussions with~~ the ~~note~~Ionic ~~holder~~Bulb ~~about~~is ~~amending the conversion terms to cure the default~~obsolete. Zevotek Atrecorded ~~any~~an ~~time~~Impairment atof ~~the~~Inventory ~~option~~ of ~~the note holder~~$86,113 ~~principal~~for ~~and~~the ~~interest~~year ~~payments~~ended ~~may~~June be30, ~~paid in common stock at a conversion price of $0~~2012.~~0001 per share (see below).~~

k)NOTE OnD ~~May~~– ~~10,~~LICENSING ~~2011,~~AGREEMENT ~~the~~AND ~~Company~~DISTRIBUTION converted $945,527 of advances payable into a convertible term note bearing interest at 10% per annum with a maturity date of May 10, 2012. At any time at the option of the note holder, principal and interest payments may be paid in common stock at a conversion price of $0.0001 per share (see below).AGREEMENT

InOn ~~accordance~~February ~~with Accounting Standards Codification 470-20-65~~24, ~~“Accounting for Convertible Securities with Beneficial Conversion Features or Contingently Adjustable Conversion Ratios (“ASC 470-20-65”)~~2009, ~~the~~Zevotek ~~Company~~entered ~~recognized~~into an ~~imbedded~~Exclusive ~~beneficial~~License ~~conversion feature present in the notes. The Company allocated a portion of the proceeds equal to the intrinsic value of that feature to additional paid in capital. The Company recognized~~ and ~~measured~~Sales anAgreement ~~aggregate~~whereby ofZevotek ~~$314,049~~has ofworldwide ~~the~~exclusive ~~proceeds,~~rights ~~which was equal~~ to ~~the intrinsic value of the imbedded beneficial conversion feature at the time~~manufacture, tomarket ~~additional paid in capital and a debt discount against the Notes issued during the year ended June 30~~use, ~~2008. The debt discount attributed to the beneficial conversion feature was originally amortized over the Notes maturity period (two years) as interest expense~~sell, ~~adjusted~~distribute ~~for conversion of debt to common stock. In January 2009 through March 2009, the Company restructured certain Notes to a conversion rate of $0.0001 per share with a two year term~~ and ~~accordingly~~advertise fully amortized the remaining debt discount of $206,160. In accordance with ASC 470-20-65, Accounting for Convertible Securities with Beneficial Conversion Features, the Company recognized an imbedded beneficial conversion feature present in the notes. The Company recognized and measured an aggregate of $457,849 of the proceeds, which is equal to the intrinsic value of the imbedded amended beneficial conversion feature, to additional paid in capital and a ~~debt~~patented ~~discount~~ionic ~~against the Notes issued during the year ended June 30, 2009~~bulb. The remaining debt discount attributed to the original beneficial conversion feature was expensed at the time the Notes were amended and the $457,849 assigned to the amended beneficial conversion feature is being amortized over the Notes maturity period.

OnIn ~~July~~exchange ~~28,~~for ~~2009,~~ the ~~Company~~exclusive ~~issued a $44~~license,~~000~~ ~~convertible~~Zevotek ~~note~~issued ~~having~~500 ~~the~~shares ~~same~~of ~~terms~~its ascommon ~~the amended outstanding convertible notes~~stock. The ~~Company~~license ~~recognized~~was ~~and~~valued ~~measured~~at ~~an aggregate of $44,000 of~~ the ~~proceeds,~~market ~~which~~price ~~is equal to the intrinsic value~~ of the ~~imbedded~~underlying ~~amended beneficial conversion feature, to additional paid in capital and a debt discount against the note issued, with the discount being amortized over the note’s two-year term~~security.

On ~~August~~March 62, ~~2010~~2011, ~~the~~Zevotek ~~Company~~and ~~converted~~the ~~$192,430~~Ionic ofBulb ~~advances~~patent ~~payable~~holder entered into a ~~convertible~~non-exclusive ~~note~~Purchasing Representative Agreement whereby the patent holder shall introduce Zevotek to a new third party manufacturer that will produce a next generation version of the Ionic Bulb with new features and improved manufacturing cost. ~~The~~Additionally, ~~Company~~the ~~recognized~~patent ~~and~~holder ~~measured~~affirms his obligation to defend against patent infringement. Zevotek shall pay patent holder a fixed amount per Ionic Bulb ordered from the new manufacturer. Zevotek agreed to make an ~~aggregate~~advance fee payment by issuance of ~~$192~~5,~~430~~000 shares of Zevotek’s restricted stock. The value of the ~~advances~~restricted ~~payable,~~shares ~~which~~applied isto ~~equal~~payment of the fees is to be based upon the ~~intrinsic~~average ~~value~~closing price of Zevotek's common stock for the ~~imbedded~~ten ~~amended~~trading ~~beneficial~~days ~~conversion~~proceeding ~~feature,~~the date on which the restrictive stock legend may be removed. The term of the agreement is three years with one-year automatic renewals that are subject to ~~additional~~minimum ~~paid~~fee inpayments ~~capital~~to the patent holder for the first and asecond ~~debt~~renewal ~~discount~~term, ~~against~~respectively. The ~~the~~related ~~note~~shares were issued and expensed during fiscal 2012 for a value of $35,000 ~~with~~based on the ~~discount~~grant ~~being~~date ~~amortized~~fair ~~over~~value of the ~~note’s~~shares ~~two-year term~~issued.

On ~~May~~December 10, ~~2011~~2010, ~~the~~Zevotek ~~Company~~entered ~~converted $945,527 of advances payable~~ into aan ~~convertible~~Exclusive ~~note. The~~License ~~Company recognized~~ and ~~measured~~Sales anAgreement ~~aggregate~~whereby ofZevotek ~~$945,527~~has ofworldwide ~~the~~exclusive ~~advances~~rights ~~payable, which is equal~~ to ~~the~~develop, ~~intrinsic~~manufacture, ~~value~~market, ofuse, ~~the imbedded amended beneficial conversion feature~~sell, todistribute ~~additional paid in capital~~ and advertise a ~~debt~~U.S. ~~discount~~patented ~~against~~new ~~the~~product ~~note~~named ~~issued,~~Gung ~~with~~H2O ~~the~~that ~~discount~~reduces ~~being~~water ~~amortized~~use ~~over~~in the ~~note’s one-year term~~home.

~~During~~The ~~the~~Licensing ~~years~~Agreement ~~ended~~was ~~June~~originally 30valued at $40,000. Since ~~2011~~Zevotek is no longer marketing and ~~2010,~~selling ~~amortization~~the ~~related~~Ionic toBulb, the ~~beneficial~~agreement ~~conversion~~was ~~feature~~considered ontotally ~~the~~impaired. A ~~convertible~~Licensing ~~notes~~Agreement ~~was~~Impairment of $~~293~~40,~~254~~000 ~~and~~was ~~$301~~recorded for the year ended June 30,~~219,~~ ~~respectively~~2012.

In or about May 2010, an alleged assignee (the “Assignee”) of certain convertible promissory notes commenced an action by the filing of a summons and complaint against the Company alleging a failure to comply with its demands to convert principal and interest under the Company’s promissory notes in Company common stock. The Company served and filed its Answer on July 21, 2010, in which it denied the material allegations of the complaint and asserted numerous affirmative defenses. The parties have entered into a stipulation of settlement resolving this action on November 4, 2010 and a final judgment and injunction were entered on November 12, 2010, pursuant to which the Company agreed to issue stock once a month to the Assignee until it has issued a total of 36,400 shares of common stock. As of June 30, 2011, the Company has issued 36,400 shares of its common stock to the Assignee and fully satisfied the judgment.

F-12

NOTE GE- –ACCOUNTS ~~STOCKHOLDERS~~PAYABLE ~~EQUITY~~AND ACCRUED LIABILITIES

Accounts payable and accrued liabilities are as follows:

	June 30, 2012		June 30, 2011
Accounts payable	$	2,389	$	10,867
Accrued professional fees		217,262		225,163
Accrued payroll and payroll taxes		165,372		161,649
Old disputed accounts payable		136,505		160,756
Accrued interest		333,598		183,507
Other accrued liabilities		83,875		32,404
Total	$	939,001	$	774,346

NOTE F – ADVANCES PAYABLE

As of June 30, 2012 and 2011, Zevotek owed $199,173 and $43,823, respectively, to a note holder for cash advanced to Zevotek for operating purposes. The advances accrue interest at 10% per annum and are repayable on demand.

NOTE G - CONVERTIBLE NOTES PAYABLE AND DEMAND NOTES

	June 30, 2012			June 30, 2011
Notes Payable:
Convertible term note (a)	$	923		$	923
Convertible term note (b)		1,923			1,923
Convertible term note (c)		50,000			50,000
Convertible term note (d)		2,497			2,497
Convertible term note (e)		224			25,174
Convertible term note (f)		11,132			11,132
Convertible term note (g)		26,420			30,920
Convertible term note (h)		190,757			192,430
Convertible term note (i)		34,141			34,141
Convertible term note (j)		22,350			22,530
Convertible term note (k)		945,565			945,527
Convertible term note (l)		10,000			-
Convertible term note (m)		30,000			-
Convertible term note (n)		10,000			-
		1,335,932			1,317,197
Less: discount on debt		-			921,311
		1,335,932			395,886
Less: current portion		(1,285,932	)		(309,806	)
Long term debt	$	50,000		$	86,080

On May 14, 2008, Zevotek entered into convertible term notes bearing interest at 10% per annum with a maturity date of May 14, 2010. At any time at the option of the note holder, principal and interest payments may be paid in common stock at a conversion price of $0.0001 per share (see below). Zevotek is in default of payment of principal and interest on the note and Zevotek is in discussions with the note holders about amending the conversion terms to cure the default.

F-13

	b)	On May 27, 2008, Zevotek entered into a convertible term note bearing interest at 10% per annum with a maturity date of May 27, 2010. At any time at the option of the note holder, principal and interest payments may be paid in common stock at a conversion price of $0.0001 per share (see below). Zevotek is in default of payment of principal and interest on the note and Zevotek is in discussions with the note holder about amending the conversion terms to cure the default.

	c)	On January 1, 2008, Zevotek entered into a convertible term note for the principal amount of $50,000 bearing interest at 7% per annum with a maturity date of June 30, 2008. This note is convertible into common stock at 90% of the common stock closing price at June 30, 2008, which is $7,200. Zevotek is in default of payment of principal and interest on the note and Zevotek is in discussions with the note holder about amending the conversion terms to cure the default.

	d)	On January 8, 2009, Zevotek entered into convertible term notes bearing interest at 10% per annum with a maturity date of January 8, 2011. Zevotek is in default of payment of principal and interest on the note and Zevotek is in discussions with the note holder about amending the conversion terms to cure the default. At any time at the option of the note holder, principal and interest payments may be paid in common stock at a conversion price of $0.0001 per share (see below).
	e)	On March 9, 2009, Zevotek entered into convertible term notes bearing interest at 10% per annum with a maturity date of March 9, 2011. The notes were amended on January 8, 2011 to extend the maturity date to January 8, 2012. Zevotek is in default of payment of principal and interest on the note and Zevotek is in discussions with the note holder about amending the conversion terms to cure the default. At any time at the option of the note holder, principal and interest payments may be paid in common stock at a conversion price of $0.1 per share (see below).
	f)	Of the convertible term notes entered into on May 14, 2008, certain notes having a principal amount of $11,132 as of June 30, 2012 and 2011 were not amended with respect to their conversion price and, at any time at the option of the note holder, principal and interest payments may be paid in common stock at a conversion price of $0.001 per share. Zevotek is in default of payment of principal and interest on the note and Zevotek is in discussions with the note holder about amending the conversion terms to cure the default.
	g)	On July 28, 2009, Zevotek entered into a convertible term note bearing interest at 10% per annum with a maturity date of July 28, 2011. At any time at the option of the note holder, principal and interest payments may be paid in common stock at a conversion price of $0.1 per share (see below).
	h)	On August 6, 2010, Zevotek converted $192,430 of advances payable into a convertible term note bearing interest at 10% per annum with a maturity date of August 6, 2012. At any time at the option of the note holder, principal and interest payments may be paid in common stock at a conversion price of $0.1 per share (see below).
	i)	On January 8, 2009, Zevotek entered into convertible term notes bearing interest at 10% per annum with a maturity date of January 8, 2011. The notes were amended on January 8, 2011 to extend the maturity date to January 8, 2012. At any time at the option of the note holder, principal and interest payments may be paid in common stock at a conversion price of $0.1 per share (see below).
	j)	On March 9, 2009, Zevotek entered into convertible term notes bearing interest at 10% per annum with a maturity date of March 9, 2011. Zevotek is in default of payment of principal and interest on the note and Zevotek is in discussions with the note holder about amending the conversion terms to cure the default. At any time at the option of the note holder, principal and interest payments may be paid in common stock at a conversion price of $0.1 per share (see below).
	k)	On May 10, 2011, Zevotek converted $945,527 of advances payable into a convertible term note bearing interest at 10% per annum with a maturity date of May 10, 2012. At any time at the option of the note holder, principal and interest payments may be paid in common stock at a conversion price of $0.1 per share (see below).
	l)	On March 19, 2012, Zevotek entered into a convertible term note bearing interest at 10% per annum with a maturity date of March 19, 2014. At any time at the option of the note holder, principal and interest payments may be paid in common stock at a conversion price of $0.1 per share (see below).
	m)	On May 15, 2012, Zevotek entered into a convertible term note bearing interest at 10% per annum with a maturity date of May 15, 2014. At any time at the option of the note holder, principal and interest payments may be paid in common stock at a conversion price of $0.1 per share (see below).
	n)	On May 18, 2012, Zevotek entered into a convertible term note bearing interest at 10% per annum with a maturity date of May 18, 2014. At any time at the option of the note holder, principal and interest payments may be paid in common stock at a conversion price of $0.01 per share (see below).

F-14

In accordance with Accounting Standards Codification 470-20-65, “Accounting for Convertible Securities with Beneficial Conversion Features or Contingently Adjustable Conversion Ratios (“ASC 470-20-65”), Zevotek recognized an imbedded beneficial conversion feature present in the notes. Zevotek allocated a portion of the proceeds equal to the intrinsic value of that feature to additional paid in capital. Zevotek recognized and measured an aggregate of $314,049 of the proceeds, which was equal to the intrinsic value of the imbedded beneficial conversion feature at the time, to additional paid in capital and a debt discount against the Notes issued during the year ended June 30, 2008. The debt discount attributed to the beneficial conversion feature was originally amortized over the Notes maturity period (two years) as interest expense, adjusted for conversion of debt to common stock. In January 2009 through March 2009, Zevotek restructured certain Notes to a conversion rate of $0.0001 per share with a two year term and accordingly fully amortized the remaining debt discount of $206,160. In accordance with ASC 470-20-65, Accounting for Convertible Securities with Beneficial Conversion Features, Zevotek recognized an imbedded beneficial conversion feature present in the notes. Zevotek recognized and measured an aggregate of $457,849 of the proceeds, which is equal to the intrinsic value of the imbedded amended beneficial conversion feature, to additional paid in capital and a debt discount against the Notes issued during the year ended June 30, 2009. The remaining debt discount attributed to the original beneficial conversion feature was expensed at the time the Notes were amended and the $457,849 assigned to the amended beneficial conversion feature is being amortized over the Notes maturity period.

On July 28, 2009, Zevotek issued a $44,000 convertible note having the same terms as the amended outstanding convertible notes. Zevotek recognized and measured an aggregate of $44,000 of the proceeds, which is equal to the intrinsic value of the imbedded amended beneficial conversion feature, to additional paid in capital and a debt discount against the note issued, with the discount being amortized over the note’s two-year term.

On August 6, 2010, Zevotek converted $192,430 of advances payable into a convertible note. Zevotek recognized and measured an aggregate of $192,430 of the advances payable, which is equal to the intrinsic value of the imbedded amended beneficial conversion feature, to additional paid in capital and a debt discount against the note issued, with the discount being amortized over the note’s two-year term.

On May 10, 2011, Zevotek converted $945,527 of advances payable into a convertible note. Zevotek recognized and measured an aggregate of $945,527 of the advances payable, which is equal to the intrinsic value of the imbedded amended beneficial conversion feature, to additional paid in capital and a debt discount against the note issued, with the discount being amortized over the note’s one-year term.

During the years ended June 30, 2012 and 2011, amortization related to the beneficial conversion feature on the convertible notes was $921,312 and $293,254, respectively.

In or about May 2010, an alleged assignee (the “Assignee”) of certain convertible promissory notes commenced an action by the filing of a summons and complaint against Zevotek alleging a failure to comply with its demands to convert principal and interest under Zevotek’s promissory notes in Company common stock. Zevotek served and filed its Answer on July 21, 2010, in which it denied the material allegations of the complaint and asserted numerous affirmative defenses. The parties have entered into a stipulation of settlement resolving this action on November 4, 2010 and a final judgment and injunction were entered on November 12, 2010, pursuant to which Zevotek agreed to issue stock once a month to the Assignee until it has issued a total of 36,400 shares of common stock. As of June 30, 2011, Zevotek has issued 36,400 shares of its common stock to the Assignee and fully satisfied the judgment.

NOTE H – STOCKHOLDERS EQUITY

Preferred Stock

~~The~~Zevotek ~~Company~~ has authorized 10,000,000 shares of Preferred Stock of which 50,000 shares have been designated as Series A Preferred Stock, par value $0.00001, and 1,000,000 shares have been designated as Series B Preferred Stock, par value $0.00001 within the limitations and restrictions stated in the Certificate of Incorporation of ~~the Company~~Zevotek.

~~The~~Zevotek ~~Company~~ issued 50,000 shares of Series A Preferred Stock. Each share of the Series A Preferred Stock is entitled to 10,000 votes on all matters submitted to the stockholders of ~~the Company~~Zevotek. The holders of the Series A Preferred Stock are not granted any preference upon the liquidation, dissolution or winding up of the business of ~~the Company~~Zevotek. The Series A Preferred Stock is not convertible into Common Stock.

~~The~~Zevotek ~~Company~~ designated and issued 1,000,000 shares of Series B Preferred Stock. On May 14, 2008, ~~the~~Zevotek ~~Company~~ and a third party note holder entered into an exchange agreement under which the third party note holder exchanged a $21,026 promissory note for 1,000,000 shares of Series B Preferred Stock. Each share of Series B Preferred Stock is entitled to 5,000 votes on all matters submitted to the stockholders of ~~the Company~~Zevotek. Subsequently, the third party note holder, Anthony Intrieri, became Chairman of the Board of Directors. On September 12, 2011, the Estate of Anthony Intrieri ("Estate") sold 1,000,000 shares of ~~the Company~~Zevotek's Series B Preferred Stock to an unrelated third party. The Estate obtained the shares following the passing of Mr. Intrieri, ~~the Company~~Zevotek's former Chairman of the Board of Directors and sole Series B Preferred stockholder.

F-15

Common Stock

~~The~~Zevotek ~~Company~~ effectuated a 1 for 50 reverse stock split on June 26, 2008. All common stock and related information has been retroactively restated. In addition, contemporaneously with the stock split ~~the~~Zevotek ~~Company~~ increased its authorized Common stock, par value $0.00001 to 1,000,000,000 shares. Prior to this date, the authorized shares were 200,000,000 shares. On October 14, 2009, ~~the~~Zevotek ~~Company~~ authorized capital was increased to 5,000,000,000.

On September 24, 2010, ~~the~~Zevotek ~~Company~~ filed a certificate of amendment to its Certificate of Incorporation with the Secretary of State of the State of Delaware in order to effectuate a reverse split on a 1 to 20 basis (the “Reverse Split”). On October 6, 2010, Financial Industry Regulatory Authority (“FINRA”) approved the Reverse Split and each holder of common stock received 1 share of ~~the Company~~Zevotek’s common stock for each 20 shares of ~~the Company~~Zevotek’s common stock they owned. ~~The~~Zevotek ~~Company~~ did not issue fractional shares in connection with the foregoing stock split. Fractional shares were rounded up to the nearest whole share. All per share numbers quoted herein are reflective of the Reverse Split.

AtOn ~~June~~September 3026, 2011, Zevotek filed a certificate of amendment to our Certificate of Incorporation with the Secretary of State of Delaware to effectuate a reverse stock split on a 1 to 5,000 basis. On October 27, 2011, Financial Industry Regulatory Authority (“FINRA”) approved the Reverse Split and ~~2010~~each holder of common stock received 1 share of Zevotek’s common stock for each 5,000 shares of Zevotek’s common stock they owned. Zevotek did not issue fractional shares ~~issued~~in ~~and~~connection ~~outstanding~~with the foregoing stock split. Fractional shares were ~~220,810~~rounded ~~and~~up ~~34,719,~~to ~~respectively~~the nearest whole share. All per share numbers quoted herein are reflective of the Reverse Split.

OnAt ~~September~~June 1130, ~~2007,~~2012 ~~the~~and ~~Company~~2011, ~~adopted~~common ~~its 2007 Stock Incentive Plan (the “2007 Plan”). The Company is permitted to issue up to 215~~ shares ofissued ~~common stock under the Plan in the form of stock options, restricted stock awards,~~ and ~~stock~~outstanding ~~awards~~were ~~to employees~~335,527 ~~non-employee directors,~~ and ~~outside consultants. As of June 30~~220, ~~2011~~810, ~~there were 215 shares issued under this 2007 Plan~~respectively.

On ~~December~~November 1317, ~~2007~~2010, ~~the~~Zevotek ~~Company~~ adopted its ~~2007~~2011 ~~Stock~~Equity Incentive Plan ~~No. 2.~~ (~~the~~ “~~2007~~2011 Plan #2”). ~~The~~Zevotek ~~Company~~ is permitted to issue up to ~~220~~12,000 shares of common stock under the Plan in the form of stock options, restricted stock awards, and stock awards to ~~employees~~directors, ~~non-employee~~officers, ~~directors~~consultants, advisors and ~~outside~~employees ~~consultants~~of Zevotek. As of June 30, ~~2011~~2012, there were ~~220~~12,000 shares issued under this ~~2007~~2011 Plan #2.

On ~~February~~May 215, ~~2008~~2011, ~~the~~Zevotek ~~Company~~ adopted its ~~2008~~Fiscal ~~Stock~~2012 Equity Incentive Plan. ~~The~~(“2012 ~~Company~~Plan”). Zevotek is permitted to issue up to ~~330~~30,000 shares of common stock under the Plan in the form of stock options, restricted stock awards, and stock awards to ~~employees~~directors, ~~non-employee~~officers, ~~directors~~consultants, advisors and ~~outside~~employees ~~consultants~~of Zevotek. As of June 30, ~~2011~~2012, there were ~~323~~19,500 shares issued under this ~~2008~~2012 Plan.

OnDuring ~~February 21, 2008~~ the ~~Company~~year ~~adopted~~ended ~~its~~June ~~2008~~30, ~~California~~2011, ~~Stock~~Zevotek ~~Incentive~~issued ~~Plan.~~31,492 ~~The Company is permitted to issue up to 330~~ shares of common stock, ~~under~~valued ~~the~~at ~~Plan~~$325,413 infor ~~the form of stock options~~services, ~~restricted~~accrued ~~stock~~expenses ~~awards,~~ and ~~stock~~accounts ~~awards~~payable. toShares ~~employees,~~were ~~non-employee~~valued ~~directors,~~according ~~and~~to ~~outside~~the ~~consultants. As~~closing price of ~~June~~the ~~30,~~common ~~2011,~~stock ~~there~~on ~~were~~the ~~329~~date ~~shares~~it ~~issued~~was ~~under this 2008 Plan~~granted.

OnDuring ~~September 15, 2009~~ the ~~Company~~year ~~adopted~~ended ~~its~~June ~~2009~~30, ~~Stock~~2011, ~~Incentive~~Zevotek ~~Plan.~~converted ~~The~~debt ~~Company~~and isaccrued ~~permitted~~interest toof ~~issue~~$113,000 upinto ~~to 1~~148,~~367~~098 shares of common stock. The ~~under~~conversion ~~the~~was ~~Plan~~ in ~~the~~accordance ~~form~~with ofthe ~~stock~~original ~~options,~~note ~~restricted stock awards~~agreement, ~~and~~therefore ~~stock~~no ~~awards~~gain toor ~~employees,~~loss ~~non-employee~~was ~~directors,~~recorded ~~and~~for ~~outside consultants. As of June 30, 2011, there were 894 shares issued under~~ this ~~2009 Plan~~transaction.

OnDuring ~~September 15, 2009~~ the ~~Company~~year ~~adopted~~ended ~~its~~June ~~2009~~30, ~~California~~2011, ~~Stock~~Zevotek ~~Incentive~~issued ~~Plan. The Company is permitted to issue up to 1~~4,~~367~~950 shares of its common stock, ~~under~~valued ~~the~~at ~~Plan~~$45,000, into ~~the~~its ~~form~~Chief ofExecutive ~~stock~~Officer ~~options,~~and ~~restricted~~two ~~stock~~of ~~awards,~~its ~~and~~directors ~~stock~~as ~~awards~~compensation. toShares ~~employees,~~were ~~non-employee~~valued ~~directors,~~according ~~and~~to ~~outside~~the ~~consultants. As~~closing price of ~~June~~the ~~30,~~common ~~2011,~~stock ~~there~~on ~~were~~the ~~1,052~~date ~~shares~~it ~~issued~~was ~~under this 2009 Plan~~granted.

OnDuring ~~August 17, 2010,~~ the ~~Company~~year ~~adopted~~ended ~~its~~June ~~2010~~30, ~~Equity~~2011, ~~Incentive~~Zevotek ~~Plan~~issued ~~(“2010~~1,551 ~~Plan”).~~shares ~~The~~valued ~~Company~~at is$30,000 ~~permitted~~ to ~~issue~~a upformer officer to ~~3,500~~satisfy ~~shares~~a ofclaim ~~common~~included ~~stock under the Plan~~ in ~~the~~common ~~form of~~ stock ~~options,~~to ~~restricted~~be ~~stock~~issued. ~~awards,~~Shares ~~and~~were ~~stock~~valued ~~awards~~according to ~~directors,~~the ~~officers,~~closing ~~consultants,~~price ~~advisors and employees~~ of the ~~Company. As~~common ofstock ~~June~~on ~~30,~~the ~~2011,~~date ~~there~~it ~~were~~was ~~3,500 shares issued under this 2010 Plan~~granted.

~~F-13~~During the year ended June 30, 2012, Zevotek issued 32,545 shares of common stock, valued at $53,000 for consulting services. Shares were valued according to the closing price of the common stock on the date it was granted.

OnDuring ~~November 17, 2010,~~ the ~~Company~~year ~~adopted~~ended ~~its~~June ~~2011~~30, ~~Equity~~2012, ~~Incentive~~Zevotek ~~Plan~~converted ~~(“2011~~debt ~~Plan”).~~and ~~The~~accrued ~~Company~~interest isof ~~permitted~~$32,235 tointo ~~issue up to 12~~77,~~000~~854 shares of common stock. The ~~under~~conversion ~~the~~was ~~Plan~~ in ~~the~~accordance ~~form~~with ~~of stock options, restricted stock awards, and stock awards to directors, officers, consultants, advisors and employees of~~ the ~~Company. As~~original ofnote ~~June 30~~agreement, ~~2011,~~therefore ~~there~~no ~~were~~gain ~~12,000~~or ~~shares~~loss ~~issued~~was ~~under~~recorded for this ~~2011 Plan~~transaction.

On May 5, 2011, the Company adopted its Fiscal 2012 Equity Incentive Plan (“2012 Plan”). The Company is permitted to issue up to 30,000 shares of common stock under the Plan in the form of stock options, restricted stock awards, and stock awards to directors, officers, consultants, advisors and employees of the Company. As of June 30, 2011, there were 19,500 shares issued under this 2012 Plan.F-16

During the year ended June 30, ~~2010~~2012, ~~the~~Zevotek ~~Company~~ issued 14,~~634~~318 shares of common stock, ~~valued~~in atsatisfaction ~~$766,045~~of fractional shares resulting from a 1 for ~~services~~5,000 ~~and~~reverse ~~accrued~~stock ~~expenses~~split.

During the year ended June 30, 2010, the Company converted debt and accrued interest of $311,096 into 31,140 shares of common stock, including 30 shares the Company was committed to issue as of June 30, 2009.

During the year ended June 30, 2011, the Company issued 31,492 shares of common stock, valued at $325,413 for services, accrued expenses and accounts payable.

During the year ended June 30, 2011, the Company converted debt and accrued interest of $113,000 into 148,098 shares of common stock.

During the year ended June 30, 2011, the Company issued 4,950 shares of its common stock, valued at $45,000, to its Chief Executive Officer and two of its directors as compensation.

During the year ended June 30, 2011, the Company issued 1,551 shares valued at $30,000 to a former officer to satisfy a claim included in common stock to be issued.

Treasury Stock

As of June 30, ~~2011~~2012 and ~~2010~~2011, ~~the~~Zevotek ~~Company~~ had 1 share of common stock held in treasury, which carried at $0 based on ~~a $0~~cost.~~00001 par value.~~

NOTE HI - INCOME TAXES

~~The~~Zevotek ~~Company~~ recognizes deferred tax liabilities and assets for the expected future tax consequences of events that have been included in the financial statement or tax returns.

Under this method, deferred tax liabilities and assets are determined based on the difference between financial statements and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. Temporary differences between taxable income reported for financial reporting purposes and income tax purposes are insignificant. Management estimates that at June 30, ~~2011~~2012, ~~the~~Zevotek ~~Company~~ has available for federal income tax purposes a net operating loss carry forward of approximately $~~5.5~~6 million expiring by the year 2031 that may be used to offset future taxable income. Due to significant changes in ~~the Company~~Zevotek's ownership, the future use of its existing net operating losses may be limited.

~~The~~Zevotek ~~Company~~ has provided a valuation reserve against the full amount of the net operating loss benefit, since in the opinion of management based upon the earnings history of ~~the Company~~Zevotek; it is more likely than not that the benefits will not be realized. Components of deferred tax assets as of June 30, ~~2011~~2012 are as follows:

Net operating loss carry forward	$	2,~~205~~400,000
Valuation allowance		(2,~~205~~400,000	)
Net	$	0

~~The~~Zevotek ~~Company~~ has not filed their federal or state income tax returns for fiscal years ended June 30, 2006 through June 30, ~~2011~~2012. The above is determined under the assumption as if ~~the~~Zevotek ~~Company~~ has filed its income tax returns through June 30, ~~2011~~2012.

~~NOTE~~Although Ithe taxing authorities impose penalties for non-filing, ~~STOCK~~Zevotek ~~OPTIONS~~does ~~AND~~not ~~WARRANTS~~believe any penalties will be enforced since there is no tax due.

~~During~~NOTE ~~the~~J ~~years~~- ~~ended~~STOCK ~~June~~OPTIONS ~~30,~~AND ~~2011 and 2010, the Company did not issue any stock warrants or options. As of June 30, 2011, there are no outstanding stock warrants or options.~~WARRANTS

~~NOTE~~During Jthe -years ~~COMMITMENTS~~ended ~~AND~~June ~~CONTINGENCIES~~30, 2012 and 2011, Zevotek did not issue any stock warrants or options. As of June 30, 2012, there are no outstanding stock warrants or options.

~~Employment~~NOTE ~~Agreement~~K - COMMITMENTS AND CONTINGENCIES

On February 25, 2010, Adam Engel resigned from his positions as President, Chief Executive Officer, Chief Financial Officer, Secretary and Treasurer. In connection with Mr. Engel’s resignation, the Company entered into a letter agreement dated February 24, 2010 setting forth the terms of the mutual separation. Under the terms, Mr. Engel and the Company agreed to waive any and all continuing rights, including payroll totaling $170,576 and obligations under Mr. Engel’s employment agreement dated March 13, 2007. Mr. Engel agreed to a one-year non-compete/non solicitation provision as well as confidentiality and non-disparagement clauses.

F-14

On May 21, 2010, the Company entered into a consulting agreement with Mr. Engel for a period of five months at $10,000 per month, payable in Company common stock and Mr. Engel agreed that there were no claims arising from the earlier agreement as mentioned above. In June 2010, the Company issued common stock to Mr. Engel valued at $20,000 and recognized the remaining balance as common stock to be issued. The Company paid the consulting fees by issuing the remaining balance of common stock to Mr. Engel during the year ended June 30, 2011, along with a final issuance in January 2011, and charged additional paid in capital for the value of the issuances in settlement of remaining balance of $50,000 as per above agreement.

U.S. Federal Trade Commission Settlement

On March 26, 2007, ~~the~~Zevotek ~~Company~~ received a letter from the U.S. Federal Trade Commission (“FTC”) whereby former management was informed that the FTC was conducting an investigation into advertising claims made for weight loss product known as “Slim Coffee.” The purpose of the investigation was to determine whether former management, in connection with its sales of Slim Coffee, engaged in unfair or deceptive acts or practices and false advertising. A negotiated settlement was reached with the FTC under which ~~the Company~~Zevotek, its former management did not admit any wrongdoing. On January 10, 2008, pursuant to a stipulated final judgment and order, the United States District Court, Southern District of New York, entered a final judgment and order against ~~the~~Zevotek ~~Company~~ in the amount of $923,910. The full amount of the judgment, and payment of any portion of it is suspended and cannot be reinstated so long as (a) ~~the~~Zevotek ~~Company~~ abides by the reporting and monitoring requirements of the judgment, (b) does not make false advertising claims in connection with any of its products in the future, and (c) its past financial disclosures to the FTC were materially accurate. ~~The~~Zevotek ~~Company~~ plans to comply with the terms of the stipulation and do not anticipate incurring a liability for the judgment, however there can be no assurance of compliance. Should ~~the~~Zevotek ~~Company~~ fail to comply with the FTC’s final judgment, this could have a material adverse effect on ~~the Company~~Zevotek’s business, financial condition and results of operations.

Licenses

On February 24, 2009, ~~the~~Zevotek ~~Company~~ entered into an Exclusive License and Sales Agreement whereby ~~the~~Zevotek ~~Company~~ obtained worldwide exclusive rights to manufacture, market use, sell, distribute and advertise certain licensed products. The license is on a year to year basis with automatic renewal and is subject to becoming non-exclusive should ~~the~~Zevotek ~~Company~~ fail to files all quarterly and annual reports by due dates, inclusive of allowable extensions. In exchange for the exclusive license, ~~the~~Zevotek ~~Company~~ issued 500 shares of its common stock.

~~On March 2, 2011, the Company and the Ionic Bulb patent holder entered into a non~~F-exclusive Purchasing Representative Agreement whereby the patent holder shall introduce the Company to a new third party manufacturer that will produce a next generation version of the Ionic Bulb with new features and improved manufacturing cost. Additionally, the patent holder affirms his obligation to defend against patent infringement. The Company shall pay patent holder a fixed amount per Ionic Bulb ordered from the new manufacturer. The Company agreed to make an advance fee payment by issuance of 5,000 shares of the Company’s restricted stock. The value of the restricted shares applied to payment of the fees is to be based upon the average closing price of the Company's common stock for the ten trading days preceding the date on which the restrictive stock legend may be removed. The term of the agreement is three years with one-year automatic renewals that are subject to minimum fee payments to the patent holder for the first and second renewal term, respectively. As of June 30, 2011, no shares were issued, no value has been determined or assigned to the shares under this agreement and no amount has been recorded (Note C).17

On March 2, 2011, Zevotek and the Ionic Bulb patent holder entered into a non-exclusive Purchasing Representative Agreement whereby the patent holder shall introduce Zevotek to a new third party manufacturer that will produce a next generation version of the Ionic Bulb with new features and improved manufacturing cost. Additionally, the patent holder affirms his obligation to defend against patent infringement. Zevotek shall pay patent holder a fixed amount per Ionic Bulb ordered from the new manufacturer. Zevotek agreed to make an advance fee payment by issuance of 5,000 shares of Zevotek’s restricted stock. The value of the restricted shares applied to payment of the fees is to be based upon the average closing price of Zevotek's common stock for the ten trading days preceding the date on which the restrictive stock legend may be removed. The term of the agreement is three years with one-year automatic renewals that are subject to minimum fee payments to the patent holder for the first and second renewal term, respectively.

Gung H2O License

On December 10, 2010, ~~the~~Zevotek ~~Company~~ entered into an Exclusive License and Sales Agreement whereby ~~the~~Zevotek ~~Company~~ has worldwide exclusive rights to develop, manufacture, market, use, sell, distribute and advertise a U.S. patented new product named Gung H2O that reduces water use in the home. The license has a five-year initial term with automatic annual renewals and is not subject to minimum payments to the licensor.

Payroll Taxes

At June 30, ~~2011~~2012, ~~the~~Zevotek ~~Company~~ is delinquent with filing and remitting payroll taxes of approximately $8392,000 including estimated penalties and interest related to payroll taxes withheld since April 2007. ~~The~~Zevotek ~~Company~~ has recorded the delinquent payroll taxes, which are included in accrued expenses on the balance sheet. Although ~~the~~Zevotek ~~Company~~ has not entered into any formal repayment agreements with the respective tax authorities, management plans to make payment as funds become available. Penalties and interest amounts are subject to increase based on a number of factors that can cause the estimated liability to increase further. Interest and penalties were accrued in an amount estimated to cover the ultimate liability.

Sales Taxes

At June 30, ~~2011~~2012, ~~the~~Zevotek ~~Company~~ is delinquent with remitting sales taxes of approximately $1646,~~000~~300, including related estimated penalties and interest related to sales taxes withheld since 2006 in the state of New York. ~~The~~Zevotek ~~Company~~ has recorded the delinquent sales taxes, which are included in accrued expenses on the balance sheet. Although ~~the~~Zevotek ~~Company~~ has not entered into any formal repayment agreements with the respective tax authorities, management plans to make payment as funds become available. Penalties and interest amounts are subject to increase based on a number of factors that can cause the estimated liability to increase further. Interest and penalties were accrued in an amount estimated to cover the ultimate liability.

F-15

Legal

InOn or about May 2010, an alleged assignee (the “Assignee”) of certain convertible promissory notes, commenced an action by the filing of a summons and complaint against ~~the~~Zevotek ~~Company~~ alleging a failure to comply with its demands to convert principal and interest under ~~the Company~~Zevotek’s promissory notes in Company common stock. The parties entered into a stipulation of settlement resolving this action on November 4, 2010 and a final judgment and injunction were entered on November 12, 2010, pursuant to which ~~the~~Zevotek ~~Company~~ agreed to issue stock once a month to the Assignee until it issued a total of 36,400 shares of common stock, which has been fully satisfied as of June 30, 2011.

~~Leases~~NOTE L - FAIR VALUE MEASUREMENT

~~The~~Fair ~~Company~~Value ~~leases~~Measurements ~~office~~under ~~space~~GAAP clarifies the principle that fair value should be based on the assumptions market participants would use when pricing an asset or liability and establishes a ~~month~~fair value hierarchy that prioritizes the information used to ~~month~~develop ~~basis~~those inassumptions. ~~Stuart~~Under the standard, ~~Florida. Rent~~fair ~~expense~~value ~~for~~measurements are separately disclosed by level within the ~~year~~fair ~~ended~~value ~~June~~hierarchy. It ~~30,~~only ~~2011~~applies ~~and~~to ~~2010~~accounting ~~was~~pronouncements ~~$4,654~~that ~~and~~already ~~$736~~require or permit fair value measures, ~~respectively~~except for standards that relate to share-based payments.

NOTE K - FAIR VALUE MEASUREMENT

Fair Value Measurements under GAAP clarifies the principle that fair value should be based on the assumptions market participants would use when pricing an asset or liability and establishes a fair value hierarchy that prioritizes the information used to develop those assumptions. Under the standard, fair value measurements are separately disclosed by level within the fair value hierarchy. It only applies to accounting pronouncements that already require or permit fair value measures, except for standards that relate to share-based payments

Level 1 - Quoted prices in active markets for identical assets or liabilities.

Level 2 - Observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which all significant inputs are observable or can be derived principally from or corroborated by observable market data for substantially the full term of the assets or liabilities.

Level 3 - Unobservable inputs to the valuation methodology that are significant to the measurement of fair value of assets or liabilities.

F-18

To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement is disclosed and is determined based on the lowest level input that is significant to the fair value measurement.

The carrying value of ~~the Company~~Zevotek’s cash, accounts receivable, prepayments, accounts payable, advances payable, convertible notes payable, and other current assets and liabilities approximate fair value because of their short-term maturity. All other significant financial assets, financial liabilities and equity instruments of ~~the~~Zevotek ~~Company~~ are either recognized or disclosed in the consolidated financial statements together with other information relevant for making a reasonable assessment of future cash flows, interest rate risk and credit risk. Where practicable the fair values of financial assets and financial liabilities have been determined and disclosed; otherwise only available information pertinent to fair value has been disclosed.

As of June 30, ~~2011~~2012, there were no financial assets or liabilities that were measured at fair value on a recurring basis.

~~NOTE L – BUSINESS CONCENTRATION~~F-19

Revenue from two major customers was $131,217 or 71% of total revenues for the period ended June 30, 2010. There were no receivables due from these customers as of June 30, 2010. There were no major customers during the year ended June 30, 2011 or receivables due from major customers as of June 30, 2011.

Purchases from two major suppliers approximated $244,000, or 100% of inventory purchased for the period ended June 30, 2010. Total accounts payable of $18,609, or 3% of total accounts payable and accrued expenses, was due to one of the two suppliers as of June 30, 2010. There were no major suppliers during the year ended June 30, 2011 or amounts due to major suppliers as of June 30, 2011.

NOTE M – SUBSEQUENT EVENTS

Since June 30, 2011, the Company issued an aggregate of 61,121 shares of common stock upon conversion of convertible promissory notes and interest.

Since June 30, 2011, the Company issued an aggregate of 7,500 shares of common stock in exchange for consulting services.

Since June 30, 2011, the Company has borrowed an additional $69,100 from a certain note holder.

On September 12, 2011, the Estate of Anthony Intrieri ("Estate") sold 1,000,000 shares of the Company's Series B Preferred Stock to an unrelated third party. The Estate obtained the shares following the passing of Mr. Intrieri, the Company's former Chairman of the Board of Directors and sole Series B Preferred stockholder (see Note G).

F-16

On October 12, 2011, the Company entered into amendment agreements with certain holders of its outstanding convertible promissory notes in order to amend certain terms contained therein. The Company amended its (i) 10% convertible promissory note in the principal amount of $192,431 dated as of August 6, 2010 and (ii) its 10% convertible promissory note in the principal amount of $945,527 dated as of May 10, 2011, in order to (a) amend the conversion price to $0.10, (b) add a “Most Favored Nations Provision” to allow for adjustment of such conversion price in the event of certain lower priced issuances of the Company’s securities and (c) include a provision prohibiting the conversion of such note in the event conversion would require the Company to issue shares of common stock in excess of its then authorized but unissued shares. The Company amended its (i) 10% convertible promissory note in the principal amount of $26,225 dated as of January 8, 2009, (ii) its 10% convertible promissory note in the principal amount of $41,728 dated as of January 8, 2009; (iii) its 10% convertible promissory note in the principal amount of $72,471 dated as of March 9, 2009, (iv) its 10% convertible promissory note in the principal amount of $41,500 dated as of March 9, 2009 and (v) its 10% convertible promissory note in the principal amount of $44,000 dated as of July 28, 2009 in order to (a) amend the conversion price to $0.10 and (b) add a “Most Favored Nations Provision” to allow for adjustment of such conversion price in the event of certain lower priced issuances of the Company’s securities.

On September 23, 2011, the Company issued an aggregate of 5,000 shares of common stock as an advance fee for the non-exclusive Purchasing Representative Agreement discussed in Note J.

On September 26, 2011, the Company filed a certificate of amendment to its Certificate of Incorporation with the Secretary of State of Delaware to effectuate a reverse stock split on a 1 to 5,000 basis. Each holder of common stock will receive 1 share of the Company’s common stock in exchange for each 5,000 shares of the Company’s common stock they own. The Company will not issue fractional shares in connection with the foregoing split. Fractional shares will be rounded up to the nearest whole share. All per share numbers quoted herein are reflective of the 1:5,000 reverse split. All references in the accompanying consolidated financial statements and notes there to have been retroactively restated to reflect the stock split. As of the date of this Annual Report, the reverse split has not been approved by FINRA.

F-17

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