**UNITED      STATES SECURITIES AND EXCHANGE COMMISSION**

**FORM      10-KSB/A-2**

*Commission      File Number: 000-49950*

**INROB      TECH LTD.**

**Nevada**

**Securities      Registered Under Section 12(b) of the Exchange Act: None**

**Securities      Registered Under Section 12(g) of the Exchange Act:**

|                                                   | **Name of each exchange**      |
|--------------------------------------------------------|-----------------------------------------------|
| **Title of Each Class**                 | **on which registered**             |
| **Common Stock, par value $.0001** | **Over-the-Counter Bulletin Board** |

 

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**Item      8A. Controls and Procedures**

**Management’s      Report of Internal Control over Financial Reporting.**

*Internal      Control - Integrated Framework*

**Changes      in Internal Control over Financial Reporting**

 

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**Item      13. Exhibits**

| **Exhibit**                     |   | **Description**                                                                                                                                                                                                                               |
|---------------------------------|--------|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
| 3.1                             |   | Certificate                of Incorporation (1)                                                                                                                                                                                               |
| 3.1a                            |   | Certificate                of Designation for Series A Preferred Stock(2)                                                                                                                                                                     |
| 3.2                             |   | Bylaws                (1)                                                                                                                                                                                                                     |
| 4.1                             |   | Form                of Secured Convertible Note, dated November 15, 2006                (3)                                                                                                                                                   |
| 4.2                             |   | Form                of Warrant, dated November 15, 2006 (3)                                                                                                                                                                                   |
| 4.3                             |   | Form                of Secured Convertible Note, dated March 27, 2007 (4)                                                                                                                                                                     |
| 4.4                             |   | Form                of Warrant, dated March 27, 2007 (4)                                                                                                                                                                                      |
| 10.1                            |   | Subscription                Agreement, dated November 15, 2006 (3)                                                                                                                                                                            |
| 10.2                            |   | Funds                Escrow Agreement, dated November 15, 2006 (3)                                                                                                                                                                            |
| 10.3                            |   | Security                Agreement, dated November 15, 2006 (3)                                                                                                                                                                                |
| 10.4                            |   | Stock                Pledge Agreement, dated November 15, 2006 (3)                                                                                                                                                                            |
| 10.5                            |   | Guaranty                Agreement, dated November 15, 2006 (3)                                                                                                                                                                                |
| 10.6                            |   | Collateral                Agent Agreement, dated November 15, 2006 (3)                                                                                                                                                                        |
| 10.7                            |   | Agreement,                dated October 1, 2003, between Inrob, Ltd and Ben-Tsur Joseph                (1)                                                                                                                                    |
| 10.8                            |   | Subscription                Agreement, dated March 27, 2007 (4)                                                                                                                                                                               |
| 10.9                            |   | Funds                Escrow Agreement, dated March 27, 2007 (4)                                                                                                                                                                               |
| 10.10                           |   | Stock                Pledge Agreement, dated March 27, 2007 (4)                                                                                                                                                                               |
| 10.11                           |   | Guaranty                Agreement, dated March 27, 2007 (4)                                                                                                                                                                                   |
| 10.12                           |   | Collateral                Agent Agreement, dated March 27, 2007 (4)                                                                                                                                                                           |
| 10.13                           |   | Security                Agreement, dated March 26, 2007 (4)                                                                                                                                                                                   |
| 10.14                           |   | Amendment                to Subscription Agreement, dated October 23, 2007 (5)                                                                                                                                                                |
| 10.15                           |   | Agreement,                dated December 24, 2007, by and between Inrob Philippines Ltd, and                CP                Communication Services, Inc. (6)                                                                                |
| 10.16                           |   | Manufacturing                Agreement, dated December 24, 2007, by and between Inrob Philippines                Ltd,                and CP Communication Services, Inc. (6)                                                                  |
| 31.1                            |   | Certification                of Principal Executive and Financial Officer Pursuant to Exchange                Act Rule                13a-14(A)/15d-14(A) as Adopted Pursuant to Section 302 of the                Sarbanes-Oxley Act of 2002 |
| 32.1                            |   | Certification                Pursuant To 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of                The Sarbanes-Oxley Act Of 2002                                                                                          |
| *                Filed herewith |
|                            | (1)    | Incorporated                by reference to Registrant’s Registration Statement on Form SB-2 (SEC File                No. 333-129074)   filed on December 20, 2006.                                                                |
|                            | (2)    | Incorporated                by reference to Registrant’s Definitive Information Statement filed on                September 18, 2006.                                                                                                   |
|                            | (3)    | Incorporated                by reference to Registrant’s Current Report on Form 8-K filed on November                21, 2006.                                                                                                          |
|                            | (4)    | Incorporated                by reference to Registrant’s Current Report on Form 8-K filed on March 30,                2007.                                                                                                             |
|                            | (5)    | Incorporated                by reference to Registrant’s Current Report on Form 8-K filed on October                29, 2007.                                                                                                           |
|                            | (6)    | Incorporated                by reference to Registrant’s Current Report on Form 8-K filed on December                28, 2007.                                                                                                          |

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**Signatures**

| Date: September                22, 2008 | Inrob Tech Ltd.                                |
|---------------------------------------------------|----------------------------------------------------------|
|                                              |                                                     |
|                                              | /s/                                                      |  Ben-Tsur                Joseph |
|                                              | Ben-Tsur Joseph, President and Chief |
|                                              | Executive and Accounting Officer          |
|                                              |                                                     |
| Date: September                22, 2008 | Inrob Tech Ltd.                                |
|                                              |                                                     |
|                                              | /s/                                                      |  Ben-Tsur                Joseph |
|                                              | Ben-Tsur Joseph, Sole Director            |

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