UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): ~~November~~March 38, ~~2010~~2011

WATCHIT TECHNOLOGIES, INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN CHARTER)

000-21956 ---------------------- (Commission File Number) NEVADA 74-1613155 ---------------------------- ----------------- (State or other jurisdiction of (IRS Employee incorporation or organization) Identification No.)

NEVADA		000-21956		74-1613155
(State or other jurisdiction of incorporation or organization)		(Commission File Number)		(IRS Employee Identification No.)

229 Airport RdRoad, Ste. ~~STE~~ 7-151, Arden, NC 28704 (Address of principal executive offices)

~~(Address~~Registrant's oftelephone ~~principal~~number, ~~executive~~including ~~offices~~area code: (828) 681-5152

Registrant's telephone number, including area code: (828) 483-4131

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

[_] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[_] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[_] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[_] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

ITEM 5.0203 ~~DEPARTURE~~AMENDMENTS OFTO ~~DIRECTOR~~THE ~~and~~ARTICLES ~~OFFICER~~OF INCORPORATION

Effective ~~November~~February 322, ~~2010~~2011, the registrant's Board of Directors, ~~accepted~~without the ~~voluntary~~requirement ~~resignations~~ of ~~Brian~~ D.shareholder ~~Riley as President~~approval, ~~Mr.~~approved ~~Riley~~the ~~did~~designation ~~not resign~~of ~~over~~ a ~~disagreement~~series ~~with~~of ~~registrant~~its onauthorized ~~any~~but ~~matter~~unissued ~~relating~~Preferred toStock ~~the~~as ~~registrant's operations, policies or practices.~~follows:

~~ITEM~~ 5~~.02~~,000,000 ~~APOINTMENT~~shares OFas ~~DIRECTOR~~Series ~~and~~D ~~OFFICER~~Convertible Preferred Stock;

~~Effective~~This ~~November~~action 3,became ~~2010,~~effective ~~the~~upon ~~Board~~filing ofthe ~~Directors~~Amendment ~~appointed~~on ~~Max~~February L.23,2011, ~~Bennett~~with asthe ~~President,~~Nevada ~~and~~Secretary ~~Chief~~of ~~Executive Officer~~State.

~~SIGNATURES~~ITEM 8.01 OTHER EVENTS

~~Pursuant~~Effective toMarch 3, 2011, the ~~requirements~~Board of ~~the~~Directors ~~Securities~~approved and accepted the Exchange ~~Act~~Agreement of(the ~~1934,~~"Agreement") between the ~~registrant~~Registrant ~~has~~and ~~duly~~Air ~~caused~~Pure ~~this~~Systems ~~report~~Development, Inc. in regards to beexchanging ~~signed~~Common onshares ~~its~~of ~~behalf~~the byRegistrant for Series D Preferred shares of the ~~undersigned~~Registrant ~~hereunto~~at ~~duly~~a ~~authorized~~rate of 250 Common shares for 1 Series D Preferred share. The Agreement is attached as an Exhibit.

~~WatchIt~~ITEM ~~Technologies, Inc~~9.01 EXHIBITS

Dated: September 12, 2007 By: /s/ MAX L. BENNETT -------------------------------- MAX L. BENNETT President

Exhibit No.	Description

9.1	Air Pure Systems Development, Inc. Exchange Agreement
9.2	Articles of Amendment to Articles of Incorporation

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	WatchIt Technologies, Inc.

Dated: March 8, 2011	By: /s/ Max Bennett
	MAX BENNET
	Chief Executive Officer

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