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


                                   FORM 10-QSB

(Mark One)

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

                  For the quarterly period ended March 31, 2008
                                                 --------------

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

            For the transition period from ___________ to ___________

                        Commission file number 000-17746
                        --------------------------------


                      Safe Technologies International, Inc.
                      -------------------------------------
        (Exact name of small business issuer as specified in its charter)

          Delaware                                           22-2824492
          --------                                           ----------
(State or other jurisdiction of                             (IRS Employer
incorporation or organization)                             Identification No.)

            123 NW 13 Street, Suite 30408, Boca Raton, FL 33432
            --------------------------------------------------------
                    (Address of principal executive offices)

                                 (561) 832-2700
                                 --------------
                           (Issuer's telephone number)


             --------------------------------------------------------
              (Former address, changed since last report)

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

State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date: 932,631,602 shares of common stock
as of May 1, 2008

Transitional Small Business Disclosure Format (Check one): Yes [ ] No [X]
<PAGE>


                          PART I FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

Consolidated Financial Statements:
         Consolidated Balance Sheets                                     2
         Consolidated Statements of Operations                           3
         Consolidated Statements of Changes in Stockholders' Equity      4
         Consolidated Statements of Cash Flows                           5
Notes to Consolidated Financial Statements                               6
<PAGE>

                      Safe Technologies International, Inc.
                           Consolidated Balance Sheets
                      March 30, 2008 and December 31, 2007
<TABLE>

                                                                                March 31,       December 31,
                                                                                  2008              2007
                                                                               -----------      -----------
                                      ASSETS                                   (Unaudited)        (Audited)

<S>                                                                            <C>              <C>
CURRENT ASSETS
    Cash                                                                       $     4,660      $     6,777
    Accounts receivable, net of allowance for doubtful accounts of
    $3,064 and $2,500 at March 31, 2008 and December 31, 2007 respectively           1,448              870
                                                                               -----------      -----------
       Total current assets                                                          6,108            7,647
                                                                               -----------      -----------

PROPERTY AND EQUIPMENT
    Furniture, fixtures, and equipment                                               5,644            5,644
    Less: Accumulated depreciation                                                  (5,644)          (5,644)
                                                                               -----------      -----------
       Total property and equipment                                                   --                  0
                                                                               -----------      -----------

OTHER ASSETS
    Deposits                                                                           939              939
                                                                               -----------      -----------
       Total other assets                                                              939              939

                                                                               -----------      -----------
Total Assets                                                                   $     7,047      $     8,586
                                                                               ===========      ===========

                  LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
CURRENT LIABILITIES
    Accounts payable and accrued expenses                                           63,997          186,038
    Notes and loans payable- related parties                                     1,665,900        1,468,309
    Deferred revenue                                                                 1,028            1,200
                                                                               -----------      -----------

       Total current liabilites                                                  1,730,925        1,655,547
                                                                               -----------      -----------

Total liabilites                                                                 1,730,925        1,655,547
                                                                               -----------      -----------

STOCKHOLDERS' EQUITY (DEFICIT)
    Common stock, $.00001 par value, 999,999,000 shares authorized;                  9,326            9,326
    932,631,602 shares issued and outstanding at
    March 31, 2008 and December 31, 2007, respectively
    Additional paid-in capital                                                   7,441,803        7,441,803
    Subscriptions received                                                          12,000           12,000
    Retained earnings (deficit)                                                 (9,187,007)      (9,110,090)
                                                                               -----------      -----------

       Total stockholders' equity (deficit)                                     (1,723,878)     $(1,646,961)
                                                                               -----------      -----------

Total Liabilities and Stockholders' Equity (Deficit)                           $     7,047      $     8,586
                                                                               ===========      ===========

</TABLE>


    The accompanying notes are an intergral part of the financial statements

                                       2


<PAGE>


                      Safe Technologies International, Inc.
                      Consolidated Statements of Operations
               For the three months ended March 31, 2008 and 2007

<TABLE>
<CAPTION>

                                                             2008               2007
                                                         -------------      -------------
                                                          (unaudited)        (unaudited)


<S>                                                      <C>                <C>
      REVENUES                                           $       2,809      $       2,952

      COST OF OPERATIONS                                         3,300              3,300
                                                         -------------      -------------

Gross Profit (Loss)                                               (491)              (348)
                                                         -------------      -------------

OPERATING EXPENSES

    Selling, general and adminstrative expenses                 26,610             18,976
                                                         -------------      -------------
      Total operating expenses                                  26,610             18,976
                                                         -------------      -------------

Operating income (loss)                                        (27,101)           (19,324)
                                                         -------------      -------------

OTHER INCOME (EXPENSE)

    Interest expense                                           (49,816)           (40,141)

                                                         -------------      -------------
      Total other income (expense)                             (49,816)           (40,141)
                                                         -------------      -------------

Loss before provision for income taxes                         (76,917)           (59,465)
Income taxes                                                      --                 --
                                                         -------------      -------------

Net income (loss)                                        $     (76,917)     $     (59,465)
                                                         =============      =============

Net income (loss) per common share, basic                $          (0)     $          (0)
                                                         =============      =============

Weighted average number of common shares outstanding       932,631,602        932,631,602
                                                         =============      =============
</TABLE>

    The accompanying notes are an intergral part of the financial statements

                                       3
<PAGE>

                      Safe Technologies International, Inc.
            Consolidated Statements of Stockholders' Equity (Deficit)
                                 March 31, 2008


<TABLE>
<CAPTION>


                                    Number            Common          Additional          Subs.         Accumulated
                                   of Shares          Stock        Paid-In Capital      Received         Deficit
                                  ------------      ------------     ------------     ------------     ------------
<S>                                <C>              <C>              <C>              <C>              <C>
BALANCE, December 31, 2006         932,631,602      $      9,326     $  7,411,803     $     12,000     $ (8,852,306)

  Net loss                            (257,784)

                                  ------------      ------------     ------------     ------------     ------------
BALANCE, December 31, 2007         932,631,602             9,326        7,441,803           12,000       (9,110,090)

  Net loss for  three  months          (76,917)

                                  ------------      ------------     ------------     ------------     ------------
BALANCE, March 31, 2008            932,631,602      $      9,326     $  7,441,803     $     12,000     $ (9,187,007)
                                  ============      ============     ============     ============     ============
</TABLE>


    The accompanying notes are an intergral part of the financial statements

                                       4
<PAGE>
                      Safe Technologies International, Inc.
                      Consolidated Statements of Cash Flows
               For the three months ended March 31, 2008 and 2007
                                   (Unaudited)
<TABLE>
<CAPTION>

                                                                       2008          2007
                                                                     --------      --------
<S>                                                                  <C>           <C>
CASH FLOWS FROM OPERATING ACTIVITIES:

Net income (loss)                                                    $(76,917)     $(59,465)
Adjustments to reconcile net (loss) to net cash provided by
operating activities:
    Bad debt expense                                                    1,500         2,985

Changes in operating assets and liabilites:
    (Increase) decrease in accounts receivable                         (2,078)         (825)
    (Increase) decrease in prepaid and other assets                    (1,301)
    Increase (decrease) in accounts payable and accrued expenses          234         5,225
    Increase (decrease) in accrued interest                            49,816        40,141
    Increase (decrease) in deferred revenue                              (172)          600
                                                                     --------      --------

Net cash provided (used) by operating activities                      (27,617)      (12,640)
                                                                     --------      --------

CASH FLOWS FROM INVESTING ACTIVITIES:

                                                                     --------      --------
Net cash provided (used) by investing activities                         --            --
                                                                     --------      --------

CASH FLOWS FROM FINANCING ACTIVITIES:
    Increase in loans from shareholders                                25,500        18,500
                                                                     --------      --------

Net cash provided (used) by financing activities                       25,500        18,500
                                                                     --------      --------

Net increase (decrease) in cash                                        (2,117)        5,860
CASH and equivalents, beginning of period                               6,777         9,948
                                                                     --------      --------

CASH and equivalents, end of period                                  $  4,660      $ 15,808
                                                                     ========      ========

SUPPLEMENTAL DISCLOSURE OF CASH FLOW
INFORMATION:
Payment of taxes in cash                                             $   --        $   --
                                                                     ========      ========
Expenses paid with common stock                                      $   --        $   --
                                                                     ========      ========
Payment of interest in cash                                          $   --        $   --
                                                                     ========      ========
</TABLE>



    The accompanying notes are an intergral part of the financial statements

                                        5





<PAGE>



                      Safe Technologies International, Inc.
                   Notes to Consolidated Financial Statements

(1) Summary of Significant Accounting Policies

     The Company was incorporated under the laws of the State of Delaware on May
     21, 1987 as Safe Aid Products, Inc. On February 9, 1998, the Company
     changed its name to Safe Technologies International, Inc. Safe Technologies
     International, Inc. (Safe Tech) is a multi-faceted company specializing in
     Internet services and products.

     a) Basis of presentation

     The unaudited consolidated financial statements have been prepared in
     accordance with generally accepted accounting principles for interim
     financial information. As such, the financial statements do not include all
     of the information and footnotes required by generally accepted accounting
     principles for complete financial statements. In the opinion of management,
     all adjustments considered necessary for a fair presentation have been
     included and these adjustments are of a normal recurring nature. These
     consolidated financial statements should be read in conjunction with the
     financial statements for the year ended on December 31, 2007 on Form 10-KSB
     of Safe Technologies International Inc. as filed with the Securities and
     Exchange Commission. The results of operations for the three months ended
     March 31, 2008 are not necessarily indicative of the results for the full
     fiscal year ending December 30, 2008.

     b) Principles of consolidation-

     The consolidated financial statements include the accounts of Safe
     Technologies International, Inc. and its subsidiaries, Total Micro
     Computers, Inc., Connect.ad, Inc., Connect.ad Services, Inc. and Internet
     Associates International, Inc. All material inter-company transactions and
     balances have been eliminated in the consolidated financial statements.

     c) Use of estimates.-

     The financial statements have been prepared in conformity with accounting
     principles generally accepted in the United States. In preparing the
     financial statements, management is required to make estimates and
     assumptions that effect the reported amounts of assets and liabilities and
     disclosure of contingent assets and liabilities as of the dates of the
     balance sheets and statements of operations for the years then ended.
     Actual results may differ from these estimates. Estimates are used when
     accounting for allowance for bad debts, collectibility of accounts
     receivable, amounts due to service providers, depreciation, litigation
     contingencies, among others.

     d) Revenue recognition.-

     Revenues of Safe Technologies International, Inc. are recognized at the
     time the services are rendered to customers. Services are rendered when the
     Company's representatives receive the customer's requests and completes the
     customer's orders. Quarterly hosting fees are charged in advance, and
     recognized as earned.

     e) Net loss per share, basic.-

     Net income per share is computed by dividing the net income by the weighted
     average number of shares outstanding during the period. Net income per
     share, diluted, is not presented as no potentially dilutive securities are
     outstanding.


                                        6
<PAGE>

                      Safe Technologies International, Inc.
                   Notes to Consolidated Financial Statements

     f) Cash equivalents.-

     The Company considers all highly liquid debt instruments with an original
     maturity of three months or less to be cash equivalents. Cash and cash
     equivalents, accounts receivable and accounts payable are short-term in
     nature and the net values at which they are recorded are considered to be
     reasonable estimates of their fair values. The carrying values of notes
     payable are deemed to be reasonable estimates of their fair values.

     g) Concentration risks-

     The Company's sources of revenue and accounts receivable are comprised
     primarily of customers in the Internet industry. The Company requires no
     collateral from its customers.

     h) Advertising.-

     Advertising costs, which are included in selling, general and
     administrative expenses, are expensed as costs are incurred.

     i) Deferred revenue-

     Deferred income arises in the normal course of business from advance
     payments for services.

     j) Fixed assets.-

     Fixed assets are recorded at cost. Depreciation is computed on the
     straight-line method, based on the estimated useful lives of the assets of
     generally five or ten years. Expenditures for maintenance and repairs are
     charged to operations as incurred. Fixed assets were fully depreciated for
     the year ended December 31, 2007

     k) Intangible assets-

     The Company continually evaluates the carrying value of goodwill and other
     intangible assets to determine whether there are any impairment losses. If
     indicators of impairment are present in intangible assets used in
     operations and future cash flows are not expected to be sufficient to
     recover the assets' carrying amount, an impairment loss would be charged to
     expense in the period identified.

(2) Going Concern.-

     The accompanying financial statements have been prepared assuming that the
     Company will continue as a going concern. The Company's financial position
     and operating results raise substantial doubt about the Company's ability
     to continue as a going concern, as reflected by: the net loss of $ 76,917
     for the three months ended March 31, 2008, $ 257,784 for the year December
     31, 2007, and the total cumulative loss of approximately $9,187,000. The
     ability of the Company to continue as a going concern is dependent upon
     developing sales and obtaining additional capital and financing. The
     financial statements do not include any adjustments that might be necessary
     if the Company is unable to continue as a going concern.




                                        7
<PAGE>

                      Safe Technologies International, Inc.
                   Notes to Consolidated Financial Statements


(3) Income Taxes.

     Deferred income taxes (benefits) are provided for certain income and
     expenses which are recognized in different periods for tax and financial
     reporting purposes. The Company had net operating loss carry-forwards for
     income tax purposes at December 31 2007 of approximately $ 7,080,000 with
     the latest expiring $ 257,000, $ 272,000, $ 236,000, $ 418,000, and
     $368,000 at December 31, 2022, 2021, 2020, 2019 and 2018, respectively. The
     Company has established a 100% valuation allowance against this deferred
     tax asset, as the Company has no history of profitable operations.

     The differences between Federal income tax rates and the effective income
     tax rates are:

                                             March 31,2008    December 31,2007
                                             -------------    ----------------

Statutory federal income tax rate                 34%               34%
Valuation allowance                              (34)              (34)
                                                 ---               ---
Effective tax rate                                 -                 -

(4) Stockholders' Equity.

     The Company has authorized 999,999,000 shares of $.00001 par value common
     stock, with 932,631,602 shares issued and outstanding. Rights and
     privileges of the preferred stock are to be determined by the Board of
     Directors prior to issuance.

(5) Commitments and Contingencies.-

     The Company rents office space in Boca Raton, Florida under an annual lease
     that commenced in October 2005. The total rent for as of March 31, 2008 was
     $1,409. Future lease expenses are approximately $ 4,500 in 2008.

(6) Short-Term Debt.

     At March 31, 2008 and December 31, 2007, total short-term debt consisted of
     the following:
<TABLE>
<CAPTION>

                                                                             March 31,                    December 31,
                                                                               2008                          2007
                                                                          ------------                    -----------
<S>                                                                      <C>                             <C>
         12% Notes and Loans payable to a shareholder
         and related affiliates, unsecured, and due upon
         demand.  Upon default, the notes become due                      $  1,665,900                    $ 1,468,309
                                                                          ------------                    -----------
         immediately at an interest rate of 18%.


         Total short-term notes                                           $  1,665,900                    $ 1,468,309
                                                                          ============                    ===========
</TABLE>

     Interest expense for 2007 was $ 172,091 and $49,816 for the three months
     ended March 31, 2008. All the balances were unpaid and accrued. The 2007
     accrued interest balance has been added to the principle balance as of
     January 1, 2008.



                                        8
<PAGE>

                      Safe Technologies International, Inc.
                   Notes to Consolidated Financial Statements

(7) Recent Accounting Pronouncements

     In May 2007, the FASB issued FIN 48-1, DEFINITION OF SETTLEMENT IN FASB
     INTERPRETATION NO. 48 ("the FSP"), which provides guidance for determining
     whether a tax position is effectively settled for the purpose of
     recognizing previously unrecognized tax benefits. Under the FSP, a tax
     position could be effectively settled on completion of examination by a
     taxing authority if the entity does not intend to appeal or litigate the
     result and it is remote that the taxing authority would examine or
     re-examine the tax position. The Company does not expect that this
     interpretation will have a material impact on its financial statements.

     In December 2007, the FASB issued SFAS No. 141(R), "BUSINESS COMBINATIONS,"
     which replaces SFAS No. 141, "BUSINESS COMBINATIONS," which, establishes
     for how an acquiring company recognizes and measures in its financial
     statements the identifiable assets acquired, the liabilities assumed
     (including intangibles) and any non-controlling interests in the acquired
     entity. SFAS No, 141 (R) applies prospectively to business combinations for
     which the acquisition date is on or after the beginning of the first annual
     reporting period beginning on or after December 15, 2008. The Company does
     not expect that this interpretation will have a material impact on its
     financial statements.

     In December 2007, the FASB issued SFAS No. 160 "NONCONTROLLING INTERESTS IN
     CONSOLIDATED FINANCIAL Statements, AN AMENDMENT OF ARB NO. 51." SFAS No.
     160 amends ARB 51 to establish accounting and reporting standards for the
     non-controlling interest in a subsidiary and for the deconsolidation of a
     subsidiary. It also amends certain of ARB 51's consolidation procedures for
     consistency with the requirements of SFAS No. 1419(R). The Company does not
     expect that this interpretation will have a material impact on its
     financial statements.


                                        9






<PAGE>

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
         OF OPERATION

Our business activities currently consist of the operations of Internet
Associates International, Inc., (IAI) our sole active wholly owned subsidiary.
IAI is a website hosting company.

We continue to be receptive to possible acquisition candidates, but have not yet
been presented with an opportunity worthy of presenting for Board of Director
and/or shareholder approval.

For the past approximately three years, we were not actively searching out
business opportunities, because Universal Equity Holdings LLC, which purchased
approximately 24% of our outstanding stock in 2004, had been unable to transfer
of record the shares that it purchased. Since this could have had a material
effect on any shareholder vote which might have been required in connection with
a business opportunity, we were waiting until this situation was rectified
before resuming an active search for business opportunities.

In July 2007, our largest shareholder, Franklin Frank, and certain companies
controlled by Mr. Frank, obtained a judgment against Universal Equity Holdings
and its principal. Among other things, the judgment gives to Mr. Frank or his
designee title to the shares purchased by Universal Equity Holdings. We expect
title to those shares to be transferred of record in the near future, which will
then allow those shares to be voted. Once the shares have been transferred of
record, we expect to resume our search for business opportunities.

COMPARISON OF THE PERIODS ENDED MARCH 31, 2008 AND MARCH 31, 2007

Revenues were $2,809 and $2,952, respectively, for the three months ended March
31, 2008 and 2007, a decrease of approximately 5%. The decrease is reflective of
the diminished demand for IAI's website hosting services.

Cost of Operations were $3,300 for each of the three month periods ended March
31, 2008 and 2007, reflecting our elimination of variable costs in connection
with the activities of IAI.

General and administrative expenses were $26,610 and $18,976, respectively, for
the three months ended March 31, 2008 and 2007. The increase reflects increased
legal and auditing expenses.

                                       10
<PAGE>

LIQUIDITY AND CAPITAL RESOURCES

At March 31, 2008, we had a working capital deficit of $1,724,817, compared to a
$1,647,900 working capital deficit as of December 31, 2007. The increase of
$76,917 is primarily due to our operating at a loss while we await a suitable
acquisition transaction. We will continue to have limited revenues, and are
essentially dependant on our primary shareholder to fund operating shortfalls.
There can be no assurance that our cash flow will increase in the near future,
or that revenues generated from our existing subsidiary operations will be
sufficient to allow us to pursue new profitable ventures.

Risk Factors.

OUR OPERATING SUBSIDIARY, IAI, IS ENGAGED IN PROVIDING SUPPORT TO THOSE INVOLVED
IN COMMERCE ON THE INTERNET PLATFORM. The viability of IAI's customers is
dependent upon their success in e-commerce. Customers unable to compete in
e-commerce may fail, and as a result, we would lose a customer.

WE EXPECT TO CONTINUE TO INCUR NET LOSSES AND NEGATIVE CASH FLOWS FOR THE
FORESEEABLE FUTURE, AND THERE CAN BE NO ASSURANCE THAT WE WILL EVER ACHIEVE
PROFITABILITY OR GENERATE POSITIVE CASH FLOWS. We will continue to incur
operating losses unless and until an acquisition transaction occurs. We may need
to raise additional funds through the issuance of equity, equity-related or debt
securities in order to complete a transaction.

OUR BUSINESS STRATEGY OF GROWTH THROUGH BUSINESS COMBINATIONS LEADS TO UNKNOWN
AND UNQUANTIFIABLE RISKS. We are attempting to expand our operations and market
presence by entering into business combinations, investments, joint ventures or
other strategic alliances with third parties. Any such transaction would be
accompanied by risks commonly encountered in such transactions, which could
include, among others, the difficulty of assimilating the operations, technology
and personnel of the combined companies, the potential for disruption of ongoing
business, the inability to retain key technical and managerial personnel, the
inability of management to maximize our financial and strategic position through
the successful integration of acquired businesses, additional expenses
associated with amortization of acquired intangible assets, the maintenance of
uniform standards, control and policies and the impairment of relationships with
existing employees and customers. There can be no assurance that we will be
successful in overcoming these risks or any other problems encountered in
connection with such business combinations, investments, joint ventures or other
strategic alliances.

OUR SUCCESS DEPENDS IN LARGE PART UPON THE EFFORTS OF THE FEW INDIVIDUALS WHO
SERVE ON OUR BOARD AND AS MANAGEMENT, NONE OF WHOM ARE FULL TIME EMPLOYEES.
These individuals may not be able to fulfill their responsibilities adequately
and may not remain with us. The loss of the services of any of our directors and
officers could hurt our business.

OUR SHARES ARE CLASSIFIED AS "PENNY STOCK," WHICH WILL MAKE IT MORE DIFFICULT TO
SELL THAN EXCHANGE-TRADED STOCK. Our common stock is subject to the Securities
and Exchange Commission rule that imposes special sales practice requirements
upon broker-dealers that sell such securities to other than established
customers or accredited investors. For purposes of the rule, the phrase
"accredited investors" means, in general terms, institutions with assets
exceeding $5,000,000 or individuals having a net worth in excess of $1,000,000
or having an annual income that exceeds $200,000 (or that, combined with a
spouse's income, exceeds $300,000). For transactions covered by the rule, the
broker-dealer must make a special suitability determination for the purchaser
and receive the purchaser's written agreement to the transaction prior to the
sale. Consequently, the rule may affect the ability of purchasers of our
securities to buy or sell in any market that may develop.

                                       11
<PAGE>

In addition, the Securities and Exchange Commission has adopted a number of
rules to regulate "penny stocks". A "penny stock" is any equity security that
has a market price of less than $5.00 per share or with an exercise price of
less than $5.00 per share, subject to certain exceptions. Such rules include
Rules 3a51-1, 15g-1, 15g-2, 15g-3, 15g-4, 15g-5, 15g-6 and 15g-7 under the
Securities and Exchange Act of 1934, as amended. The rules may further affect
the ability of owners of our shares to sell their securities in any market that
may develop for them. Shareholders should be aware that, according to the
Securities and Exchange Commission Release No. 34-29093, the market for penny
stocks has suffered in recent years from patterns of fraud and abuse. Such
patterns include: o control of the market for the security by one or a few
broker-dealers that are often related to the promoter or issuer;

     o    manipulation of prices through prearranged matching of purchases and
          sales and false and misleading press releases;

     o    "boiler room" practices involving high pressure sales tactics and
          unrealistic price projections by inexperienced sales persons;

     o    excessive and undisclosed bid-ask differentials and markups by selling
          broker-dealers; and

     o    the wholesale dumping of the same securities by promoters and
          broker-dealers after prices have been manipulated to a desired level,
          along with the inevitable collapse of those prices with consequent
          investor losses.

CONCENTRATION OF OWNERSHIP MAY REDUCE THE CONTROL BY OTHER SHAREHOLDERS. Our
largest shareholder owns almost 50% of our voting stock. As a result, other
investors in our common stock may not have much influence on corporate
decision-making.

ISSUANCE OF ADDITIONAL SHARES WOULD HAVE THE EFFECT OF DILUTING THE INTEREST OF
EXISTING SHAREHOLDERS. In connection with any acquisition, we may issue
additional shares. Any additional issuances of common stock by us from our
authorized but unissued shares will have the effect of diluting the percentage
interest of existing shareholders.

WE DO NOT ANTICIPATE PAYING DIVIDENDS TO COMMON STOCKHOLDERS IN THE FORESEEABLE
FUTURE, WHICH MAKES INVESTMENT IN OUR STOCK SPECULATIVE OR RISKY. We have not
paid dividends on our common stock and do not anticipate paying dividends on our
common stock in the foreseeable future. The board of directors has sole
authority to declare dividends payable to our stockholders. The fact that we
have not and do not plan to pay dividends indicates that we must use all of our
funds generated by operations for reinvestment in our operating activities.

IT IS POSSIBLE THAT WE MAY MAKE ONE OR MORE ACQUISITIONS IN THE INTERNATIONAL
MARKET. Any such acquisitions would expose us to political and economic
uncertainties, including, among other things, inflation, governmental
instability, transportation, tariffs, export controls, government regulation,
currency exchange rate fluctuations, foreign exchange restrictions that limit
the repatriation of investments and earnings, changes in taxation, hostilities
or confiscation of property. Changes related to these matters could have a
material adverse effect on the Company.

                                       12
<PAGE>

WE MAY BE SUBJECT TO DELAYS BECAUSE OF INTENTIONAL, CRIMINAL THIRD PARTY
INTERVENTION. Though we have taken several precautions to prevent any
disruptions from terrorist attacks and hackers, we cannot guarantee that our
operations are completely invulnerable. A disruption can occur from numerous
sources, including damage to the company property, damage to one of our vendors,
suppliers or customers, or damages to third parties such that it restricts the
flow of commerce. Disruptions could materially adversely affect our revenues.

ITEM 3.  CONTROLS AND PROCEDURES

The Company maintains disclosure controls and procedures that are designed to
ensure that information, including financial information, required to be
disclosed in the Company's Exchange Act reports is recorded, processed,
summarized and reported within the time frames specified in the SEC's rules and
forms, and that such information is accumulated and communicated to the
Company's management, including its chief executive officer, who is currently
serving as the Company's principal financial officer, to allow timely decisions
regarding required disclosure based closely on the definition of disclosure
controls and procedures in Rule 13a-15(f). In designing and evaluating the
disclosure controls and procedures, management recognized that any controls and
procedures, no matter how well designed and operated, can provide only
reasonable assurance of achieving the desired control, objectives and management
necessarily was required to apply its judgment in evaluating the cost-benefit
relationship of possible controls and procedures.

As of the end of the period covered by this report, based on an evaluation of
the Company's controls and procedures, the Company's chief executive officer and
principal financial officer concluded that the Company's disclosure controls and
procedures, including those pertaining to financial disclosure, were effective.

There have been no significant changes in the Company's internal controls, or in
other factors that could significantly affect the internal controls, during the
last fiscal quarter.

                                       13
<PAGE>


                          PART II -- OTHER INFORMATION

ITEM 6. EXHIBITS.

         31.1  Certification of principal executive officer

         31.2  Certification of principal financial officer

         32    Section 1350 Certification


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<PAGE>


                                   SIGNATURES

In accordance with the requirements of the Exchange Act, the registrant caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.


                                        Safe Technologies International, Inc.
                                        (Registrant)



Date: May 13, 2008                      By: /s/ Randi Swatt
    --------------                          ------------------
                                            Randi Swatt, Chief Executive Officer



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