U.S. SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549



FORM 10-K/A



Amendment No.2



ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES
EXCHANGE ACT OF 1934



For the fiscal year ended December 31, 2011



Commission File Number:



BABY ALL CORP

(Exact name of small business issuer as specified
in its charter)



|Delaware                 | 99-0362658              
|------------------------ | ------------------------
|                         |                         
|(State of incorporation) | (IRS Employer ID Number)



c/o Efrat Schwartz

17 HaRav Frank Street

Jerusalem 96387, Israel

Phone number: 972-2-6415-008

Fax number: 972-2-6415-008



Securities registered pursuant to Section 12(b)
of the Exchange Act:

None



Securities registered pursuant to Section 12(g)
of the Exchange Act:

None



Indicate by check mark if the registrant is a well-known seasoned
issuer, as defined in Rule 405 of the Securities Act.

Yes  ̈   No
x



Indicate by check mark if the registrant is not required to file
reports pursuant to Section 13 or Section 15(d) of the Act.

Yes  ̈   No
x



Indicate by check mark whether the Registrant
(1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the past 12
months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes x No  ̈



Indicate 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.  ̈



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 definitions of
“large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2
of the Exchange Act. (Check one):



|Large accelerated filer  ̈                     | Accelerated filer   ̈       
|--------------------------------------------- | ---------------------------
|Non-accelerated filer  ̈                       | Smaller reporting company x
|(Do not check if a smaller reporting company) |                            



Indicate by check mark whether the registrant is a shell company
(as defined in Rule 12b-2 of the Act).

Yes  ̈  
No x



The number of shares of the issuer’s
common stock issued and outstanding as of March 22, 2012, was 5,500,000 shares.



The Company’s Common Stock is currently not yet trading on
the public markets



Documents Incorporated By Reference: None





EXPLANATORY NOTE



This Amendment to our Annual Report on Form
10-K/A for the fiscal year ended December 31, 2011, filed with the Commission on September 07, 2012, is being filed to include
the certifications required by Regulation S-K Item 601(b)(31).



Other than the change noted above, this Amendment
on Form 10-K/A does not change our previously reported consolidated financial statements or any of the other disclosures previously
contained in the Form 10-K filed on March 22, 2012.





SIGNATURES



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



|                         | Baby All Corp.
|------------------------ | --------------
|                         |               
|Date:  November 13, 2012 | By:           
|                         |