UNITED
STATES

SECURITIES
AND EXCHANGE COMMISSION

Washington,
D.C. 20549



Form
10-K/A

(Amendment No. 2)



[X] ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934



For the fiscal year ended: December 31, 2012



OR



[  ] TRANSITION REPORT UNDER
SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934



For the transition period from ________ to ________



Commission File Number: 333-130446



THE
PAWS PET COMPANY, INC.

(Exact Name of Registrant as Specified in Its
Charter)



|Illinois                                                        |  | 20-3191557                             
|--------------------------------------------------------------- |  | ---------------------------------------
|(State or other jurisdiction of 
incorporation or organization) |  | (I. R. S. Employer 
Identification No.)



455 NE 5th Ave, Suite D464, Delray
Beach, FL 33483

(Address of principal
executive offices and zip code)



(561) 274 6805

(Registrant’s
telephone number)



Securities registered under Section 12(b)
of the Exchange Act: None

Securities registered under Section 12(g)
of the Exchange Act: Common Stock



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(b) 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 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 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 is not contained in this form, and no disclosure will 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
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 (§ 232.405 of this chapter) during the preceding 12 months (or for such
shorter period that the registrant was required to submit and post such files). Yes [  ] No [X]



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



[  ] Large
accelerated Filer   [  ] Accelerated filer   [  ] Non-accelerated filer   [X] 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 aggregate market value of the voting
and non-voting common equity held by non-affiliates of the registrant as of December 31 2012, the last business day of the
registrant’s most recently completed second fiscal quarter, based on the last sales price of the issuer’s common
stock as reported on the OTCQB of the OTC Markets Group’s quotation and trading system was $4,758,046. Shares of common
stock held by each current executive officer and director and by each person who is known by the registrant to own 5% or more
of the outstanding common stock have been excluded from this computation in that such persons may be deemed to be affiliates
of the registrant. This determination of affiliate status is not a conclusive determination for other purposes.



The number of shares outstanding of the registrant’s Common
Stock as of June 13, 2013 was 87,551,473 shares.



DOCUMENTS INCORPORATED BY REFERENCE



NONE.






















EXPLANATORY NOTE



This Amendment No. 2 amends our Report on
Form 10-K for the year ended December 31, 2012 (“Amendment No. 2”), which we filed with the Securities and Exchange
Commission (“the SEC”) on June 28, 2013 (the “Original Filing”) and is being filed for the purposes correcting
a disclosure item on page 1 of said report.



The indication: “Indicate by check mark
if the registrant is not required to file reports pursuant to Section 13 or Section 15(b) of the Act” was inadvertently
answered yes, when the correct answer is no.



We have made no attempt in this Amendment
No. 2 to modify or update the disclosures presented in the Original Filing other than as noted above. Also, this Amendment No.
2 does not reflect events occurring after the filing of the Original Filing.  Accordingly this Form 10-K/A should be
read in conjunction with Original Filing.















EXHIBIT INDEX







|Exhibit No. |  | Description                                                                                                                                                                                                                                                                                                                                               
|----------- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|            |  |                                                                                                                                                                                                                                                                                                                                                           
|3.1         |  | Amended and Restated Articles of Incorporation (incorporated by reference to Exhibit 3.1 to the registration statement Form SB-2, File No. 333-130446, initially filed with the SEC on December 19, 2005, as amended)                                                                                                                                     
|            |  |                                                                                                                                                                                                                                                                                                                                                           
|3.2         |  | Amended and Restated Bylaws (incorporated by reference to Exhibit 3.2 to registration statement Form SB-2, File No. 333-130446, initially filed with the SEC on December 19, 2005, as amended)                                                                                                                                                            
|            |  |                                                                                                                                                                                                                                                                                                                                                           
|3.3         |  | Amendment
    to Articles of Incorporation (incorporated by reference to Exhibit 3.1 to the current report on Form 8-K filed with the SEC
    on October 25, 2010)                                                                                                                                                                                        
|            |  |                                                                                                                                                                                                                                                                                                                                                           
|3.4         |  | Amendment
    to Articles of Incorporation (incorporated by reference to Exhibit 3.1 to the current report on Form 8-K filed with the SEC
    on July 20, 2012)                                                                                                                                                                                           
|            |  |                                                                                                                                                                                                                                                                                                                                                           
|10.1        |  | Form of Share Exchange Agreement, dated as of June 25, 2010, among the Registrant, Pet Airways, Inc., a Florida corporation (“PAWS”), the shareholders of PAWS, and Joseph A. Merkel, Kevin T. Quinlan, and Bellevue Holdings, Inc. (incorporated by reference to Exhibit 10.1 to the current report on Form 8-K filed with the SEC on July 1, 2010)      
|            |  |                                                                                                                                                                                                                                                                                                                                                           
|10.2        |  | Form of 8% Convertible Debenture (incorporated by reference to Exhibit 10.1 to the current report on Form 8-K filed with the SEC on August 17, 2010)                                                                                                                                                                                                      
|            |  |                                                                                                                                                                                                                                                                                                                                                           
|10.3        |  | Form of Subscription Agreement for 8% Convertible Debentures and Share Purchase Warrants (incorporated by reference to Exhibit 10.2 to the current report on Form 8-K filed with the SEC on August 17, 2010)                                                                                                                                              
|            |  |                                                                                                                                                                                                                                                                                                                                                           
|10.4        |  | Form of Common Stock Subscription Agreement (incorporated by reference to Exhibit 10.1 to the current report on Form 8-K filed with the SEC on November 9, 2010)                                                                                                                                                                                          
|            |  |                                                                                                                                                                                                                                                                                                                                                           
|10.5        |  | Form of Share Exchange Agreement, dated as of February 23, 2012, among the Registrant, The PAWS Pet Company, Inc, an Illinois corporation (“PAWS”), and all the shareholders of Impact Social Networking Inc., a Georgia corporation, (incorporated by reference to Exhibit 2.1 to the current report on Form 8-K filed with the SEC on February 29, 2012)
|            |  |                                                                                                                                                                                                                                                                                                                                                           
|10.6        |  | Form of Security Purchase Agreement, dated February 27, 2012 (incorporated by reference to Exhibit 4.1 to the current report on Form 8-K filed with the SEC on March 7, 2012)                                                                                                                                                                             
|            |  |                                                                                                                                                                                                                                                                                                                                                           
|10.7        |  | Form of 8% Convertible Promissory Note, dated as of February 27, 2012, (incorporated by reference to Exhibit 10.1 to the current report on Form 8-K filed with the SEC on March 7, 2012)                                                                                                                                                                  
|            |  |                                                                                                                                                                                                                                                                                                                                                           
|10.8        |  | Form of Security Purchase Agreement, dated April 16, 2012 (incorporated by reference to Exhibit 4.1 to the current report on Form 8-K filed with the SEC on April 26, 2012)                                                                                                                                                                               











|10.9  |  | Form of 8% Convertible Promissory Note, dated as of April 16, 2012, (incorporated by reference to Exhibit 10.1 to the current report on Form 8-K filed with the SEC on April 26, 2012)                          
|----- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|      |  |                                                                                                                                                                                                                 
|10.9  |  | Stock Incentive Plan, dated as of February 9, 2012, (incorporated by reference to Exhibit 4.1 to the Form S-8 filed with the SEC on April 26, 2012)                                                             
|      |  |                                                                                                                                                                                                                 
|10.10 |  | Form of Subscription Agreement(incorporated by reference to Exhibit 10.1 to the current report on Form 8-K filed with the SEC on June 19, 2012)                                                                 
|      |  |                                                                                                                                                                                                                 
|10.11 |  | Form of Subscription Agreement(incorporated by reference to Exhibit 10.1 to the current report on Form 8-K filed with the SEC on July 7, 2012)                                                                  
|      |  |                                                                                                                                                                                                                 
|10.12 |  | Form of Security Purchase Agreement, dated July 17, 2012 (incorporated by reference to Exhibit 4.1 to the current report on Form 8-K filed with the SEC on July 26, 2012)                                       
|      |  |                                                                                                                                                                                                                 
|10.13 |  | Form of 8% Convertible Promissory Note, dated as of July 17, 2012, (incorporated by reference to Exhibit 10.1 to the current report on Form 8-K filed with the SEC on July 26, 2012)                            
|      |  |                                                                                                                                                                                                                 
|10.14 |  | Securities Exchange Agreement dated March 9, 2013, (incorporated by reference to Exhibit 10.1 to the current report on Form 8-K filed with the SEC on March 15, 2013)                                           
|      |  |                                                                                                                                                                                                                 
|10.15 |  | Exhibit B to the Securities Exchange Agreement dated March 9, 2013, (incorporated by reference to Exhibit 10.2 to the current report on Form 8-K filed with the SEC March 15, 2013)                             
|      |  |                                                                                                                                                                                                                 
|10.16 |  | Bellevue Securities Exchange Agreement 2011 Warrants effective as of May 10, 2013, (incorporated by reference to Exhibit 10.1 to the current report on Form 8-K filed with the SEC on June 7, 2013)             
|      |  |                                                                                                                                                                                                                 
|10.17 |  | Bellevue Settlement Agreement effective as of May 10, 2013, (incorporated by reference to Exhibit 10.2 to the current report on Form 8-K filed with the SEC on June 7, 2013)                                    
|      |  |                                                                                                                                                                                                                 
|10.18 |  | Fantasy Securities Exchange Agreement 2010 Note effective as of May 10, 2013, (incorporated by reference to Exhibit 10.3 to the current report on Form 8-K filed with the SEC on June 7, 2013)                  
|      |  |                                                                                                                                                                                                                 
|10.19 |  | Fantasy Securities Exchange Agreement 2011 Warrants effective as of May 10, 2013, (incorporated by reference to Exhibit 10.4 to the current report on Form 8-K filed with the SEC on June 7, 2013)              
|      |  |                                                                                                                                                                                                                 
|10.20 |  | Fantasy Settlement Agreement effective as of May 10, 2013, (incorporated by reference to Exhibit 10.5 to the current report on Form 8-K filed with the SEC on June 7, 2013)                                     
|      |  |                                                                                                                                                                                                                 
|16.1  |  | Letter from Cordovano and Honick LLP regarding the resignation of the independent accountant (incorporated by reference to Exhibit 16.1 to the current report on Form 8-K filed with the SEC on August 31, 2010)
|      |  |                                                                                                                                                                                                                 
|21.1  |  | Subsidiaries of the Registrant.                                                                                                                                                                                 
|      |  |                                                                                                                                                                                                                 
|31.1* |  | Certification of Chief Executive Officer pursuant to Section 302, of the Sarbanes-Oxley Act of 2002.                                                                                                            
|      |  |                                                                                                                                                                                                                 
|32.1* |  | Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.                                                              



|* |  | These exhibits were previously included or incorporated by reference in The Paws Pet
Company, Inc.’s, Annual Report on Form 10-K for the fiscal year ended December 31, 2012, filed with Securities and Exchange
Commission on June 28, 2013.
|- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------













SIGNATURES



Pursuant
to the requirements of Section 13 or 15(d) of the Exchange Act, the Registrant has duly caused this Report to be signed on its
behalf by the undersigned, thereunto duly authorized.



| | The
    PAWS Pet Company, Inc.
| | ------------------------------
| |                               
| | By:                           
| |                               
| |                               
| |                               
| |                               



Pursuant to the
requirements of the Securities Exchange Act of 1934, this Report has been signed below by the following persons on behalf of
the Registrant in the capacities and on the dates indicated.



|Signatures |                               | Title(s) |                                                       | Date
|---------- | ----------------------------- | -------- | ----------------------------------------------------- | ----
|           |                               |          |                                                       |     
|By:        | /s/
    Daniel Wiesel         |          | Chairman
and Chief Executive Officer, Acting Chief    |     
|           | Daniel Wiesel                 |          | Financial Officer and Acting Chief Accounting Officer |     
|           |                               |          |                                                       |     
|By:        | /s/
    Alysha Binder         |          | Chief Development Officer and Director                |     
|           | Alysha Binder                 |          |                                                       |     
|           |                               |          |                                                       |     
|By:        | /s/
    Evon L. Midei         |          | Director                                              |     
|           | Evon L. Midei                 |          |                                                       |     
|           |                               |          |                                                       |     
|By:        | /s/
    Jonathan Renkas, M.D. |          | Director                                              |     
|           | Jonathan Renkas, M.D          |          |                                                       |