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

                                    FORM 10-Q

     [x] Quarterly Report Pursuant To Section 13 or 15(d) of The Securities
                              Exchange Act Of 1934

                  For the quarterly period ended March 31, 2012

        [ ] Transition Report Under Section 13 or 15(d) of The Securities
                              Exchange Act Of 1934

                  For the transition period from __________ to __________

                        Commission File Number: 000-53316

                                TRANSBIOTEC, INC.
                        --------------------------------
             (Exact name of registrant as specified in its charter)

            Delaware                                    26-0731818
    -------------------------------            ----------------------------
 (State or other jurisdiction                       (I.R.S. Employer
     of incorporation or                            Identification No.)
        organization)

                        3030 Old Ranch Parkway, Suite 350
                              Seal Beach, CA 90740
                          ---------------------------
          (Address of principal executive offices, including Zip Code)

                                 (562) 280-0483
                           -------------------------
                (Issuer's telephone number, including area code)


Check whether the issuer (1) filed all reports required to be filed by section
13 or 15(d) of the Exchange Act 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 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 (ss.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 [ ]

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

Large accelerated filer      [ ]             Accelerated filer          [ ]

Non-accelerated filer        [ ]             Smaller reporting company  [x]

Indicate by check mark whether the registrant is a shell company (as defined in
Rule 12b-2 of the Exchange Act). Yes [ ] No [X]

State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date:  27,887,518 shares of common stock as
of April 30, 2012.



<PAGE>


                                 Transbiotec, Inc.
                           (A Development Stage Company)
                            CONSOLIDATED BALANCE SHEETS

                                                  Mar. 31, 2012
                                                   (unaudited)    Dec. 31, 2011
                                                 --------------   -------------
   ASSETS
     Current assets
       Cash                                       $      126       $  108,019
       Due from Triumph Capital                          100              100
       Prepaid expenses                                2,420              192
                                                  ----------       ----------
                  Total current assets                 2,646          108,311
                                                  ----------       ----------
       Fixed assets - net                              1,950            1,132
                                                  ----------       ----------
           Total Assets                           $    4,596       $  109,443
                                                  ==========       ==========

   LIABILITIES & STOCKHOLDERS' EQUITY
     Current liabilities
           Accounts payable                       $  214,420       $  207,660
           Accrued interest payable                  117,341           87,411
           Notes payable - current -
            related parties                          191,260          191,260

           Notes payable - current                   106,136           86,000
           Notes payable - 8%
            Debenture                                 30,000           30,000
           Related party payables                    274,625          288,448
           Other payables                            158,006          158,006
                                                  ----------       ----------
                  Total current liabilties         1,091,788        1,048,785
                                                  ----------       ----------
           Notes payable - related parties           549,263          549,263
                                                  ----------       ----------
     Total Liabilities                             1,641,051        1,598,048
                                                  ----------       ----------

     Stockholders' Equity
           Common stock, $.00001 par value;
            100,000,000 shares authorized;
            27,887,518 and 25,471,672
            shares issued and outstanding
            at March 31, 2012 and December
            31, 2011 respectively.                       279              254

           Additional paid in capital             11,200,941        9,266,959
           Deficit accumulated during the
            development stage                    (12,799,549)     (10,720,938)
                                                  ----------       ----------
           Total Imagine Media, Ltd.
            stockholders' equity                  (1,598,329)      (1,453,725)

           Noncontrolling interest                   (38,126)         (34,880)
                                                  ----------       ----------

     Total Stockholders' Equity                   (1,636,455)      (1,488,605)
                                                  ----------       ----------
     Total Liabilities and Stockholders'
      Equity                                      $    4,596       $  109,443
                                                  ==========       ==========

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

                                       2
<PAGE>


                                Transbiotec, Inc.
                          (A Development Stage Company)
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                                  (unaudited)
<TABLE>
<S>                                                 <C>             <C>            <C>

                                                                              Period From
                                               For Three Months Ended        July 19, 2004
                                                      March 31,             (Inception) To
                                                  2012           2011        Mar. 31, 2012
                                             ---------------  -----------  ------------------

   Revenues                                  $         -      $         -  $            -
                                             ---------------  -----------  ------------------
                                                       -                -               -
                                             ---------------  -----------  ------------------
   Operating expenses:
        Amortization & depreciation                  152              699          75,895
        General and administrative             2,031,147          119,733      11,712,386
                                             ---------------  -----------  ------------------
                                               2,031,299          120,432      11,788,281
                                             ---------------  -----------  ------------------
   Gain (loss) from operations                (2,031,299)        (120,432)    (11,788,281)
                                             ---------------  -----------  ------------------
   Other income (expense):
        Gain on sale of fixed asset                4,790                -           4,790
        Interest expense                         (35,212)         (86,007)     (1,010,010)
        Interest expense - beneficial
         conversion feature                      (20,136)               -         (90,136)
                                             ---------------  -----------  ------------------
                                                 (50,558)         (86,007)     (1,095,356)
                                             ---------------  -----------  ------------------
   Income (loss) before provision for
    income taxes                              (2,081,857)        (206,439)    (12,883,637)
   Provision for income tax                            -                -               -
                                             ---------------  -----------  ------------------

   Net income (loss)                          (2,081,857)        (206,439)    (12,883,637)
     Less: Net (income) loss attributable
      to noncontrolling interest                   3,246                -          84,088
                                             ---------------  -----------  ------------------
   Net income (loss) attributable
    to Imagine Media, Ltd.                   $(2,078,611)     $  (206,439) $  (12,799,549)
                                             ===============  ===========  ==================

   Net income (loss) per share (Imagine
    Media, Ltd.)(Basic and fully diluted)    $     (0.08)     $     (0.02)
                                             ===============  ===========

   Weighted average number of
    common shares outstanding                 25,496,925       12,910,083
                                             ===============  ===========

</TABLE>

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

                                       3
<PAGE>


                                Transbiotec, Inc.
                          (A Development Stage Company)
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                  (unaudited)
<TABLE>
<S>                                              <C>              <C>              <C>

                                                                               Period From
                                                                              July 19, 2004
                                                For Three Months Ended         (Inception)
                                                       March 31,                   To
                                                  2012            2011        Mar. 31, 2012
                                             ----------------  ------------  ----------------

   Cash Flows From Operating Activities:
        Net income (loss)                    $   (2,078,611)   $  (206,439)  $  (12,880,391)

        Adjustments to reconcile net loss
         to net cash provided by (used for)
         operating activities:
             Amortization & depreciation                152            699           75,895
             Compensatory equity issuances        1,888,871              -        8,228,188
             Asset write offs                           850              -           38,363
             Accrued payables                        17,293        186,402        2,016,795
             Gain on sale of fixed asset             (4,790)             -           (4,790)
             Note pay. benefical conversion
              expense                                20,136              -          293,700
             Original issue discount -
              interest expense                            -              -           40,000
                                             ----------------  ------------  ----------------
                  Net cash provided by
                   (used for) operating
                   activities                      (156,099)       (19,338)      (2,192,240)
                                             ----------------  ------------  ----------------


   Cash Flows From Investing Activities:
             Proceeds received on sale of
              fixed asset                             4,790              -            4,790
             Fixed asset purchases                     (970)             -          (77,845)
                                             ----------------  ------------  ----------------
                  Net cash provided by
                   (used for) investing
                   activities                         3,820              -          (73,055)
                                             ----------------  ------------  ----------------

</TABLE>



                          (Continued On Following Page)

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



                                       4
<PAGE>

                                Transbiotec, Inc.
                          (A Development Stage Company)
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                  (unaudited)


                         (Continued From Previous Page)

<TABLE>
<S>                                              <C>               <C>              <C>

                                                                               Period From
                                                                              July 19, 2004
                                               For Three Months Ended          (Inception)
                                                      March 31,                    To
                                                 2012             2011        Mar. 31, 2012
                                           ------------------  ------------  ----------------

   Cash Flows From Financing Activities:
             Notes & loans payable -
              borrowings                           19,386           2,845          875,647
             Notes & loans payable -
              payments                                  -          (4,000)         (38,726)
             Repurchase of equity                       -               -         (250,000)
             Equity issuances                      25,000               -        1,678,500
                                           ------------------  ------------  ----------------
                  Net cash provided by
                   (used for) financing
                   activities                      44,386          (1,155)       2,265,421
                                           ------------------  ------------  ----------------

   Net Increase (Decrease) In Cash               (107,893)        (20,493)             126


   Cash At The Beginning Of The Period            108,019          30,695                -
                                           ------------------  ------------  ----------------

   Cash At The End Of The Period           $          126      $   10,202    $         126
                                           ==================  ============  ================

   Schedule Of Non-Cash Investing And Financing Activities

   Compensatory equity issuances           $    1,888,871      $        -    $   8,228,188

   Debt converted to capital               $            -      $        -    $   1,487,875

   Supplemental Disclosure

   Cash paid for interest                  $        4,500      $        -    $      11,735

   Cash paid for income taxes              $            -      $        -    $           -


</TABLE>

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

                                       5
<PAGE>

                                Transbiotec, Inc.
                          (A Development Stage Company)
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1. ORGANIZATION, OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

     Imagine  Media,  LTD.  was  incorporated  in  August  2007 in the  State of
Delaware.  TransBioTec  Inc. was formed in the state of California in July 2004.
Effective  September 19, 2011 Imagine Media,  LTD. was acquired by  TransBioTec,
Inc. in a  transaction  classified  as a reverse  acquisition.  In January  2012
Imagine Media, LTD. changed its name to TransBioTec, Inc., resulting in a parent
company and subsidiary of the same name. The financial  statements represent the
activity of TransBioTec,  Inc. from July 19, 2004 forward,  and the consolidated
activity of Imagine Media,  LTD. and  TransBioTec,  Inc. from September 19, 2011
forward.  Imagine Media, LTD. and TransBioTec,  Inc. are hereinafter referred to
collectively as the "Company". The Company has developed and plans to market and
sell a non-invasive alcohol sensing system which includes an ignition interlock.
The Company is currently  considered to be in the development stage, and has not
generated revenues from its activities.

Principles of consolidation
---------------------------

     The accompanying  consolidated financial statements include the accounts of
the Company and its majority owned  subsidiary.  All  intercompany  accounts and
transactions have been eliminated in consolidation.

Use of Estimates
----------------

     The  preparation  of financial  statements  in  conformity  with  generally
accepted  accounting  principles  requires  management  to  make  estimates  and
assumptions   that  affect  reported  amounts  of  assets  and  liabilities  and
disclosure of  contingent  assets and  liabilities  at the date of the financial
statements  and the  reported  amounts  of  revenues  and  expenses  during  the
reporting period. Actual results could differ from those estimates.

Cash and cash equivalents
-------------------------

     The  Company  considers  all highly  liquid  investments  with an  original
maturity of three months or less as cash equivalents.

Accounts receivable
-------------------

     The Company reviews accounts receivable periodically for collectability and
establishes an allowance for doubtful accounts and records bad debt expense when
deemed  necessary.  At March 31,  2012 and 2011 the  Company  had no  balance in
accounts receivable or the allowance for doubtful accounts.

Property and equipment
----------------------

     Property and equipment are recorded at cost and depreciated  under straight
line methods over each item's estimated useful life.


                                       6
<PAGE>

                                Transbiotec, Inc.
                          (A Development Stage Company)
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Revenue recognition
-------------------

     Revenue is recognized on an accrual basis as earned under  contract  terms.
The Company has had no revenues to date

Advertising costs
-----------------

     Advertising  costs are  expensed  as  incurred.  The  Company  recorded  no
material  advertising  costs  during the three  months  ended March 31, 2012 and
2011.

Income tax
----------

     The Company  accounts for income taxes  pursuant to ASC 740.  Under ASC 740
deferred taxes are provided on a liability  method  whereby  deferred tax assets
are  recognized for deductible  temporary  differences  and operating loss carry
forwards and deferred  tax  liabilities  are  recognized  for taxable  temporary
differences.  Temporary  differences  are the  differences  between the reported
amounts of assets and liabilities  and their tax bases.  Deferred tax assets are
reduced by a valuation allowance when, in the opinion of management,  it is more
likely than not that some  portion or all of the deferred tax assets will not be
realized.  Deferred tax assets and  liabilities  are adjusted for the effects of
changes in tax laws and rates on the date of enactment.

Net income (loss) per share
---------------------------

     The net income  (loss) per share is  computed  by  dividing  the net income
(loss) by the weighted average number of shares of common outstanding. Warrants,
stock  options,  and common stock  issuable upon the conversion of the Company's
preferred  stock (if any),  are not  included in the  computation  if the effect
would be  anti-dilutive  and would  increase the  earnings or decrease  loss per
share.

Financial Instruments
---------------------

     The carrying value of the Company's financial  instruments,  as reported in
the accompanying balance sheets, approximates fair value.

Long-Lived Assets
-----------------

     In  accordance  with ASC 350,  the Company  regularly  reviews the carrying
value of intangible  and other  long-lived  assets for the existence of facts or
circumstances,  both internally and externally,  that may suggest impairment. If
impairment  testing  indicates a lack of  recoverability,  an impairment loss is
recognized by the Company if the carrying  amount of a long-lived  asset exceeds
its fair value.

Products and services, geographic areas and major customers
-----------------------------------------------------------

     The Company is currently in the developmental stage and has no revenue.

                                       7
<PAGE>

                                Transbiotec, Inc.
                          (A Development Stage Company)
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Stock based compensation
------------------------

     The Company accounts for employee and  non-employee  stock awards under ASC
718,  whereby equity  instruments  issued to employees for services are recorded
based  on  the  fair  value  of  the  instrument  issued  and  those  issued  to
non-employees are recorded based on the fair value of the consideration received
or  the  fair  value  of the  equity  instrument,  whichever  is  more  reliably
measurable.

Minority Interest (Noncontrolling interest)
-------------------------------------------

     A subsidiary of the Company has minority  members,  representing  ownership
interests of 2.46% at March 31, 2012. The Company  accounts for these  minority,
or noncontolling  interests pursuant to ASC 810-10-65 whereby gains or losses in
a subsidiary with a noncontrolling  interest are allocated to the noncontrolling
interest based on the ownership percentage of the noncontrolling  interest, even
if that allocation results in a deficit noncontrolling interest balance.

NOTE 2. RELATED PARTY TRANSACTIONS

     During  the three  months  ended  March 31,  2012 and March 31,  2011,  the
Company had  payables due to officers  for accrued  compensation  of $27,445 and
$140,065 respectively.

     In 2010 an officer converted $325,000 in compensation owed him into 516,750
common   shares.   During  the  year  ended  December  31,  2011  related  party
shareholders  converted  $829,164 in note principal and interest and $135,000 in
compensation into 2,408,977 common shares.

NOTE 3. FIXED ASSETS

                                 December 31      December 31      (unaudited)
                                    2010             2011         March 31, 2012
                               ----------------  --------------  ---------------

   Automobile                  $       33,383    $       33,383  $            -
   Office and Lab
   Equipment                           31,896            31,896          31,616

   Furniture & fixtures                11,596            11,596          11,556
                               ----------------  --------------  ---------------
                                       76,875            76,875          43,172

   Less accumulated
    depreciation                      (74,832)          (75,743)        (41,222)
                               ----------------  --------------  ---------------

   Total                       $        2,043    $        1,132  $        1,950
                               ================  ==============  ===============

     Depreciation  expense for the three  months  ended March 31, 2012 and March
31, 2011 was $152 and $699 respectively.



                                       8
<PAGE>

                               Transbiotec, Inc.
                          (A Development Stage Company)
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 4. NOTES PAYABLE

                                                December 31       (unaudited)
                                             2010         2011   March 31, 2012
                                             ----         ----   --------------
Note payable to related party, unsecured,
 due 8/3/2012,  interest rate 0%            $  1,950    $  1,950   $     1,950

Note payable to related party, unsecured,
 due 9/17/2008, convertible at holder's
 option at $1 per share, interest rate 10%
 plus agreed upon amounts                   $184,156    $      -   $         -

Note payable to related party, unsecured,
 due 12/15/2013, monthly interest due,
 convertible at holder's option at $2.50
 per share, interest rate 22.1%             $150,000    $      -   $         -

Note payable to related party, unsecured,
 due 05/28/2009, convertible at holder's
 option at $2.50 per share, original issue
 discount of 20%, with interest at $444 per
 day after due date                         $240,000    $      -   $         -

Note payable to related party, unsecured,
 due 07/27/2012,  convertible at holder's
 option at $2.50 per share, interest
 rate 8%                                    $151,929    $      -   $         -

Notes payable to related party, unsecured,
 due 01/29/2011, convertible at holder's
 option at $2.50 per share, interest
 rate 9%                                    $  5,000    $      -   $         -

Notes payable to related party, unsecured,
 due 12/31/2012, interest rate 0%           $ 15,810    $ 11,810   $    11,810

Note payable, unsecured, due 09/15/2012,
 convertible at holder's option at $2.50 per
 TransBioTec share, and any TransBioTec
 shares then converted into Imagine
 Media, LTD. shares at 7.726 shares for 1
 TransBiotec share, interest rate 10%       $      -    $ 16,000   $    16,000

Note payable, unsecured, due 2/8/12,
 quarterly interest due, convertible at
 holder's option at $0.3235688 per IMLE
 share, interest rate 30%                   $      -    $ 10,000   $    10,000

                                       9
<PAGE>

                                Transbiotec, Inc.
                          (A Development Stage Company)
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Note payable, unsecured, due 2/8/12,
 quarterly interest due, convertible at
 holder's option at $0.3235688 per IMLE
 share, interest rate 30%                   $      -    $ 25,000   $    25,000

Note payable, unsecured, due 2/17/12,
 quarterly Interest due, convertible at
 holder's option at $0.3235688 per IMLE
 share, interest rate 30%                   $      -    $ 25,000   $    25,000

Note payable, unsecured, due 2/18/12,
 quarterly Interest due, convertible at
 holder's option at $0.3235688 per IMLE
 share, interest rate 30%                   $      -    $ 10,000   $    10,000

Note payable, unsecured, due 2/8/13,
 annually Interest due, convertible at
 holder's option at $0.3235688 per IMLE
 share, interest rate 18%                   $      -    $      -   $       750

Note payable, unsecured, due 2/8/13,
 annually Interest due, convertible at
 holder's option at $0.3235688 per IMLE
 share, interest rate 18%                   $      -    $      -   $     1,875

Note payable, unsecured, due 2/15/13,
 annually Interest due, convertible at
 holder's option at $0.3235688 per IMLE
 share, interest rate 12%                   $      -    $      -   $     2,500

Note payable, unsecured, due 2/20/13,
 annually Interest due, convertible at
 holder's option at $0.3235688 per IMLE
 share, interest rate 12%                   $      -    $      -   $     3,750

Note payable, unsecured, due 2/21/13,
 annually Interest due, convertible at
 holder's option at $0.3235688 per IMLE
 share, interest rate 12%                   $      -    $      -   $     2,625

Note payable, unsecured, due 3/20/13,
 annually Interest due, convertible at
 holder's option at $0.3235688 per IMLE
 share, interest rate 12%                   $      -    $      -   $     5,433

Note payable, unsecured, due 3/22/13,
 annually Interest due, convertible at
 holder's option at $0.3235688 per IMLE
 share, interest rate 12%                   $      -    $      -   $     3,203

                                       10
<PAGE>

                                Transbiotec, Inc.
                          (A Development Stage Company)
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

 Note payable to related party, unsecured,
  lien against company assets, $731,763,
  5-years at 0% simple interest, due
  7/1/2016, payment amounts vary each
  month.                                    $      -    $726,763   $   726,763
                                            ---------   --------   -----------

                                            $748,845    $826,523   $   876,659

Less current portion                        (594,966)   (277,260)     (327,396)

 Long-term portion                          $153,879    $ 49,263   $   549,263
                                            ========    ========   ===========


Required principal payments from December 31, 2012 forward are as follows:

                              2012   $   327,396
                              2013   $   185,375
                              2014   $   196,881
                              2015   $   123,709
                              2016   $    43,298
                                     -----------
                                     $   876,659
                                     ===========

Interest  expense  under notes  payable in for the three  months ended March 31,
2012 and March 31, 2011 was $23,960 and $56,177 respectively.

     During the three months ended March 31, 2012 and March 31, 2011 the Company
recognized a beneficial conversion feature expense on borrowing from convertible
notes of $20,136 and none, respectively.

   Convertible debenture payable to
    unrelated party, unsecured, due
    04/1/2009, convertible at holder's
    option at $.25 per share, interest
    rate 8% Default interest rate 12%     $  30,000    $  30,000   $    30,000

NOTE 5. INCOME TAXES

     Deferred  income  taxes  arise  from  the  temporary   differences  between
financial  statement and income tax recognition of net operating  losses.  These
loss carryovers are limited under the Internal Revenue Code should a significant
change in ownership occur.

NOTE 6. STOCK OPTIONS

     The Company accounts for employee and non-employee  stock options under ASC
718,  whereby  option  costs  are  recorded  based  on  the  fair  value  of the
consideration  received  or the fair  value of the  equity  instruments  issued,
whichever is more reliably measurable. Unless otherwise provided for, the

                                       11
<PAGE>

                               Transbiotec, Inc.
                          (A Development Stage Company)
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Company covers option exercises by issuing new shares.

     The Company's stock option activity is described below.

Non-employee stock options
--------------------------

     At the beginning of 2010 the Company had 10,000  non-employee stock options
outstanding  in the  Company's  subsidiary  TransBiotec,  Inc.  During  2010 the
Company granted 22,500 options for services, allowing the holder to purchase one
share of common stock per option, with 22,500 options exercisable immediately at
prices from $0.10 - $0.15 per share with the option terms  expiring from January
2012 through January 2015. During 2010 no options were exercised, and no options
expired,  leaving a 2010 year end  outstanding  balance  of 32,500  non-employee
stock  options.  The  fair  value  of the  22,500  options  granted  in 2010 was
estimated on the date of grant using the Black-Scholes option pricing model with
the following  assumptions:  risk free interest rate of 1.08% - 2.67%,  dividend
yield of 0%  expected,  the  Company  lives of 2 - 5 years,  volatility  of 100%
incurred and recorded  compensation  expense  under these stock option grants of
$53,262 in 2010.  During the year ended  December  31, 2011 10,000  options were
exercised,  and no options  expired,  leaving a December  31,  2011  outstanding
balance of 22,500 non-employee stock options, exercisable at prices from $0.10 -
$0.15 per share with the option terms expiring from January 2012 through January
2015.  During the three months  ended March 31, 2012 no options were  exercised,
and no options expired,  leaving a March 31, 2012 outstanding  balance of 22,500
non-employee  stock  options.  All of  these  options  are for the  stock of the
Company's subsidiary. The parent company has no stock options outstanding.  NOTE

7. GOING CONCERN

The Company has  suffered  recurring  losses from  operations  and has a working
capital  deficit  and  stockholders'  deficit,  and in all  likelihood  will  be
required to make significant  future  expenditures in connection with continuing
marketing efforts along with general administrative  expenses.  These conditions
raise  substantial  doubt  about the  Company's  ability to  continue as a going
concern.

The  Company  may  raise  additional  capital  through  the  sale of its  equity
securities,  through an offering of debt securities,  or through borrowings from
financial  institutions  or others.  By doing so, the Company  hopes to generate
revenues from sales of its alcohol sensing and ignition lock systems. Management
believes that actions presently being taken to obtain additional funding provide
the opportunity for the Company to continue as a going concern.


                                       12
<PAGE>

Item 2. Management's  Discussion and Analysis of Financial Condition and Plan of
        Operation

     The  Company  was formed in August  2007 to publish  and  distribute  Image
Magazine,  a monthly  guide and  entertainment  source for the Denver,  Colorado
area. The Company  generated only limited revenue and essentially  abandoned its
business plan in January 2009.

     In January 2012 the Company completed its acquisition of TransBiotec,  Inc.
("TBT") a California corporation.

     As a result of the  acquisition,  TBT's  business is that of the Company's,
and,  unless  otherwise  indicated,  any  references to the Company  include the
business and operations of TBT.

     The Company, now headquartered in Seal Beach, California, has developed and
patented a high technology,  state-of-the-art  transdermal  sensor system,  that
detects blood alcohol  levels  through a person's  skin.  Ethanol is produced as
alcohol is ingested  and  metabolized  in the body.  The system  senses  ethanol
excreted through  perspiration.  A person places their finger on the sensor, and
within 5-8 seconds,  the sensor will detect the ethanol level. A signal can then
be sent to output  devices  that control the ignition in a vehicle to prevent it
from starting.  The system can also communicate with other devices such as a GPS
unit, or cell phone.

     The Company's system is unobtrusive, accurate, reliable, durable, low cost,
easier to use and faster than the current breathalyzer applications. The Company
has  completed  its beta testing of the sensor and is currently  developing  its
manufacturing capability.

     Initially,  the  Company  intends to offer its sensor  only for  commercial
vehicle  applications.  Later,  the  Company  plans to market  its sensor to the
public for use in automobiles, SUV's, RV's, boats and other vehicles.

     The following discussion:

     o    summarizes the Company's plan of operation; and

     o    analyzes  the  Company's  financial  condition  and the results of its
          operations for the three months ended March 31, 2012.

     This  discussion  and  analysis  should  be read in  conjunction  with  the
Company's financial statements included as an exhibit to this report.

                                       13
<PAGE>

Plan of Operation and Capital Requirements
------------------------------------------

     The Company's plan of operations is as follows:

                                                         Projected     Estimated
   Activity                                            Completion Date    Cost
   --------                                            --------------- ---------

   Develop relationship with initial customers
   willing to work with Company in refining SOBR.
   Will discount price for units sold to customers
   who partner with Company in this phase. Identify
   add-on features that may appeal to customers.
   Complete design of printed circuit boards and
   injection molding tools. Sales target of 500 units.   June 2012     $160,000

   Outsource manufacturing, packaging and shipping.
   Complete joint venture agreement with GPS partner.
   Develop add-on features such as cameras, GPS and
   radio interfaces, and a fingerprint reader which
   would allow the SOBR to determine the driver's
   identity and blood alcohol content at the same
   time.  Improve production capability to 1,000
   units per month.                                    August 2012     $185,000

   Improve manufacturing capability to 10,000
   units per month.                                  December 2012     $370,000

     The Company will maintain its research and development  efforts with a goal
of continuously improving the SOBR.

     The Company's  sources and (uses) of funds for the three months ended March
31, 2012 and 2011 are shown below:

                                      Three Months ended March 31,
                                      ----------------------------
                                       2012                2011
                                       ----                ----
Net cash provided by
 (used for) operations              (156,099)           (19,338)

Sale of equipment                      4,790                 --

Purchase of equipment                   (970)                --

Loans, net of loan repayments         19,386             (1,155)

Sale of stock                         25,000                 --

Cash on hand at
 beginning of the period             107,893             20,493

                                       14
<PAGE>

     The Company does not have any off-balance  sheet  arrangements that have or
are  reasonable  likely  to have a  current  or  future  material  effect on its
financial  condition,  changes in financial  condition,  results of  operations,
liquidity or capital resources.

     Other than as  disclosed  above,  the Company  does not know of any trends,
demands,  commitments,  events or  uncertainties  that will  result  in, or that
reasonably likely to result in, the Company's liquidity increasing or decreasing
in any material way.

     Other than as disclosed above, the Company does not know of any significant
changes in its expected sources and uses of cash.

Results of Operations
---------------------

     The Company was formed in August 2007 and  generated  only limited  revenue
before it effectively ceased operations in January 2009.

     Material  changes in the Company's  Statement of  Operations  for the three
months ended March 31, 2012 as compared to the same period in the prior year are
discussed below:

                                    Increase (I)
Item                              or Decrease (D)  Reason
----                              ---------------  ------
Professional and Subcontractor Fee     (I)         Product Development Costs

Research and Product Development       (I)         Purchase of materials

Salary and Wages                       (I)         Hiring two sales
                                                   representatives and a
                                                   scientist.

Travel                                 (I)         Travel required in
                                                   connection with the
                                                   acquisition of TBT.

Advertising                            (I)         Web   Site    design   and
                                                   marketing materials

Item 4.  Controls and Procedures.

     (a) The Company  maintains a system of controls and procedures  designed to
ensure that  information  required to be disclosed in reports filed or submitted
under the Securities Exchange Act of 1934, as amended ("1934 Act"), is recorded,
processed,  summarized and reported,  within time periods specified in the SEC's
rules and forms and to ensure that  information  required to be disclosed by the
Company  in the  reports  that it files  or  submits  under  the  1934  Act,  is
accumulated  and  communicated  to  the  Company's  management,   including  its
Principal  Executive  and  Financial  Officer,  as  appropriate  to allow timely
decisions  regarding  required  disclosure.  As of March 31, 2012, the Company's
Principal  Executive and Financial  Officer  evaluated the  effectiveness of the
design and operation of the Company's disclosure controls and procedures.  Based

                                       15
<PAGE>

on that evaluation, the Principal Executive and Financial Officer concluded that
the Company's disclosure controls and procedures were effective.

     (b) Changes in Internal  Controls.  There were no changes in the  Company's
internal  control over  financial  reporting  during the quarter ended March 31,
2012, that materially  affected,  or are reasonably likely to materially affect,
its internal control over financial reporting.

                                     PART II

Item 6.  Exhibits

Exhibits

  31.1  Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

  31.2  Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

  32    Certification pursuant to Section 906 of the Sarbanes-Oxley Act.

                                       16
<PAGE>

                                   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 thereunto duly authorized.




                                    TRANSBIOTEC, INC.


May 16, 2012                        By: /s/ Charles Bennington
                                        -----------------------------------
                                        Charles Bennington, Principal Executive,
                                        Financial and Accounting Officer

                                       17
<PAGE>