UNITED
        STATES
 SECURITIES
        AND EXCHANGE COMMISSION
 Washington,
        D.C. 20549
 
 **FORM
        10-K**
 
 (Mark
        One)
 
 x  ANNUAL
        REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
        1934
 
 For
        the
        fiscal year ended December 31, 2007
 
 o  TRANSITION
        REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
        1934
 
 For
        the
        transition period from __________________ to
        __________________________.
 
 Commission
        File Number: 333-143645
 
 **POWERSAFE
        TECHNOLOGY CORP.** ****
 (Exact
        name of Registrant as specified in its charter)
 
 
 **Delaware**
              
              **98-0522188**(State
                  or other jurisdiction of incorporation)
              
              (IRS
                  Employer Identification No.)
  10
        Hakneset Hagdola Street, Tel Aviv, Israel 62917
 (Address
        of principal executive offices)
 
 Registrant's
        telephone number, including area code: 011-972-50-5501574
  Securities
        registered pursuant to Section 12(b) of the Act: None
 
 Securities
        registered pursuant to section 12(g) of the Act:
 Common
        Stock, $0.0001 par value
 
 Indicate
        by check mark if the Registrant is a well-known seasoned issuer, as defined
        in
        Rule 405 of the Securities Act. Yes o No x
 
 Indicate
        by check mark if the Registrant is not required to file reports pursuant
        to
        Section 13 or Section 15(d) of the
        Act.  Yes o No x
 
 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 o
 
 Indicate
        by check mark if disclosure of delinquent filers pursuant to Item 405 of
        Regulation S-K (§229.405 of this chapter) is not contained herein, and will not
        be contained, to the best of Registrant’s knowledge, in definitive proxy or
        information statements incorporated by reference in Part III of this Form
        10-K
        or any amendment to this Form 10-K. o
 
 Indicate
        by check mark whether the Registrant is a large accelerated filer, an
        accelerated filer, a non-accelerated filer, or a smaller reporting company.
        See
        definitions of “large accelerated filer,” “accelerated filer,” and “smaller
        reporting company” in Rule 12b-2 of the Exchange Act. (Check one):
  
  Large
        accelerated filer o  Accelerated
        filer o Non-accelerated
        filer o Smaller
        reporting company o
 (Do
        not
        check if a smaller reporting company)
 
 Indicate
        by check mark whether the Registrant is a shell company (as defined in Rule
        12b-2 of the Act).
 Yes x No o
 
 State
        the
        aggregate market value of the voting and non-voting common equity held by
        non-affiliates computed by reference to the price at which the common equity
        was
        last sold, or the average bid and asked price of such common equity, as of
        the
        last business day of the Registrant’s most recently computed second fiscal
        quarter. $nil
 
 The
        number of shares of the issuer’s common stock issued and outstanding as of
        February 19, 2008, was 15,075,000 shares.
 
 Documents
        Incorporated By Reference: None
 
 
 
 **TABLE
        OF CONTENTS**
 
 
 **Page****PART
                  I**Item
                  1
              
              
              Business
              
              
              1Item
                  1A
              
              
              Risk
                  Factors
              
              
              3Item
                  1B
              
              
              Unresolved
                  Staff Comments
              
              
              7Item
                  2
              
              
              Properties
              
              
              7Item
                  3
              
              
              Legal
                  Proceedings
              
              
              7Item
                  4
              
              
              Submission
                  of Matters to a Vote of Security Holders
              
              
              7**PART
                  II**Item
                  5
              
              
              Market
                  for Registrant’s Common Equity, Related Stockholder Matters, and Issuer
                  Purchases of Equity Securities
              
              
              7Item
                  6
              
              
              Selected
                  Financial Data
              
              
              8Item
                  7
              
              
              Management’s
                  Discussion and Analysis of Financial Condition and Results of
                  Operation
              
              
              8Item
                  7A
              
              
              Quantitative
                  and Qualitative Disclosures About Market Risk
              
              
              10Item
                  8
              
              
              Financial
                  Statements and Supplementary Data
              
              
              F-1Item
                  9
              
              
              Changes
                  in and Disagreements With Accountants on Accounting and Financial
                  Disclosure
              
              
              11Item
                  9A(T)
              
              
              Controls
                  and Procedures
              
              
              11Item
                  9B
              
              
              Other
                  Information
              
              
              11**PART
                  III**Item
                  10
              
              
              Directors,
                  Executive Officers, and Corporate Governance
              
              
              11Item
                  11
              
              
              Executive
                  Compensation
              
              
              13Item
                  12
              
              
              Security
                  Ownership of Certain Beneficial Owners and Management and Related
                  Stockholder Matters
              
              
              13Item
                  13
              
              
              Certain
                  Relationships and Related Transactions, and Director
                  Independence
              
              
              14Item
                  14
              
              
              Principal
                  Accountant Fees and Services
              
              
              14**PART
                  IV**Item
                  15
              
              
              Exhibits,
                  Financial Statement Schedules
              
              
              15SIGNATURES
              
              
              
              
              
              16
 
 
  **PART
        I**
 
 **ITEM
        1.**  **BUSINESS.**
 
 As
        used
        in this Form 10-K, references to the “Company,” the “Registrant,” “we,” “our,”
or “us” refer to Powersafe Technology Corp. unless the context otherwise
        indicates *.*
 
 **Forward-Looking
        Statements**
 
 This
        Annual Report on Form 10-K (this “Report”) contains forward-looking statements.
        For this purpose, any statements contained in this Report that are not
        statements of historical fact may be deemed to be forward-looking statements.
        Forward-looking information includes statements relating to future actions,
        prospective products, future performance or results of current or anticipated
        products, sales and marketing efforts, costs and expenses, interest rates,
        outcome of contingencies, financial condition, results of operations, liquidity,
        business strategies, cost savings, objectives of management, and other matters.
        You can identify forward-looking statements by those that are not historical
        in
        nature, particularly those that use terminology such as “may,” “will,” “should,”
“expects,” “anticipates,” “contemplates,” “estimates,” “believes,” “plans,”
“projected,” “predicts,” “potential,” or “continue” or the negative of these
        similar terms. The Private Securities Litigation Reform Act of 1995 provides
        a
“safe harbor” for forward-looking information to encourage companies to provide
        prospective information about themselves without fear of litigation so long
        as
        that information is identified as forward-looking and is accompanied by
        meaningful cautionary statements identifying important factors that could
        cause
        actual results to differ materially from those projected in the information.
 
 These
        forward-looking statements are not guarantees of future performance and involve
        risks, uncertainties, and assumptions that we cannot predict. In evaluating
        these forward-looking statements, you should consider various factors, including
        the following: (a) those risks and uncertainties related to general economic
        conditions, (b) whether we are able to manage our planned growth efficiently
        and
        operate profitable operations, (c) whether we are able to generate sufficient
        revenues or obtain financing to sustain and grow our operations, and (d)
        whether we are able to successfully fulfill our primary requirements for
        cash,
        which are explained below under “Liquidity and Capital Resources.” We assume no
        obligation to update forward-looking statements, except as otherwise required
        under the applicable federal securities laws.
 
 **History**
 
 We
        were
        incorporated in Delaware on February 5, 2007. We are a development stage
        company. We have not generated any revenues to date and our operations have
        been
        limited to organizational, start-up, and fund raising activities. We currently
        have no employees other than our officers, who are also our
        Directors.
 
 Our
        principal offices are located at 10 Hakneset Hagdola Street, Tel Aviv, Israel
        62917. Our telephone number is 011-972-50-5501574.
 
 **Business
        Description**
 
 We
        intend
        to engage in the manufacture and distribution of a multiple outlet power
        box. We
        own the technology and patent for a new and improved multiple outlet power
        box.
        Such patent, entitled the “Power Outlet Box with Special Protection Logic,” was
        approved and granted by the United States Patent and Trademark Office on
        January
        13, 1998, and was assigned the United States Patent No. 5,708,554. The inventor
        of the technology covered by such patent was Leonard Liner. The patent and
        all
        other intellectual property rights relating to the technology were acquired
        by
        us on March 26, 2007. On such date, we entered into a Patent Transfer and
        Sale
        Agreement with Mr. Leonard Liner, pursuant to which Mr. Liner assigned to
        us all
        of his rights, title, and interest in the patent and other intellectual property
        rights related thereto. In consideration therefor, we agreed to pay $9,000
        to
        Mr. Liner. Such amount was paid by us into an escrow account established
        on
        behalf of Mr. Liner. As of September 30 2007, the full amount had been paid
        to
        Mr. Liner. The assignment was recorded with the United States Patent and
        Trademark Office on April 12, 2007.
  1
  The
        invention is characterized by a multiple outlet power box with selectively
        protected outlet logic. The main unit, for example a computer or medical
        device,
        is connected to the new and improved power box, and secondary units are
        connected as well. One of the primary goals of the device is to prevent the
        interruption of power to the main unit because of a short circuit or other
        problem with one or more of the secondary units. Additional benefits include
        selective fuse protection for secondary outlets, a more durable and reliable
        design, and more cost effective manufacturing process. Our principal business
        plan is to develop a prototype and then manufacture and market the product
        and /
        or seek third party entities interested in licensing the rights to manufacture
        our product.
 
 **Third-party
        manufacturers**
  We
        will
        rely on third parties to develop a prototype and to work with us to manufacture
        the product. If our manufacturing and distribution agreements are not
        satisfactory, we may not be able to develop or commercialize our device as
        planned. In addition, we may not be able to contract with third parties to
        manufacture our device in an economical manner. Furthermore, third-party
        manufacturers may not adequately perform their obligations, which may impair
        our
        competitive position. If a manufacturer fails to perform, we could experience
        significant time delays or we may be unable to commercialize or continue
        to
        market our multiple outlet power box device. There are currently no discussions
        or other consideration being given to any third party manufacturers until
        we
        commence our capital formation activity.
 
 **Intellectual
        Property**
  On
        March
        26, 2007, we acquired from Mr. Leonard Liner, the original patent owner,
        all
        rights, title, and interest in, including a patent, for a multiple outlet
        power
        box with selectively protected outlet logic .On
        April
        12, 2007, we recorded the assignment with the United States Patent and Trademark
        Office.
 
 **Competition**
  There
        are
        several companies in the power outlet protection field, including major
        companies such as Siemens Energy and Automation, EFI electronics, Cooper
        Power Systems, and Alpha Technologies. Such companies offer a variety of
        products that are specifically related for the usage of and/or with a
        particular electronic peripheral, relating mainly to computer
        electronics and certain telecommunication hardware electronics. We are not
        aware of any other company that has developed, manufactured and/or marketed
        a
        device of a similar nature whereby the power outlet enables the full rating
        of
        any circuit, and may be used for the primary device or instrument in the
        aggregation of devices connected to the power box. A vast majority of these
        products are a complementary product to certain UPS products, are very specific
        in nature, and their use is designed and/or limited to certain specific
 electronic equipment  whereby complementing the additional use of a
        UPS.
  **Employees**
  Other
        than our current Directors and officers, Ms. Krasney and Mr. Schwartz, we
        have
        no other full time or part-time employees. If and when we develop the prototype
        for our multiple outlet power box device and are able to begin manufacturing
        and
        marketing, we may need additional employees for such operations. We do not
        foresee any significant changes in the number of employees or consultants
        we
        will have over the next twelve months.
 
 **Reports
        to Security Holders**
 
 This
        Report contains audited financial statements. Powersafe is not required to
        deliver an annual report to security holders and will not automatically deliver
        a copy of the Annual Report to its security holders unless a request is made
        for
        such delivery. Powersafe files all of its required reports and other information
        with the Commission. The public may read and copy any materials that are
        filed
        by Powersafe with the Commission at the Commission’s Public Reference Room at
        100 F Street, N.E., Washington, D.C. 20549. The public may obtain information
        on
        the operation of the Public Reference Room by calling the Commission at
        1-800-SEC-0330. The statements and forms filed by Powersafe with the Commission
        have also been filed electronically and are available for viewing or copy
        on the
        Commission maintained Internet site that contains reports, proxy, and
        information statements, and other information regarding issuers that file
        electronically with the Commission. The Internet address for this site can
        be
        found at http://www.sec.gov.
 
 2
 
 **ITEM
        1A.**  **RISK
        FACTORS.**
  This
        investment has a high degree of risk. Before you invest, you should carefully
        consider the risks and uncertainties described below and the other information
        in this Prospectus. If any of the following risks actually occur, our business,
        operating results, and financial condition could be harmed, and the value
        of our
        stock could go down. This means you could lose all or a part of your
        investment.
  **Risks
        Relating to Our Company**
  **1.**
              **We
                  are a development stage company with no operating history and may
                  never be
                  able to carry out our business plan or achieve any revenues or
                  profitability; at this stage of our business, even with our good
                  faith
                  efforts, potential investors have a high probability of losing
                  their
                  entire investment.**
 
 We
        are
        subject to all of the risks inherent in the establishment of a new business
        enterprise. We were established on February 5, 2007, for the purpose of engaging
        in the development, manufacture, and sale of a multiple outlet power box.
        Our
        operations to date have been focused on organizational, start-up, and fund
        raising activities. We have not generated any revenues nor have we realized
        a
        profit from our operations to date and there is little likelihood that we
        will
        generate any revenues or realize any profits in the short term. Any
        profitability in the future from our business will be dependent upon the
        successful development of a prototype of our multiple outlet power box, which
        itself is subject to numerous risk factors as set forth herein. We may not
        be
        able to successfully carry out our business. There can be no assurance that
        we
        will ever achieve any revenues or profitability. Accordingly, our business
        must
        be considered in light of the risks, expenses, and difficulties frequently
        encountered in establishing a new business in the electrical component industry,
        and our Company is a highly speculative venture involving significant financial
        risk.
 
 **2.**
              **We
                  expect to incur operating losses in the next twelve months because
                  we have
                  no plan to generate revenue unless and until we successfully develop
                  a
                  prototype of our multiple outlet power box.**
 
 We
        have
        never generated revenues. We intend to engage in the manufacture and
        distribution of a new and improved multiple outlet power box. We own the
        technology and patent for a new and improved multiple outlet power box. However,
        our multiple outlet power box is not available for sale. We intend to develop
        a
        prototype, which can then be used to develop and manufacture the actual product.
        We will rely on third parties to develop any prototype and to work with us
        to
        manufacture the product. We expect to incur operating losses over the next
        twelve months because we have no plan to generate revenue unless and until
        we
        are successful in developing a prototype of our multiple outlet power box.
        We
        cannot guarantee that we will ever be successful in developing the prototype
        or
        in generating revenues in the future. We recognize that if we are unable
        to
        generate revenues, we will not be able to earn profits or continue operations.
        We can provide investors with no assurance that we will generate any operating
        revenues or ever achieve profitable operations.
  **3.**
              **We
                  do not have sufficient cash to fund our operating expenses for
                  the next
                  twelve months, and we will require additional funds through the
                  sale of
                  our common stock, which requires favorable market conditions and
                  interest
                  in our activities by investors. We may not be able to sell our
                  common
                  stock, and funding may not be available for continued
                  operations.**
 
 There
        is
        not enough cash on hand to fund administrative expenses or our proposed research
        and development program for the next twelve months. In addition, we will
        require
        substantial additional capital upon the development of the prototype for
        our
        multiple outlet power box in order to market, arrange for the manufacturing
        of,
        and sell such product. Because we do not expect to have any cash flow from
        operations, we will need to raise additional capital, which may be in the
        form
        of loans from current stockholders and/or from public and private equity
        offerings. Our ability to access capital will depend on our success in
        implementing our business plan. It will also be dependent upon the status
        of the
        capital markets at the time such capital is sought. Should sufficient capital
        not be available, the development of our business plan could be delayed and,
        accordingly, the implementation of our business strategy would be adversely
        affected. If we are unable to raise additional funds in the future, we may
        have
        to cease all substantive operations. In such event it would not be likely
        that
        investors would obtain a profitable return on their investment or a return
        of
        their investment at all.
  3
  **4.**
              **Our
                  auditors have expressed substantial doubt about our ability to
                  continue as
                  a going concern.**
 
 Our
        audited financial statements for the period from February 5, 2007, through
        December 31, 2007, were prepared under the assumption that we will continue
        our
        operations as a going concern. We were incorporated on February 5, 2007,
        and do
        not have a history of earnings. As a result, our registered independent
        accountants in their audit report have expressed substantial doubt about
        our
        ability to continue as a going concern. Continued operations are dependent
        on
        our ability to complete equity or debt formation activities or to generate
        profitable operations. Such capital formation activities may not be available
        or
        may not be available on reasonable terms. Our financial statements do not
        include any adjustments that may result from the outcome of this uncertainty.
        If
        we cannot continue as a viable entity, our shareholders may lose some or
        all of
        their investment in the Company.
  **5.**
              **We
                  have no track record that would provide a basis for assessing our
                  ability
                  to conduct successful business activities. We may not be successful
                  in
                  carrying out our business
                  objectives.**
 
 The
        revenue and income potential of our proposed business and operations are
        unproven as the lack of operating history makes it difficult to evaluate
        the
        future prospects of our business. There is nothing at this time on which
        to base
        an assumption that our business operations will prove to be successful or
        that
        we will ever be able to operate profitably. Accordingly, we have no track
        record
        of successful business activities, strategic decision making by management,
        fund-raising ability, and other factors that would allow an investor to assess
        the likelihood that we will be successful in developing a prototype of our
        product and thereafter making it available for sale. There is a substantial
        risk
        that we will not be successful in implementing our business plan, or if
        initially successful, in thereafter generating any operating revenues or
        in
        achieving profitable operations.
 
 **6.**
              **As
                  a development stage company in the electrical components industry,
                  we may
                  experience substantial cost overruns in manufacturing and marketing
                  our
                  product, and we may not have sufficient capital to successfully
                  complete
                  the development and marketing of our product**.
  In
        the
        electrical components industry, the commercial success of any product is
        often
        dependent upon factors beyond the control of the Company attempting to market
        the product, including, but not limited to, market acceptance of the product
        and
        whether or not retailers promote the product through prominent shelving and
        other methods of promotion. We may experience substantial cost overruns in
        manufacturing and marketing our product, and may not have sufficient capital
        to
        successfully complete our project. We may not be able to manufacture or market
        our product because of industry conditions, general economic conditions and/or
        competition from potential manufacturers and distributors.
  **7.**
              **Because
                  our officers have no experience in running a company that sells
                  multiple
                  outlet power boxes, they may not be able to successfully operate
                  such a
                  business which could cause you to lose your
                  investment**.
  We
        are a
        development stage company and we intend to manufacture, market, and sell
        a
        multiple outlet power box device with selectively protected outlet logic.
        Mr.
        Schwartz and Ms. Krasney, our current Directors and officers, have effective
        control over all decisions regarding both policy and operations of our Company
        with no oversight from other management. Our success is contingent upon the
        ability of these individuals to make appropriate business decisions in these
        areas. However, our Directors and officers have no experience in operating
        a
        company that sells multiple outlet power boxes. It is possible that this
        lack of
        relevant operational experience could prevent us from becoming a profitable
        business and an investor from obtaining a return on his investment in
        us.
 
 **8.**
              **Because
                  Ms. Krasney and Mr. Schwartz have other outside business activities
                  and
                  will only be devoting 10% of their time to our operations, our
                  operations
                  may be sporadic, which may result in periodic interruptions or
                  suspensions
                  of our business
                  activities.**
  4
  Our
        Directors and officers are only engaged in our business activities on a
        part-time basis. This could cause the officers a conflict of interest between
        the amount of time they devote to our business activities and the amount
        of time
        required to be devoted to their other activities. Mr. Schwartz and Ms. Krasney,
        our current Directors and officers, intend to only devote approximately 7
        hours
        per week to our business activities.
  **9.**
              **Our
                  Directors and officers own a majority of the outstanding shares
                  of our
                  common stock, and other stockholders may not be able to influence
                  control
                  of the Company or decision making by management of the Company.**
 
 Our
        Directors and officers presently own approximately 60% of our outstanding
        common
        stock. As a result, Directors and officers have substantial control over
        all
        matters submitted to our stockholders for approval including the following
        matters: election of our Board of Directors; removal of any of our Directors;
        amendment of our Certificate of Incorporation or Bylaws; and adoption of
        measures that could delay or prevent a change in control or impede a merger,
        takeover, or other business combination involving us. Other stockholders
        may
        find the corporate decisions influenced by our Directors and officers are
        inconsistent with the interests of other stockholders. In addition, other
        stockholders may not be able to change the Directors and officers, and are
        accordingly subject to the risk that management cannot manage the affairs
        of the
        company in accordance with such stockholders’ wishes.
 
 **10.**
              **If
                  our intellectual property protection is inadequate, competitors
                  may gain
                  access to our technology and undermine our competitive
                  position.**
 
 We
        regard
        our current and future intellectual property as important to our success,
        and
        rely on patent law to protect our proprietary rights. Despite our precautions,
        unauthorized third parties may copy certain portions of our product or reverse
        engineer or obtain and use information that we regard as proprietary. We
        have
        been granted one patent in the United States and we may seek additional patents
        in the future. We do not know if any future patent application will be issued
        with the scope of the claims we seek, if at all, or whether any patents we
        receive will be challenged or invalidated. In addition, the laws of some
        foreign
        countries do not protect proprietary rights to the same extent as do the
        laws of
        the United States. Our means of protecting our proprietary rights in the
        United
        States or abroad may not be adequate and competitors may independently develop
        similar technology.
 
 **11.**
              **We
                  may be subject to intellectual property litigation such as patent
                  infringement claims, which could adversely affect our
                  business.**
  Our
        success will also depend in part on our ability to develop a commercially
        viable
        product without infringing the proprietary rights of others. Although we
        have
        not been subject to any filed infringement claims, other patents could exist
        or
        could be filed which would prohibit or limit our ability to develop and market
        our multiple outlet power box device in the future. In the event of an
        intellectual property dispute, we may be forced to litigate. Intellectual
        property litigation would divert management's attention from developing our
        product and would force us to incur substantial costs regardless of whether
        or
        not we are successful. An adverse outcome could subject us to significant
        liabilities to third parties, and force us to cease operations.
  **12.**
              **You
                  will experience difficulties in attempting to enforce liabilities
                  based
                  upon U.S. federal securities laws against our non-U.S. resident
                  Directors
                  and officers.**
  Our
        operations are in Israel. Our Directors and executive officers are foreign
        citizens and do not reside in the United States. It may be difficult for
        courts
        in the United States to obtain jurisdiction over our foreign assets or persons
        and as a result, it may be difficult or impossible for you to enforce judgments
        rendered against us, them or our or their Directors or executive officers
        in
        United States courts. In addition, the courts in the country (Israel) where
        we
        are located may not permit lawsuits of the enforcement of judgments arising
        out
        of the United States and state securities or similar laws. Thus, should any
        situation arise in the future in which you have a cause of action against
        these
        persons or us, you are at greater risk in investing in our Company rather
        than a
        domestic company because of greater potential difficulties in bringing lawsuits
        or, if successful, in collecting judgments against these persons as opposed
        to
        domestic persons or entities.
  5
  **13.**
              **If
                  and when we sell our products, we may be liable for product liability,
                  and
                  we presently do not maintain product liability
                  insurance.**
 
 We
        have
        no product liability insurance to protect against the risk that in the future
        a
        product liability claim or product recall could materially and adversely
        affect
        our business. Inability to obtain sufficient insurance coverage at an acceptable
        cost or otherwise to protect against potential product liability claims could
        prevent or inhibit the commercialization of our product. If we are sued for
        any
        injury allegedly caused by our future products, our liability could exceed
        our
        total assets and our ability to pay the liability.
 
 **Risks
        Relating to Our Common Stock**
  **14.**
              **We
                  may, in the future, issue additional shares of our common stock,
                  which
                  would reduce investors percent of ownership and may dilute our
                  share
                  value. We do not need shareholder approval to issue additional
                  shares.**
  Our
        Certificate of Incorporation authorizes the issuance of 100,000,000 shares
        of
        common stock, par value $.0001 per share. The future issuance of all or part
        of
        our remaining authorized common stock may result in substantial dilution
        in the
        percentage of our common stock held by our then existing stockholders. We
        may
        value any common stock issued in the future on an arbitrary basis. The issuance
        of common stock for future services or acquisitions or other corporate actions
        may have the effect of diluting the value of the shares held by our investors,
        and might have an adverse effect on any trading market for our common
        stock.
  **15.**
              **Our
                  common stock is subject to the “penny stock” rules of the SEC, and the
                  trading market in our securities is limited, which makes transactions
                  in
                  our stock cumbersome and may reduce the value of an investment
                  in our
                  stock.**
  The
        Securities and Exchange Commission has adopted Rule 15g-9 which establishes
        the
        definition of a “penny stock,” for the purposes relevant to us, as 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.
        For
        any transaction involving a penny stock, unless exempt, the rules require:
        (i)
        that a broker or dealer approve a person's account for transactions in penny
        stocks; and (ii) the broker or dealer receive from the investor a written
        agreement to the transaction, setting forth the identity and quantity of
        the
        penny stock to be purchased. In order to approve a person's account for
        transactions in penny stocks, the broker or dealer must: (i) obtain financial
        information and investment experience objectives of the person; and (ii)
        make a
        reasonable determination that the transactions in penny stocks are suitable
        for
        that person and the person has sufficient knowledge and experience in financial
        matters to be capable of evaluating the risks of transactions in penny
        stocks.
  The
        broker or dealer must also deliver, prior to any transaction in a penny stock,
        a
        disclosure schedule prescribed by the Security and Exchange Commission relating
        to the penny stock market, which, in highlight form: (i) sets forth the basis
        on
        which the broker or dealer made the suitability determination; and (ii) that
        the
        broker or dealer received a signed, written agreement from the investor prior
        to
        the transaction.
  Generally,
        brokers may be less willing to execute transactions in securities subject
        to the
“penny stock” rules. This may make it more difficult for investors to dispose of
        our common stock and cause a decline in the market value of our
        stock.
  Disclosure
        also has to be made about the risks of investing in penny stocks in both
        public
        offerings and in secondary trading and about the commissions payable to both
        the
        broker-dealer and the registered representative, current quotations for the
        securities, and the rights and remedies available to an investor in cases
        of
        fraud in penny stock transactions. Finally, monthly statements have to be
        sent
        disclosing recent price information for the penny stock held in the account
        and
        information on the limited market in penny stocks.
  Because
        we do not intend to pay any cash dividends on our shares of common stock,
        our
        stockholders will not be able to receive a return on their shares unless
        they
        sell them.
  6
  We
        intend
        to retain any future earnings to finance the development and expansion of
        our
        business. We do not anticipate paying any cash dividends on our common stock
        in
        the foreseeable future. Unless we pay dividends, our stockholders will not
        be
        able to receive a return on their shares unless they sell them at a price
        higher
        than that which they initially paid for such shares.
 
 **16.**
              **There
                  is no active public market for our stock, and an active public
                  market may
                  not be obtained or be liquid, and therefore, investors may not
                  be able to
                  sell their shares.**
  Our
        common stock has been eligible to be traded on the Over-The-Counter Bulletin
        Board since October 2007 under the ticker symbol PWSF. There has been no
        active
        trading in the Company’s securities, and an active trading market in our
        securities may not develop or, if developed, may not be sustained. If for
        any
        reason our common stock is delisted from the Over-the-Counter Bulletin Board,
        or
        an active public trading market does not otherwise develop, purchasers of
        the
        shares may have difficulty selling their common stock should they desire
        to do
        so.
 
 **ITEM
        1B.**  **UNRESOLVED
        STAFF COMMENTS**
 
 Not
        applicable.
 
 **ITEM
        2.**  **PROPERTIES**
  Our
        principal executive offices are located at 10 Hakneset Hagdola Street, Tel
        Aviv,
        Israel 62917. This location is also the residence of Mr. Schwartz, and we
        have
        been allowed to operate out of such location at no cost to the Company. We
        believe that this space is adequate for our current and immediately foreseeable
        operating needs. We do not have any policies regarding investments in real
        estate, securities, or other forms of property.
 
 **ITEM
        3.**  **LEGAL
        PROCEEDINGS**
 
 There
        are
        no pending legal proceedings to which the Company is a party or in which
        any
        Director, officer, or affiliate of the Company, any owner of record or
        beneficially of more than 5% of any class of voting securities of the Company,
        or security holder is a party adverse to the Company or has a material interest
        adverse to the Company. The Company’s property is not the subject of any pending
        legal proceedings.
 
 **ITEM
        4.**  **SUBMISSION
        OF MATTERS TO A VOTE OF SECURITY HOLDERS**
  During
        the period ending December 31, 2007, there has not been any matter which
        was
        submitted to a vote of the Company’s shareholders through the solicitation of
        proxies or otherwise.
 
 **PART
        II**
 
 **ITEM
        5.**  **MARKET
        FOR REGISTRANT’S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS AND SMALL
        BUSINESS ISSUER PURCHASES OF EQUITY SECURITIES**
 
 **Market
        Information**
 
 Our
        common stock has been eligible to be traded on the Over-The-Counter Bulletin
        Board since October 10, 2007 under the ticker symbol PWSF. There has been
        no
        active trading in the Company’s securities.
 
 **Holders**
 
 As
        of
        February 19, 2008, there were 15,075,000 shares of common stock issued and
        outstanding, which were held by 43 stockholders of record.
 
 **Dividends**
  7
  On
        November 8, 2007, we implemented a 3-for-1 stock dividend of our issued and
        outstanding shares of common stock. Shares of common stock held by each holder
        of record on said date automatically received a dividend at the rate of 3-for-1,
        so that the holder of each pre-dividend restricted share of the Company’s common
        stock received 3 post-dividend restricted shares and the holder of each
        pre-dividend unrestricted share of the Company’s common stock received 3
        post-dividend unrestricted shares, without any further action on the part
        of the
        holder.
 
 We
        have
        not declared or paid any cash dividends on our common stock nor do we anticipate
        paying any in the foreseeable future. Furthermore, we expect to retain any
        future earnings to finance its operations and expansion. The payment of cash
        dividends in the future will be at the discretion of our Board of Directors
        and
        will depend upon our earnings levels, capital requirements, any restrictive
        loan
        covenants, and other factors the Board considers relevant.
 
 **Equity
        Compensation Plans**
 
 We
        do not
        have any equity compensation plans.
 
 **Recent
        Sales of Unregistered Securities; Use of Proceeds from Registered
        Securities**
 
 On
        February 18, 2007, the Company issued 4,500,000 shares of common stock to
        each
        of the Company’s two Directors and officers for an aggregate of 9,000,000 (post
        forward split) shares. These shares were issued at par value of $0.0001,
        for
        proceeds of $300.
 
 On
        July
        11, 2007, the Company issued 75,000 (post forward split) shares of
        restricted common stock, valued at $525 for payment for transfer agent
        fees.
 
 On
        June
        21, 2007, the Securities and Exchange Commission declared effective our
        Registration Statement on Form SB-2 (SEC File No. 333-143645) relating to
        the
        sale by us of up to a maximum of 6,000,000 shares of our common stock at
        a
        purchase price of $0.01 per share (post forward split). We have raised
        approximately $60,000 from the issuance of 6,000,000 shares. We
        incurred offering expenses of approximately $21,500 for legal,
        accounting, and other costs in connection with this offering. In addition,
        we
        repaid an aggregate of $41,500 in related party loans.
 
 **Purchases
        of equity securities by the issuer and affiliated
        purchasers**
  We
        have
        not repurchased any shares of our common stock during the fiscal year ended
        December 31, 2007.
 
 **ITEM
        6.**  **SELECTED
        FINANCIAL DATA**
 
 Not
        applicable.
 
 **ITEM
        7.**  **MANAGEMENT’S
        DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND** **RESULTS
        OF OPERATION**
 
 This
        Management’s Discussion and Analysis of Financial Condition and Results of
        Operations (“MD&A”) section of this Report discusses our results of
        operations, liquidity and financial condition, and certain factors that may
        affect our future results. You should read this MD&A in conjunction with our
        financial statements and accompanying notes included in this Report. This
        plan
        of operation contains forward-looking statements that involve risks,
        uncertainties, and assumptions. The actual results may differ materially
        from
        those anticipated in these forward-looking statements as a result of certain
        factors, including, but not limited to, those presented under “Risk Factors” on
        elsewhere in this Report.
 
 **Plan
        of Operation**
 
 During
        the next twelve months, we will focus on developing a prototype, which can
        then
        be used to develop and manufacture the actual product we intend to sell.
        We
        intend to retain one or more third parties to conduct research concerning
        our
        multiple outlet power box device and to develop a prototype model.
  8
  If
        and
        when a prototype is successfully developed, we will contract with third parties
        for the manufacture and distribution of the product. We estimate that we
        would
        need approximately an additional four to six months to bring this product
        to
        market. Our objective would be to either market the product as an off-the-shelf
        device and/or to license the product to technology to hardware or software
        manufacturers and have them include it with their equipment or applications.
        If
        our manufacturing and distribution agreements are not satisfactory, we may
        not
        be able to develop or commercialize our device as planned. In addition, we
        may
        not be able to contract with third parties to manufacture our device in an
        economical manner. Furthermore, third-party manufacturers may not adequately
        perform their obligations, which may impair our competitive position. If
        a
        manufacturer fails to perform, we could experience significant time delays
        or we
        may be unable to commercialize or continue to market our multiple outlet
        power
        box device. There are currently no discussions or other consideration being
        given to any third-party manufacturers.
  Other
        than our current Directors and officers, we have no other full or part-time
        employees. We have entered into a verbal commitment with a third-party
        consultant to provide financial and capital formation services. Pursuant
        to such
        arrangement, the third-party consultant, who is not affiliated with either
        the
        Company or its Directors and officers, is to receive $75 per hour for his
        services. If and when we develop the prototype for our multiple outlet power
        box
        device and are able to begin manufacturing and marketing, we may need additional
        employees for such operations. We do not foresee any significant changes
        in the
        number of employees or consultants we will have over the next twelve
        months.
 
 We
        expect
        that it will cost us at least $24,000 to engage a manufacturing company to
        work
        with us to develop the prototype. We expect that we will need an additional
        $36,000 in order to further bring the product to market on a full scale basis.
        We raised the funds needed to develop the prototype and the product by the
        sale
        of shares of our common stock. On June 21, 2007, the Securities and Exchange
        Commission (the “SEC”) declared effective our Registration Statement on Form
        SB-2 (SEC File No. 333-143645) relating to the sale by us of 6,000,000 shares
        of
        our common stock at a purchase price of $0.01 per share (post forward split).
        We
        incurred offering expenses of approximately $21,500 for legal,
        accounting, and other costs in connection with this offering. We have no
        commitments or arrangements from any person to provide us with any additional
        capital. If additional financing is not available when needed, we may need
        to
        dramatically change our business plan, sell the Company, or cease
        operations.
  Although
        our initial intention was to focus on the manufacture and distribution of
        a
        multiple outlet power box, the Company is experiencing difficulties in its
        current line of business. These difficulties have arisen mainly from our
        inability to engage a manufacturer to develop such a product at a cost efficient
        price due to the complexity of the electronic and technologic applications
        as
        set out in the patent. Accordingly, in the event such difficulties continue,
        we
        may explore other business opportunities, including the potential sale of
        the
        Company.
 
 We
        are
        not aware of any material trend, event, capital commitment, which would
        potentially adversely affect liquidity. In the event such a trend develops,
        we
        believe that we will have sufficient funds available to satisfy working capital
        needs through lines of credit and the funds expected from equity
        sales.
 
 **Recently
        issued accounting pronouncements**
 
 In
        September 2006, the Financial Accounting Standards Board (“FASB”) issued
        Statement of Financial Accounting Standards (“SFAS”) No. 157, “*Fair Value
        Measurements*”(“SFAS No. 157”). This statement defines fair value,
        establishes a framework for measuring fair value in generally accepted
        accounting principles, and expands disclosure about fair value measurements.
        This statement applies under other accounting pronouncements that require
        or
        permit fair value measurement, the FASB having previously concluded in those
        accounting pronouncements that fair value is the relevant measurement attribute.
        This statement does not require any new fair value measurements. However,
        for
        some entities, the application of the statement will change current practice.
        This statement is effective for financial statements issued for fiscal years
        beginning after November 15, 2007, and interim periods within those fiscal
        years. The management of the Company does not believe that this new
        pronouncement will have a material impact on its financial
        statements.
 
 In
        September 2006, the FASB issued SFAS No. 158, “*Employers’ Accounting for
        Defined Benefit Pension and Other Postretirement Plans - an amendment of
        FASB
        Statements No. 87, 88, 106, and 132(R)*”(“SFAS No. 158”). This statement
        improves financial reporting by requiring an employer to recognize the
        overfunded or underfunded status of a defined benefit postretirement plan
        (other
        than a multi-employer plan) as an asset or liability in its statement of
        financial position and to recognize changes in that funded status in the
        year in
        which the changes occur through comprehensive income of a business entity
        or
        changes in unrestricted net assets for a not-for-profit organization. This
        statement also improves financial reporting by requiring an employer to measure
        the funded status of a plan as of the date of its year-end statement of
        financial position, with limited exceptions. The management of the Company
        does
        not believe that this new pronouncement will have a material impact on its
        financial statements.
  9
  In
        February 2007, the FASB issued SFAS No. 159, “*The Fair Value Option for
        Financial Assets and Financial Liabilities - Including an amendment of FASB
        Statement No. 115*,” (“SFAS No. 159”) which permits entities to measure many
        financial instruments and certain other items at fair value that are not
        currently required to be measured at fair value. An entity would report
        unrealized gains and losses on items for which the fair value option has
        been
        elected in earnings at each subsequent reporting date. The objective is to
        improve financial reporting by providing entities with the opportunity to
        mitigate volatility in reported earnings caused by measuring related assets
        and
        liabilities differently without having to apply complex hedge accounting
        provisions. The decision about whether to elect the fair value option is
        applied
        instrument by instrument, with a few exceptions; the decision is irrevocable;
        and it is applied only to entire instruments and not to portions of instruments.
        SFAS No. 159 requires disclosures that facilitate comparisons (a) between
        entities that choose different measurement attributes for similar assets
        and
        liabilities and (b) between assets and liabilities in the financial statements
        of an entity that selects different measurement attributes for similar assets
        and liabilities. SFAS No. 159 is effective for financial statements issued
        for
        fiscal years beginning after November 15, 2007. Early adoption is permitted
        as
        of the beginning of a fiscal year provided the entity also elects to apply
        the
        provisions of SFAS No. 157. Upon implementation, an entity shall report the
        effect of the first re-measurement to fair value as a cumulative-effect
        adjustment to the opening balance of retained earnings. Since the provisions
        of
        SFAS No. 159 are applied prospectively, any potential impact will depend
        on the
        instruments selected for fair value measurement at the time of implementation.
        The management of the Company does not believe that this new pronouncement
        will
        have a material impact on its financial statements.
  In
        December 2007, the FASB issued SFAS No. 141R, “ *Business
        Combinations - Revised 2007* ”
(“SFAS
        No. 141R”), which replaces FASB Statement No. 141, “ *Business
        Combinations* .”
SFAS
        No. 141R ** establishes
        principles and requirements intending to improve the relevance, representational
        faithfulness, and comparability of information that a reporting entity provides
        in its financial reports about a business combination and its effects. This
        is
        accomplished through requiring the acquirer to recognize assets acquired
        and
        liabilities assumed arising from contractual contingencies as of the acquisition
        date, measured at their acquisition-date fair values. This includes contractual
        contingencies only if it is more likely than not that they meet the definition
        of an asset of a liability in FASB Concepts Statement No. 6, “ *Elements
        of Financial Statements* - *a
        replacement of FASB Concepts Statement No. 3.* ” ** This
        statement also requires the acquirer to recognize goodwill as of the acquisition
        date, measured as a residual. However, this statement improves the way in
        which
        an acquirer’s obligations to make payments conditioned on the outcome of future
        events are recognized and measured, which in turn improves the measure of
        goodwill. This statement also defines a bargain purchases as a business
        combination in which the total acquisition-date fair value of the consideration
        transferred plus any noncontrolling interest in the acquiree, and it requires
        the acquirer to recognize that excess in earnings as a gain attributable
        to the
        acquirer. This, therefore, improves the representational faithfulness and
        completeness of the information provided about both the acquirer’s earnings
        during the period in which it makes a bargain purchase and the measures of
        the
        assets acquired in the bargain purchase. The Company does not expect the
        adoption of this pronouncement to 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”), ** which
        establishes accounting and reporting standards to improve the relevance,
        comparability, and transparency of financial information in its consolidated
        financial statements. This is accomplished by requiring all entities, except
        not-for-profit organizations, that prepare consolidated financial statements
        to
        (a) clearly identify, label, and present ownership interests in subsidiaries
        held by parties other than the parent in the consolidated statement of financial
        position within equity, but separate from the parent’s equity; (b) clearly
        identify and present both the parent’s and the noncontrolling interest’s
        attributable consolidated net income on the face of the consolidated statement
        of income; (c) consistently account for changes in parent’s ownership interest
        while the parent retains it controlling financial interest in subsidiary
        and for
        all transactions that are economically similar to be accounted for similarly;
        (d) measure of any gain, loss or retained noncontrolling equity at fair value
        after a subsidiary is deconsolidated; and (e) provide sufficient disclosures
        that clearly identify and distinguish between the interests of the parent
        and
        the interests of the noncontrolling owners. This Statement also clarifies
        that a
        noncontrolling interest in a subsidiary is an ownership interest in the
        consolidated entity that should be reported as equity in the consolidated
        financial statements. SFAS No. 160 is effective for fiscal years and interim
        periods on or after December 15, 2008. The management of the Company does
        not
        expect the adoption of this pronouncement to have a material impact on its
        financial statements.
  **Liquidity
        and Capital Resources**
  As
        of
        December 31, 2007, we had $3,405 in cash.
        The Company does not believe that such funds will be sufficient to fund its
        expenses over the next twelve months. There can be no assurance that additional
        capital will be available to the Company. The Company currently has no
        agreements, arrangements, or understandings with any person to obtain funds
        through bank loans, lines of credit, or any other sources. Since the Company
        has
        no such arrangements or plans currently in effect, its inability to raise
        funds
        for the above purposes will have a severe negative impact on its ability
        to
        remain a viable company.
 
 **Lack
        of Insurance**
 
 The
        Company currently has no insurance in force for its office facilities and
        operations, and it cannot be certain that it can cover the risks associated
        with
        such lack of insurance or that it will be able to obtain and/or maintain
        insurance to cover these risks at economically feasible premiums.
 
 **Going
        Concern Consideration**
 
 The
        Company is a development stage company and has not commenced planned principal
        operations. The Company had no revenues and incurred a net loss of $13,564 for
        the
        quarter ended December 31, 2007, and a net loss of $46,972 for
        the
        period from February 5, 2007, (inception) through December 31, 2007. These
        factors raise substantial doubt about the Company’s ability to continue as a
        going concern.
 
 The
        financial statements contained herein for the period ending December 31,
        2007,
        have been prepared on a “going concern” basis, which contemplates the
        realization of assets and the satisfaction of liabilities in the normal course
        of business. For the reasons discussed herein and in the footnotes to our
        financial statements included herein, there is a significant risk that we
        will
        be unable to continue as a going concern. Our audited financial statements
        included in this Report contain additional note disclosures describing the
        circumstances that lead to this disclosure by our independent
        auditors.
 **Off
          Balance Sheet Arrangements**
 
 We
          do not
          have any off-balance sheet arrangements that have or are reasonably likely
          to
          have a current or future effect on our financial condition, changes in
          financial
          condition, revenues or expenses, results of operations, liquidity, capital
          expenditures, or capital resources that are material to investors.
 
 **ITEM
          7A.**  **QUANTITATIVE
          AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK**
 
 Not
          applicable.
  10
  **ITEM
          8.**  **FINANCIAL
          STATEMENTS AND SUPPLEMENTARY DATA.**
 **POWERSAFE
          TECHNOLOGY CORP.**
 **(A
          DEVELOPMENT STAGE COMPANY)**
 **INDEX
          TO FINANCIAL STATEMENTS**
 **DECEMBER
          31, 2007**
 **(Audited)**
 
 Report
                    of Registered Independent Auditors
                F-2Financial
                    Statements-Balance
                    Sheet as of December 31, 2007
                F-3Statements
                    of Operations and Comprehensive (Loss) for the Period then
                    EndedDecember
                    31, 2007, and Cumulative from Inception
                F-4Statements
                    of Cash Flows for the Period then Ended December 31, 2007,and
                    Cumulative from Inception
                F-5Notes
                    to Financial Statements December 31, 2007
                F-6
 
 F-1
 
 **REPORT
          OF REGISTERED INDEPENDENT AUDITORS**
 
 
 To
          the
          Board of Directors and Stockholders of
 Powersafe
          Technology Corp.:
 
 We
          have
          audited the accompanying balance sheet of Powersafe Technology Corp. (a
          Delaware
          corporation in the development stage) as of December 31, 2007, and the
          related
          statements of operations and comprehensive (loss), stockholders’ equity, and
          cash flows for the period ended December 31, 2007, and from inception (February
          5, 2007) through December 31, 2007. These financial statements are the
          responsibility of the Company’s management. Our responsibility is to express an
          opinion on these financial statements based on our audit.
 
 We
          conducted our audit in accordance with the standards of the Public Company
          Accounting Oversight Board (United States of America). Those standards
          require
          that we plan and perform the audit to obtain reasonable assurance about
          whether
          the financial statements are free of material misstatement. The Company
          is not
          required to have, nor were we engaged to perform, an audit of its internal
          control over financial reporting. Our audit included consideration of internal
          control over financial reporting as a basis for designing audit procedures
          that
          are appropriate in the circumstances, but not for the purpose of expressing
          an
          opinion on the effectiveness of the Company’s internal control over financial
          reporting. Accordingly, we express no such opinion. An audit includes examining,
          on a test basis, evidence supporting the amounts and disclosures in the
          financial statements. An audit also includes assessing the accounting principles
          used and significant estimates made by management, as well as evaluating
          the
          overall financial statement presentation. We believe that our audit provides
          a
          reasonable basis for our opinion.
 
 In
          our
          opinion, the financial statements referred to above present fairly, in
          all
          material respects, the financial position of Powersafe Technology Corp
          as of
          December 31, 2007, and the results of its operations and its cash flows
          for the
          period ended December 31, 2007, and from inception (February 5, 2007) through
          December 31, 2007, in conformity with accounting principles generally accepted
          in the United States of America.
 
 The
          accompanying financial statements have been prepared assuming that the
          Company
          will continue as a going concern. As discussed in Note 2 to the financial
          statements, the Company is in the development stage, and has not established
          any
          source of revenue to cover its operating costs. As such, it has incurred
          an
          operating loss since inception. Further, as of December 31, 2007, the cash
          resources of the Company were insufficient to meet its planned business
          objectives. These and other factors raise substantial doubt about the Company’s
          ability to continue as a going concern. Management’s plan regarding these
          matters is also described in Note 2 to the financial statements. The financial
          statements do not include any adjustments that might result from the outcome
          of
          this uncertainty .
 
 Respectfully
          submitted,
 
 /s/
          Davis
          Accounting Group P.C.
 
 Cedar
          City, Utah,
 February
          14, 2008
 
 F-2
 
 **POWERSAFE
            TECHNOLOGY CORP.**
 **(A
            DEVELOPMENT STAGE COMPANY)**
 **BALANCE
            SHEET (NOTE 2)**
 **AS
            OF DECEMBER 31, 2007**
 **(Audited)**
 **ASSETS****2007****Current
                      Assets:**Cash
                      in bank
                  
                  $
                  3,405Total
                      current assets
                  
                  
                  3,405**Other
                      Assets:**Patent,
                      net of accumulated amortization of $1,031
                  
                  
                  11,535Total
                      other assets
                  
                  
                  11,535**Total
                      Assets**
                  
                  $
                  14,940**LIABILITIES
                      AND STOCKHOLDERS' EQUITY****Current
                      Liabilities:**Accounts
                      payable - Trade
                  
                  $
                  56Accrued
                      liabilities
                  
                  
                  6,807Total
                      current liabilities
                  
                  
                  6,863Total
                      liabilities
                  
                  
                  6,863**Commitments
                      and Contingencies****Stockholders'
                      Equity:**Common
                      stock, par value $.0001 per share, 100,000,000
                      sharesauthorized;
                      15,075,000 shares issued and outstanding
                  
                  
                  1,507Additional
                      paid-in capital
                  
                  
                  53,342Accumulated
                      other comprehensive income
                  
                  
                  200(Deficit)
                      accumulated during the development stage
                  
                  
                  (46,972
                  )Total
                      stockholders' equity
                  
                  
                  8,077**Total
                      Liabilities and Stockholders' Equity**
                  
                  $
                  14,940
 
 The
          accompanying notes to financial statements
 are
          an
          integral part of this balance sheet.
  F-3
  **POWERSAFE
            TECHNOLOGY CORP.**
 **(A
            DEVELOPMENT STAGE COMPANY)**
 **STATEMENTS
            OF OPERATIONS AND COMPREHENSIVE (LOSS) (NOTE 2)**
 **FOR
            THE PERIOD ENDED DECEMBER 31, 2007, AND**
 **CUMULATIVE
            FROM INCEPTION (FEBRUARY 5, 2007)**
 **THROUGH
            DECEMBER 31, 2007**
 **(Audited)**
 **Period
                      Ended**
                  
                  **Cumulative****December
                      31,**
                  
                  **From****2007**
                  
                  **Inception****Revenues**
                  
                  $
                  -
                  
                  $
                  -**Expenses:**General
                      and administrative-Professional
                      fees
                  
                  
                  37,916
                  
                  
                  37,916Other
                  
                  
                  5,175
                  
                  
                  5,175Legal
                      fees - Incorporation
                  
                  
                  2,850
                  
                  
                  2,850Amortization
                  
                  
                  1,031
                  
                  
                  1,031Total
                      general and administrative expenses
                  
                  
                  46,972
                  
                  
                  46,972**(Loss)
                      from Operations**
                  
                  
                  (46,972
                  )
                  
                  (46,972
                  )**Other
                      Income (Expense):**
                  
                  
                  -
                  
                  
                  -**Provision
                      for Income Taxes**
                  
                  
                  -
                  
                  
                  -**Net
                      (Loss)**
                  
                  
                  (46,972
                  )
                  
                  (46,972
                  )**Comprehensive
                      (Loss):**Israeli
                      currency translation
                  
                  
                  200
                  
                  
                  200**Total
                      Comprehensive (Loss)**
                  
                  $
                  (46,772
                  )
                  $
                  (46,772
                  )**(Loss)
                      Per Common Share:**(Loss)
                      per common share - Basic and Diluted
                  
                  $
                  (0.00
                  )**Weighted
                      Average Number of Common Shares****Outstanding
                      - Basic and Diluted**
                  
                  
                  10,848,636
 
 The
          accompanying notes to financial statements are
 an
          integral part of these statements.
 F-4
 
  **POWERSAFE
              TECHNOLOGY CORP.**
 **(A
              DEVELOPMENT STAGE COMPANY)**
 **STATEMENT
              OF STOCKHOLDERS' EQUITY (NOTE 2)**
 **FOR
              THE PERIOD FROM INCEPTION (FEBRUARY 5, 2007)**
 **THROUGH
              DECEMBER 31, 2007**
 **(Audited)**
  **(Deficit)****Accumulated**
                    
                    **Accumulated****Additional**
                    
                    **Other**
                    
                    **During
                        the****Common
                        stock**
                    
                    **Paid-in**
                    
                    **Comprehensive**
                    
                    **Development****Description**
                    
                    **Shares**
                    
                    **Amount**
                    
                    **Capital**
                    
                    **Income**
                    
                    **Stage**
                    
                    **Totals****Balance
                        - February 5, 2007**
                    
                    
                    -
                    
                    $
                    -
                    
                    $
                    -
                    
                    $
                    -
                    
                    $
                    -
                    
                    $
                    -Common
                        stock issued for cash
                    
                    
                    5,000,000
                    
                    
                    500
                    
                    
                    60,474
                    
                    
                    -
                    
                    
                    -
                    
                    
                    60,974Transfer
                        agent fees paid by issued shares
                    
                    
                    25,000
                    
                    
                    2
                    
                    
                    523
                    
                    
                    -
                    
                    
                    -
                    
                    
                    525Deferred
                        offering costs
                    
                    
                    -
                    
                    
                    -
                    
                    
                    (21,500
                    )
                    
                    -
                    
                    
                    -
                    
                    
                    (21,500
                    )3-for-1
                        adjustment
                    
                    
                    10,050,000
                    
                    
                    1,005
                    
                    
                    (1,005
                    )
                    
                    -
                    
                    
                    -
                    
                    
                    -Forgiveness
                        related party loans
                    
                    
                    -
                    
                    
                    -
                    
                    
                    14,850
                    
                    
                    -
                    
                    
                    -
                    
                    
                    14,850Israeli
                        currency translation
                    
                    
                    -
                    
                    
                    -
                    
                    
                    -
                    
                    
                    200
                    
                    
                    -
                    
                    
                    200Net
                        (loss) for the period
                    
                    
                    -
                    
                    
                    -
                    
                    
                    -
                    
                    
                    -
                    
                    
                    (46,972
                    )
                    
                    (46,972
                    )**Balance
                        - December 31, 2007**
                    
                    
                    15,075,000
                    
                    $
                    1,507
                    
                    $
                    53,342
                    
                    $
                    200
                    
                    $
                    (46,972
                    )
                    $
                    8,077
 
 The
          accompanying notes to financial statements are
 an
          integral part of these statements.
 
 F-5
  **POWERSAFE
            TECHNOLOGY CORP.**
 **(A
            DEVELOPMENT STAGE COMPANY)**
 **STATEMENTS
            OF CASH FLOWS (NOTE 2)**
 **FOR
            THE PERIOD ENDED DECEMBER 31, 2007, AND**
 **CUMULATIVE
            FROM INCEPTION (FEBRUARY 5, 2007)**
 **THROUGH
            DECEMBER 31, 2007**
 **(Audited)**
  **Period
                      Ended**
                  
                  **Cumulative****December
                      31,**
                  
                  **From****2007**
                  
                  **Inception****Operating
                      Activities:**Net
                      (loss)
                  
                  $
                  (46,972
                  )
                  $
                  (46,972
                  )Adjustments
                      to reconcile net (loss) to net cash(used
                      in) operating activities:Amortization
                  
                  
                  1,031
                  
                  
                  1,031Transfer
                      agent fees paid by issued shares
                  
                  
                  525
                  
                  
                  525Changes
                      in net liabilities-Accounts
                      payable - Trade
                  
                  
                  56
                  
                  
                  56Accrued
                      liabilities
                  
                  
                  6,807
                  
                  
                  6,807**Net
                      Cash (Used in) by Operating Activities**
                  
                  
                  (38,553
                  )
                  
                  (38,553
                  )**Investing
                      Activities:**Patent
                      acquired
                  
                  
                  (12,566
                  )
                  
                  (12,566
                  )**Net
                      Cash (Used in) Investing Activities**
                  
                  
                  (12,566
                  )
                  
                  (12,566
                  )**Financing
                      Activities:**Issuance
                      of common stock for cash
                  
                  
                  60,974
                  
                  
                  60,974Deferred
                      offering costs
                  
                  
                  (21,500
                  )
                  
                  (21,500
                  )Loans
                      from related parties - Directors and stockholders
                  
                  
                  56,350
                  
                  
                  56,350Repayment
                      of related parties loans
                  
                  
                  (41,500
                  )
                  
                  (41,500
                  )**Net
                      Cash Provided by Financing Activities**
                  
                  
                  54,324
                  
                  
                  54,324**Effect
                      of Exchange Rate Changes on Cash**
                  
                  
                  200
                  
                  
                  200**Net
                      Increase in Cash**
                  
                  
                  3,405
                  
                  
                  3,405**Cash
                      - Beginning of Period**
                  
                  
                  -
                  
                  
                  -**Cash
                      - End of Period**
                  
                  $
                  3,405
                  
                  $
                  3,405**Supplemental
                      Disclosure of Cash Flow Information:**Cash
                      paid during the period for:Interest
                  
                  $
                  -
                  
                  $
                  -Income
                      taxes
                  
                  $
                  -
                  
                  $
                  -
 On
            July
            11, 2007, the Company issued 75,000 (post forward split) shares of restricted common
            stock, valued at $525 for payment of transfer agent fees.
  On
            December 31, 2007, two Directors and shareholders forgave the Company
            of a
            related party debt in the amount of $14,850 ($7,425 each).
  The
          accompanying notes to financial statements are
 an
          integral part of these statements.
 
 F-6
 
 **POWERSAFE
              TECHNOLOGY CORP.**
 **(A
              DEVELOPMENT STAGE COMPANY)**
 **NOTES
              TO FINANCIAL STATEMENTS**
 **DECEMBER
              31, 2007**
 (1)
                **Summary
                    of Significant Accounting
                    Policies**
 
 *Basis
          of Presentation and Organization*
 
 Powersafe
          Technology Corp. (“Powersafe” or the “Company”) is a Delaware corporation in the
          development stage. The Company was incorporated under the laws of the State
          of
          Delaware on February 5, 2007. The initial business plan of the Company
          is to
          develop a commercial application utilizing the technology and patent pertaining
          to a multiple outlet power box with selectively protected outlet logic.
          The
          Company plans to develop a prototype of the multiple outlet power box,
          and then
          to further develop, manufacture, and market the product, and/or seek third-party
          entities interested in potential partnership opportunities and licensing
          rights
          to manufacture and market the product. The Company also intends to market
          the
          product to individuals for home and business use. The accompanying financial
          statements of Powersafe were prepared from the accounts of the Company
          under the
          accrual basis of accounting.
 
 In
          addition, in 2007, the Company commenced a capital formation activity to
          effect
          a Registration Statement on Form SB-2 with the Securities and Exchange
          Commission (“SEC”), and raise capital of up to $60,000 from a self-underwritten
          offering of 6.0 million shares of newly issued common stock at a price
          of $0.01
          per share (post forward stock split) in the public markets. The Registration
          Statement on Form SB-2 was filed with the SEC on June 8, 2007, and declared
          effective on June 21, 2007. As of December 31, 2007, the Company had received
          stock subscriptions for 6.0 million shares of common stock, par value $0.0001
          per share, at on offering price of $0.01 per share (post forward stock
          split),
          and deposited proceeds of approximately $60,000.
  *Cash
          and Cash Equivalents*
 
 For
          purposes of reporting within the statements of cash flows, the Company
          considers
          all cash on hand, cash accounts not subject to withdrawal restrictions
          or
          penalties, and all highly liquid debt instruments purchased with a maturity
          of
          three months or less to be cash and cash equivalents.
 
 *Revenue
          Recognition*
 
 The
          Company is in the development stage and has yet to realize revenues from
          planned
          operations. It plans to realize revenues from the sale of its multiple
          outlet
          power box with selectively protected outlet logic to individuals for home
          and
          office use, and from potential partnership opportunities and licensing
          rights to
          manufacture and market the product. Revenues will be recognized by major
          categories under the following policies:
 
 For
          manufacturing and selling activities, revenues will be realized when the
          product
          is delivered to customers, and collection is reasonably assured.
 
 For
          licensing activities, revenues from such agreements will be realized over
          the
          term and under the conditions of each specific license once all contract
          conditions have been met. Payments for licensing fees are generally received
          at
          the time the license agreements are executed, unless other terms for delayed
          payment are documented and agreed to between the parties.
 
 F-7
 
  **POWERSAFE
              TECHNOLOGY CORP.**
 **(A
              DEVELOPMENT STAGE COMPANY)**
 **NOTES
              TO FINANCIAL STATEMENTS**
 **DECEMBER
              31, 2007**
 
 *Patent*
 
 The
          Company acquired a United States patent and all other intellectual property
          rights relating to the technology from the inventor on March 26, 2007,
          under the
          terms of a Patent Transfer and Sale Agreement. The patent was originally
          granted
          to the inventor by the United States Patent and Trademark Office on January
          13,
          1998. The cost of obtaining the patent has been capitalized by the Company,
          and
          is being amortized using the straight-line method over a period of approximately
          10 years. Through the period ended December 31, 2007, the Company recorded
          patent amortization of $1,031.
  *Deferred
          Offering Costs*
 
 The
          Company defers as other assets the direct incremental costs of raising
          capital
          until such time as the offering is completed. At the time of the completion
          of
          the offering, the costs are charged against the capital raised. Should
          the
          offering be terminated, deferred offering costs are charged to operations
          during
          the period in which the offering is terminated. As of December 31, 2007,
          $21,500
          in deferred offering costs were charged against the capital raised upon
          completion of the offering.
 
 *Concentrations
          of Risk*
 
 As
          of
          December 31, 2007, the Company maintained its cash account in United States
          dollars at one commercial bank in Israel. The balance in the account was
          subject
          to the normal and customary risks of disbursement and withdrawal pertaining
          to a
          foreign currency account in that country.
 
 *Impairment
          of Long-Lived Assets*
 
 The
          Company evaluates the recoverability of long-lived assets and the related
          estimated remaining lives when events or circumstances lead management
          to
          believe that the carrying value of an asset may not be recoverable. For
          the
          period ended December 31, 2007, no events or circumstances occurred for
          which an
          evaluation of the recoverability of long-lived assets was required.
 
 ( *Loss)
          per Common Share*
 
 Basic
          (loss) per share is computed by dividing the net (loss) attributable to
          the
          common stockholders by the weighted average number of shares of common
          stock
          outstanding during the period. Fully diluted (loss) per share is computed
          similar to basic (loss) per share, except that the denominator is increased
          to
          include the number of additional common shares that would have been outstanding
          if the potential common shares had been issued and if the additional common
          shares were dilutive. There were no dilutive financial instruments issued
          or
          outstanding for the period ended December 31, 2007.
 
 *Income
          Taxes*
 
 The
          Company accounts for income taxes pursuant to SFAS No. 109, “ *Accounting
          for Income Taxes* ”
(“SFAS
          No. 109”). Under SFAS No. 109, deferred tax assets and liabilities are
          determined based on temporary differences between the bases of certain
          assets
          and liabilities for income tax and financial reporting purposes. The deferred
          tax assets and liabilities are classified according to the financial statement
          classification of the assets and liabilities generating the
          differences.
 
 F-8
 
  **POWERSAFE
              TECHNOLOGY CORP.**
 **(A
              DEVELOPMENT STAGE COMPANY)**
 **NOTES
              TO FINANCIAL STATEMENTS**
 **DECEMBER
              31, 2007**
 The
          Company maintains a valuation allowance with respect to deferred tax assets.
          The
          Company establishes a valuation allowance based upon the potential likelihood
          of
          realizing the deferred tax assets and taking into consideration the Company’s
          financial position and results of operations for the current period. Future
          realization of the deferred tax benefit depends on the existence of sufficient
          taxable income within the carryforward period under the Federal and state
          tax
          laws.
 
 Changes
          in circumstances, such as the Company generating taxable income, could
          cause a
          change in judgment about the realizability of the related deferred tax
          assets.
          Any change in the valuation allowance will be included in income in the
          year of
          the change in estimate.
 
 *Foreign
          Currency Translation*
 
 The
          Company accounts for foreign currency translation pursuant to SFAS No.
          52,
“ *Foreign
          Currency Translation* ”
(“SFAS
          No. 52”). The Company’s functional currency is the United States Dollar. However
          certain accounts of the Company are denominated in Israeli New Shekels.
          Under
          SFAS No. 52, all assets and liabilities are translated into United States
          dollars using the current exchange rate at the end of each fiscal period.
          Revenues and expenses are translated using the average exchange rates prevailing
          throughout the respective periods. Translation adjustments are included
          in other
          comprehensive income (loss) for the period. Translation gains or losses
          related
          to such transactions are recognized for each reporting period in the related
          statement of operations and comprehensive income (loss).
  *Fair
          Value of Financial Instruments*
 
 The
          Company estimates the fair value of financial instruments using the available
          market information and valuation methods. Considerable judgment is required
          in
          estimating fair value. Accordingly, the estimates of fair value may not
          be
          indicative of the amounts the Company could realize in a current market
          exchange. As of December 31, 2007, the carrying value of accounts payable
          and
          accrued liabilities approximated fair value due to the short-term maturity
          and
          nature of these instruments.
 
 *Estimates*
 
 The
          financial statements are prepared on the basis of accounting principles
          generally accepted in the United States of America. The preparation of
          financial
          statements in conformity with generally accepted accounting principles
          requires
          management to make estimates and assumptions that affect the reported amounts
          of
          assets and liabilities as of December 31, 2007, and expenses for the period
          ended December 31, 2007, and cumulative from inception. Actual results
          could
          differ from those estimates made by management.
 
 *Fiscal
          Year End*
 
 The
          Company has adopted December 31 as its fiscal year end.
 
 F-9
 
  **POWERSAFE
              TECHNOLOGY CORP.**
 **(A
              DEVELOPMENT STAGE COMPANY)**
 **NOTES
              TO FINANCIAL STATEMENTS**
 **DECEMBER
              31, 2007**
 
 **(2)**
                **Development
                    Stage Activities and Going
                    Concern**
 
 The
          Company is currently in the development stage, and its business plan is
          to
          develop a commercial application utilizing the technology and patent pertaining
          to a multiple outlet power box with selectively protected outlet logic.
          The
          Company plans to develop a prototype of the multiple outlet power box,
          and then
          to further develop, manufacture, and market the product and/or seek third-party
          entities interested in potential partnership opportunities and licensing
          rights
          to manufacture and market the product. The Company also intends to market
          the
          product to individuals for home and business use.
 
 In
          addition, in 2007, the Company commenced a capital formation activity to
          affect
          a Registration Statement on Form SB-2 with the SEC, and raise capital of
          up to
          $60,000 from a self-underwritten offering of 6.0 million shares of newly
          issued
          common stock at a price of $0.01 per share (post forward stock split) in
          the
          public markets. The Registration Statement on Form SB-2 was filed with
          the SEC
          on June 8, 2007, and declared effective on June 21, 2007. Since June 21,
          2007,
          the Company has received stock subscriptions for 6.0 million shares of
          common
          stock, par value $0.0001 per share, at on offering price of $0.01 per share
          (post forward stock split), and deposited proceeds of approximately
          $60,000.
 
 While
          management of the Company believes that the Company will be successful
          in its
          operating activities, there can be no assurance that the Company will be
          successful in the development of a prototype of its technology and patent,
          or
          sales of its product that will generate sufficient revenues to sustain
          the
          operations of the Company.
 
 The
          accompanying financial statements have been prepared in conformity with
          accounting principles generally accepted in the United States of America,
          which
          contemplate continuation of the Company as a going concern. The Company
          has
          incurred an operating loss since inception, had negative working capital
          as of
          December 31, 2007, and the cash resources of the Company are insufficient
          to
          carryout its business plan. These and other factors raise substantial doubt
          about the Company’s ability to continue as a going concern. The accompanying
          financial statements do not include any adjustments to reflect the possible
          future effects on the recoverability and classification of assets or the
          amounts
          and classification of liabilities that may result from the possible inability
          of
          the Company to continue as a going concern.
 
 **(3)**
                **Patent**
 
 The
          Company acquired a United States patent for a multiple outlet power box
          with
          selectively protected outlet logic, and all other intellectual property
          rights
          relating to the technology from an unrelated third-party inventor on March
          26,
          2007, under the terms of a Patent Transfer and Sale Agreement (the “Patent Sale
          Agreement”) for total consideration of $9,000. The patent was originally granted
          to the inventor on January 13, 1998, for a period of twenty years from
          the
          filing date (March 12, 1996) by the United States Patent and Trademark
          Office.
          The Company paid $4,000 to the inventor under the terms of the Patent Sale
          Agreement on March 26, 2007, the date of execution of the Agreement. The
          Company
          was also obligated to pay to the inventor an additional $4,000 under the
          Patent
          Sale Agreement at the time of recording the assignment of the patent with
          the
          United States Patent and Trademark Office. The assignment of the patent
          was
          recorded on April 12, 2007, and the additional consideration of $4,000
          was paid
          to the inventor on April 24, 2007. The remaining $1,000 due under the agreement
          was paid as of December 31, 2007. As of December 31, 2007, the cost of
          the
          patent amounted to $12,566 consisting of the patent acquisition cost and
          related
          legal fees. The Company has no continuing or contingent obligation to pay
          royalties under the Patent Sale Agreement. Further, the inventor is not
          a
          promoter or stockholder of the Company.
 
 F-10
 
  **POWERSAFE
              TECHNOLOGY CORP.**
 **(A
              DEVELOPMENT STAGE COMPANY)**
 **NOTES
              TO FINANCIAL STATEMENTS**
 **DECEMBER
              31, 2007**
 **(4)**
                **Related
                    Party Transactions**
 
 During
          the period ended December 31, 2007, advances for working capital purposes
          from
          two Directors and officers, who are also stockholders of the Company, were
          received and subsequently partially repaid by the Company. On December
          31, 2007,
          the two of the Directors and stockholder forgave the Company of the debt
          due in
          the amount of $14,850 ($7,425 each). The amount forgiven increased additional
          paid-in capital.
 
 **(5)**
                **Common
                    Stock**
 
 On
          February 18, 2007, the Company issued 9,000,000 shares of common stock
          (post
          forward stock split) to two Directors and officers of the Company for proceeds
          of $300.
 
 On
          July
          11, 2007, the Company issued 75,000 shares of restricted common stock (post
          forward stock split) in payment for transfer agent fees. The transaction
          was
          valued at $525.
 
 In
          addition, in 2007, the Company commenced a capital formation activity to
          affect
          a Registration Statement on Form SB-2 with the SEC, and raise capital of
          up to
          $60,000 from a self-underwritten offering of 6.0 million shares of newly
          issued
          common stock at a price of $0.01 per share (post forward stock split) in
          the
          public markets. The Registration Statement on Form SB-2 was filed with
          the SEC
          on June 8, 2007, and declared effective on June 21, 2007. Since June 21,
          2007,
          the Company has received stock subscriptions for 6.0 million shares of
          common
          stock, par value $0.0001 per share, at an offering price of $0.01 per share
          (post forward stock split), and deposited proceeds of approximately $60,000.
          In
          addition, as of December 31, 2007, the Company recognized $21,500 of deferred
          offering costs related to this capital formation activity.
 
 On
          October 29, 2007, the Company notified the NASD of its intention to implement
          a
          3-for-1 forward stock
 split
          of
          its issued and outstanding common stock to the holders of record as of
          November
          7, 2007. Such
 forward
          stock split was effective as of November 8, 2007. The accompanying financial
          statements and related notes thereto have been adjusted accordingly to
          reflect
          this forward stock split.
 
 On
          December 31, 2007, two of the Directors and shareholders of the Company
          forgave
          the Company of a related party debt. The balance of the debt was $14,850,
          which
          was an increase to additional paid-in capital.
 
 **(6)**
                **Transfer
                    Agent Agreement**
 
 On
          July
          5, 2007, the Company entered into a Consulting Agreement with Island Capital
          Management, LLC dba Island Stock Transfer (“Island Stock Transfer”) for
          consulting and advisory services. Under the Agreement, the Company agreed
          to pay
          Island Stock Transfer initial fees amounting to $2,525 plus transaction
          fees
          payable as follows: (1) $1,000 due at the time of execution of the Agreement;
          and, $1,000 within 60 days; (2) the issuance of 75,000 shares (post forward
          stock split) of the Company’s common stock with a value of $525; and (3)
          transaction fees in accordance with the fee schedule for services of Island
          Stock Transfer. The Company also has the right under the Agreement to repurchase
          the 75,000 shares (post forward stock split) of common stock from Island
          Stock
          Transfer for a period of 12 months for $10,000. For the year then ended
          December
          31, 2007, the Company paid the initial fee of $2,000 for consulting and
          advisory
          services, and issued 75,000 shares (post forward stock split) of common
          stock
          for such services with a value of $525.
 
 F-11
 
  **POWERSAFE
              TECHNOLOGY CORP.**
 **(A
              DEVELOPMENT STAGE COMPANY)**
 **NOTES
              TO FINANCIAL STATEMENTS**
 **DECEMBER
              31, 2007**
 **(7)**
                **Income
                    Taxes**
 
 The
          provision (benefit) for income taxes for the period ended December 31,
          2007, was
          as follows (assuming an effective federal and state tax rate of
          23%):
 **Period
                      Ended**
                  
                  **Cumulative****December
                      31,**
                  
                  **From****2007**
                  
                  **Inception**Current
                      Tax Provision:Federal
                      and state-Taxable
                      income
                  
                  $
                  -
                  
                  $
                  -Total
                      current tax provision
                  
                  $
                  -
                  
                  $
                  -Deferred
                      Tax Provision:Federal
                      and state-Loss
                      carryforwards
                  
                  $
                  10,804
                  
                  $
                  10,804Change
                      in valuation allowance
                  
                  
                  (10,804
                  )
                  
                  (10,804
                  )Total
                      deferred tax provision
                  
                  $
                  -
                  
                  $
                  -
 
 The
          Company had deferred income tax assets as of December 31, 2007, as
          follows:
 **2007**Loss
                      carryforwards
                  
                  $
                  10,804Less
                      - Valuation allowance
                  
                  
                  (10,804
                  )Total
                      net deferred tax assets
                  
                  $
                  -
 
 The
          Company provided a valuation allowance equal to the deferred income tax
          assets
          for the period ended December 31, 2007, because it is not presently known
          whether future taxable income will be sufficient to utilize the loss
          carryforwards.
 
 As
          of
          December 31, 2007, the Company had approximately $46,972 in tax loss
          carryforwards that can be utilized in future periods to reduce taxable
          income,
          and expire in the year 2027.
 
 F-12
 
 **POWERSAFE
            TECHNOLOGY CORP.**
 **(A
            DEVELOPMENT STAGE COMPANY)**
 **NOTES
            TO FINANCIAL STATEMENTS**
 **DECEMBER
            31, 2007**
 
 **(8)**
                **Commitments
                    and Contingencies**
 
 The
          Company has entered into a verbal commitment with a third-party consultant
          to
          provide financial and capital formation services. Consulting services under
          the
          arrangement principally commenced during the period ended December 31,
          2007. The
          consultant will receive $75 per hour for his services.
 
 In
          March
          2007, the Company entered into an agreement with Nevada Agency & Trust
          Company for transfer agent services. For the period ended December 31,
          2007,
          transfer agent fees amounted to $5,291.
 
 **(10)**
                **Recent
                    Accounting Pronouncements**
 
 In
          September 2006, the Financial Accounting Standards Board (“FASB”) issued
          Statement of Financial Accounting Standards (“SFAS”) No. 157, “ *Fair
          Value Measurements* ” ** (“SFAS
          No. 157”). This statement defines fair value, establishes a framework for
          measuring fair value in generally accepted accounting principles, and expands
          disclosure about fair value measurements. This statement applies under
          other
          accounting pronouncements that require or permit fair value measurement,
          the
          FASB having previously concluded in those accounting pronouncements that
          fair
          value is the relevant measurement attribute. This statement does not require
          any
          new fair value measurements. However, for some entities, the application
          of the
          statement will change current practice. This statement is effective for
          financial statements issued for fiscal years beginning after November 15,
          2007,
          and interim periods within those fiscal years. The management of the Company
          does not believe that this new pronouncement will have a material impact
          on its
          financial statements.
 
 In
          September 2006, the FASB issued SFAS No. 158, “ *Employers’
          Accounting for Defined Benefit Pension and Other Postretirement Plans -
          an
          amendment of FASB Statements No. 87, 88, 106, and 132(R)* ”
(“SFAS
          No. 158”). This statement improves financial reporting by requiring an employer
          to recognize the overfunded or underfunded status of a defined benefit
          postretirement plan (other than a multi-employer plan) as an asset or liability
          in its statement of financial position and to recognize changes in that
          funded
          status in the year in which the changes occur through comprehensive income
          of a
          business entity or changes in unrestricted net assets for a not-for-profit
          organization. This statement also improves financial reporting by requiring
          an
          employer to measure the funded status of a plan as of the date of its year-end
          statement of financial position, with limited exceptions. The management
          of the
          Company does not believe that this new pronouncement will have a material
          impact
          on its financial statements.
  In
          February 2007, the FASB issued SFAS No. 159, “ *The
          Fair Value Option for Financial Assets and Financial Liabilities - Including
          an
          amendment of FASB Statement No. 115* ”
(“SFAS
          No. 159”), which permits entities to measure many financial instruments and
          certain other items at fair value that are not currently required to be
          measured
          at fair value. An entity would report unrealized gains and losses on items
          for
          which the fair value option has been elected in earnings at each subsequent
          reporting date. The objective is to improve financial reporting by providing
          entities with the opportunity to mitigate volatility in reported earnings
          caused
          by measuring related assets and liabilities differently without having
          to apply
          complex hedge accounting provisions. The decision about whether to elect
          the
          fair value option is applied instrument by instrument, with a few exceptions;
          the decision is irrevocable; and it is applied only to entire instruments
          and
          not to portions of instruments. SFAS No. 159 requires disclosures that
          facilitate comparisons (a) between entities that choose different measurement
          attributes for similar assets and liabilities and (b) between assets and
          liabilities in the financial statements of an entity that selects different
          measurement attributes for similar assets and liabilities. SFAS No. 159
          is
          effective for financial statements issued for fiscal years beginning after
          November 15, 2007. Early adoption is permitted as of the beginning of a
          fiscal
          year, provided the entity also elects to apply the provisions of SFAS No.
          157.
          Upon implementation, an entity shall report the effect of the first
          re-measurement to fair value as a cumulative-effect adjustment to the opening
          balance of retained earnings. Since the provisions of SFAS No. 159 are
          applied
          prospectively, any potential impact will depend on the instruments selected
          for
          fair value measurement at the time of implementation. The management of
          the
          Company does not believe that this new pronouncement will have a material
          impact
          on its financial statements.
 
 F-13
 
  **POWERSAFE
              TECHNOLOGY CORP.**
 **(A
              DEVELOPMENT STAGE COMPANY)**
 **NOTES
              TO FINANCIAL STATEMENTS**
 **DECEMBER
              31, 2007**
 In
          December 2007, the FASB issued SFAS No. 141R, “ *Business
          Combinations - Revised 2007* ”
(“SFAS
          No. 141R”), which replaces FASB Statement No. 141, “ *Business
          Combinations* .”
SFAS
          No. 141R ** establishes
          principles and requirements intending to improve the relevance, representational
          faithfulness, and comparability of information that a reporting entity
          provides
          in its financial reports about a business combination and its effects.
          This is
          accomplished through requiring the acquirer to recognize assets acquired
          and
          liabilities assumed arising from contractual contingencies as of the acquisition
          date, measured at their acquisition-date fair values. This includes contractual
          contingencies only if it is more likely than not that they meet the definition
          of an asset of a liability in FASB Concepts Statement No. 6, “ *Elements
          of Financial Statements* - *a
          replacement of FASB Concepts Statement No. 3.* ” ** This
          statement also requires the acquirer to recognize goodwill as of the acquisition
          date, measured as a residual. However, this statement improves the way
          in which
          an acquirer’s obligations to make payments conditioned on the outcome of future
          events are recognized and measured, which in turn improves the measure
          of
          goodwill. This statement also defines a bargain purchases as a business
          combination in which the total acquisition-date fair value of the consideration
          transferred plus any noncontrolling interest in the acquiree, and it requires
          the acquirer to recognize that excess in earnings as a gain attributable
          to the
          acquirer. This, therefore, improves the representational faithfulness and
          completeness of the information provided about both the acquirer’s earnings
          during the period in which it makes a bargain purchase and the measures
          of the
          assets acquired in the bargain purchase. The Company does not expect the
          adoption of this pronouncement to 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”), ** which
          establishes accounting and reporting standards to improve the relevance,
          comparability, and transparency of financial information in its consolidated
          financial statements. This is accomplished by requiring all entities, except
          not-for-profit organizations, that prepare consolidated financial statements
          to
          (a) clearly identify, label, and present ownership interests in subsidiaries
          held by parties other than the parent in the consolidated statement of
          financial
          position within equity, but separate from the parent’s equity; (b) clearly
          identify and present both the parent’s and the noncontrolling interest’s
          attributable consolidated net income on the face of the consolidated statement
          of income; (c) consistently account for changes in parent’s ownership interest
          while the parent retains it controlling financial interest in subsidiary
          and for
          all transactions that are economically similar to be accounted for similarly;
          (d) measure of any gain, loss or retained noncontrolling equity at fair
          value
          after a subsidiary is deconsolidated; and (e) provide sufficient disclosures
          that clearly identify and distinguish between the interests of the parent
          and
          the interests of the noncontrolling owners. This Statement also clarifies
          that a
          noncontrolling interest in a subsidiary is an ownership interest in the
          consolidated entity that should be reported as equity in the consolidated
          financial statements. SFAS No. 160 is effective for fiscal years and interim
          periods on or after December 15, 2008. The management of the Company does
          not
          expect the adoption of this pronouncement to have a material impact on
          its
          financial statements.
   F-14
 **ITEM
        9.**  **CHANGES
        IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING** **AND
        FINANCIAL DISCLOSURE**
 
 None.
 
 **ITEM
        9A(T).**  **CONTROLS
        AND PROCEDURES**
 
 
 ***Disclosure
        Controls and Procedures***
 
 Management
        is responsible for establishing and maintaining disclosure controls and
        procedures designed to ensure that information required to be disclosed in
        reports that we file or submit under the Securities Exchange Act of 1934
        is
        recorded, processed, summarized, and reported within the time periods specified
        in the rules and forms of the SEC. Our Principal Executive Officer and Principal
        Financial Officer have reviewed the effectiveness of our “disclosure controls
        and procedures” (as defined in the Securities Exchange Act of 1934 Rules
        13a-14(c) and 15d-14(c)) during the period covered by this report and has
        concluded that the disclosure controls and procedures are effective to ensure
        that material information relating to the Company is recorded, processed,
        summarized, and reported in a timely manner. There were no significant changes
        in our internal controls or in other factors that could significantly affect
        these controls subsequent to the last day they were evaluated by our Principal
        Executive Officer and Principal Financial Officer.
 
 ***Internal
        Controls Over Financial Reporting***
 
 There
        have not been any changes in our internal controls over financial reporting
        (as
        such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange
        Act)
        during our most recent fiscal year that have materially affected, or are
        reasonably likely to materially affect, our internal controls over financial
        reporting.
 
 **ITEM
        9B.****OTHER
        INFORMATION**
 
 None.
 
 **PART
        III**
 
 **ITEM
        10.**  **DIRECTORS,
        EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE**
 
 **Directors
        and Executive Officers**
  The
        following table sets forth certain information regarding the members of our
        Board of Directors and its executive officers as of December 31, 2007.
  11
  **Name**
              
              **Age**
              
              **Positions
                  and Offices Held**Einat
                  Krasney
              
              
              36
              
              
              President
                  and DirectorMordechai
                  Schwartz
              
              
              49
              
              
              Secretary,
                  Treasurer, and Director
  Our
        Directors hold office until the next annual meeting of our shareholders,
        or
        until their successors are duly elected and qualified. Set forth below is
        a
        summary description of the principal occupation and business experience of
        each
        of our Directors and executive officers for at least the last five
        years.
 
 Einat
        Krasney has been our President and a member of our Board of Directors since
        our
        inception in February 2007. Ms. Einat Krasney received her BA from Tel Aviv
        University in General History and Political Science in 1995 and then continued
        on at the Tel Aviv University of Economics and business Management, where
        she
        received both her BA in Economics and MBA in 1999. From 1998 until 2000,
        she
        managed “The Center for The Israeli Chamber of Industrial Start-Up Companies.”
In 2000, she worked as an economic analyst in investment bank “Poalim Capital
        Markets,” and from 2004 until present, she has been and is currently the chief
        economist for “Otsarot Tarshish Assets and Investments Management,” providing
        international business development and marketing services. In 2006, she also
        completed a degree in Advanced Mathematics from the “Seminar of
        Kibbutzim.”
  Mordechai
        Schwartz has been our Secretary, Treasurer, and Director since inception
        in
        February 2007. From the years 1984 until 1988, Mr. Schwartz studied computer
        science at the Israeli Institute and Chamber of Information Systems. From
        1988
        until 1991, he worked at Israpro an Israeli Software Company as a system
        analyzer and was also managing a small software development team. In 1991,
        he
        continued his career as a Head of Projects manager at Taldor Computer Systems
        Ltd, one of Israel's largest Computer Software companies. In 1998, he continued
        on (until present) to Ludan Software and Controls Systems, Inc., a leading
        Israeli Software Company providing complex software solutions for the
        Engineering Industry Sector, as a Vice President in marketing . Mr. Schwartz
        also obtained, from 1995 to 1996, a diploma in Sales and Marketing Studies,
        Marcom, and PR from the University of Haifa and also, from 1999 to 2001,
        his BA
        in Business studies from the University of Derby.
  There
        are
        no familial relationships among any of our Directors or officers. None of
        our
        Directors or officers is a director in any other U.S. reporting companies.
        None
        of our Directors or officers has been affiliated with any company that has
        filed
        for bankruptcy within the last five years. The
        Company is not aware of any proceedings to which any of the Company’s officers
        or Directors, or any associate of any such officer or director, is a party
        adverse to the Company or any of the Company’s subsidiaries or has a material
        interest adverse to it or any of its subsidiaries.
 
 Each
        Director of the Company serves for a term of one year or until the successor
        is
        elected at the Company's annual shareholders' meeting and is qualified, subject
        to removal by the Company's shareholders. Each officer serves, at the pleasure
        of the Board of Directors, for a term of one year and until the successor
        is
        elected at the annual meeting of the Board of Directors and is qualified.
 
 **Audit
        Committee and Expert**
 
 We
        do not
        have an audit committee or an audit committee financial expert. Our corporate
        financial affairs are simple at this stage of development and each financial
        transaction can be viewed by any officer or Director at will. The policy
        of
        having no committee will change if the constitution of one such becomes
        necessary as a result of growth of the company or as mandated by public
        policy.
 
 **Code
        of Ethics**
 
 We
        do not
        currently have a Code of Ethics applicable to our principal executive,
        financial, and accounting officers.
 
 **Potential
        Conflicts of Interest**
 
 Since
        we
        do not have an audit or compensation committee comprised of independent
        directors, the functions that would have been performed by such committees
        are
        performed by our Board of Directors. Thus, there is a potential conflict
        of
        interest in that our Directors have the authority to determine issues concerning
        management compensation, in essence their own, and audit issues that may
        affect
        management decisions. We are not aware of any other conflicts of interest
        with
        any of our executives or Directors.
  12
  **Involvement
        in Certain Legal Proceedings**
 
 There
        are
        no legal proceedings that have occurred within the past five years concerning
        our Directors, or control persons which involved a criminal conviction, a
        criminal proceeding, an administrative, or civil proceeding limiting one's
        participation in the securities or banking industries, or a finding of
        securities or commodities law violations.
 
 **ITEM
        11.****EXECUTIVE
        COMPENSATION**
  **Summary
        Compensation**
 
 Since
        our
        incorporation on February 5, 2007, we have not paid any compensation to our
        Directors or officers in consideration for their services rendered to our
        Company in their capacity as such. We have no employment agreements with
        any of
        our Directors or executive officers. We have no pension, health, annuity,
        bonus,
        insurance, stock options, profit sharing, or similar benefit plans.
 
 Since
        our
        incorporation on February 5, 2007, no stock options or stock appreciation
        rights
        were granted to any of our Directors or executive officers, none of our
        Directors or executive officers exercised any stock options or stock
        appreciation rights, and none of them hold unexercised stock options. We
        have no
        long-term incentive plans.
  **Outstanding
        Equity Awards**
 
 None
        of
        our Directors or executive officers holds unexercised options, stock that
        had
        not vested, or equity incentive plan awards.
 
 **Compensation
        of Directors**
 
 Since
        our
        incorporation on February 5, 2007, no compensation has been paid to any of
        our
        Directors in consideration for their services rendered in their capacity
        as
        Directors.
 
 **ITEM
        12.****SECURITY
        OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND****MANAGEMENT**
 
 The
        following table lists, as of February 19 ,
        2008,
        the number of shares of common stock beneficially owned by (i) each person
        or
        entity known to our Company to be the beneficial owner of more than 5% of
        the
        outstanding common stock; (ii) each officer and Director of our Company;
        and
        (iii) all officers and Directors as a group. Information relating to beneficial
        ownership of common stock by our principal shareholders and management is
        based
        upon information furnished by each person using "beneficial ownership" concepts
        under the rules of the Securities and Exchange Commission. Under these rules,
        a
        person is deemed to be a beneficial owner of a security if that person has
        or
        shares voting power, which includes the power to vote or direct the voting
        of
        the security, or investment power, which includes the power to vote or direct
        the voting of the security. The person is also deemed to be a beneficial
        owner
        of any security of which that person has a right to acquire beneficial ownership
        within 60 days. Under the Securities and Exchange Commission rules, more
        than
        one person may be deemed to be a beneficial owner of the same securities,
        and a
        person may be deemed to be a beneficial owner of securities as to which he
        or
        she may not have any pecuniary beneficial interest. Except as noted below,
        each
        person has sole voting and investment power.
 
 The
        percentages below are calculated based on 15,075,000 shares
        of our common stock issued and outstanding as of February 19, 2008 .
        We do
        not have any other outstanding options, warrants or other securities exercisable
        for or convertible into shares of our common stock.
  13
  Name
                  and Address of
                Beneficial
                  Owner
              
              Number
                  of Shares of Common
                Stock
                  Beneficially
                Owned
                  or Right to
                Direct
                  Vote
              
              Percent
                  of Common
                Stock
                  Beneficially
                Owned
                  or Right
                to
                  Direct VoteEinat
                  Krasney
              
              
              4,500,000
                  (1
              )
              
              29.85
              %Mordechai
                  Schwartz
              
              
              4,500,000
                  (1
              )
              
              29.85
              %All
                  Directors and executive officers as a group (2 persons)
              
              
              9,000,000
              
              
              59.70
              %
 
 (1)  On
        February 18, 2007, the Company issued 4,500,000 shares of common stock (post
        forward split) to each of the Directors and officers of the Company at par
        value
        of $0.0001, for the purchase price of $150.
 
 **ITEM
        13.**  **CERTAIN
        RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR
        INDEPENDENCE**
 
 On
        February 18, 2007, the Company issued 4,500,000 shares of common stock to
        each
        of the Company’s two Directors and officers for an aggregate of 9,000,000 (post
        forward split) shares. These shares were issued at par value of $0.0001,
        for
        proceeds of $300.
 
 On
        July
        11, 2007, the Company issued 75,000 (post forward split) shares of
        restricted common stock, valued at $525 for payment for transfer agent
        fees.
 
 From
        our
        inception through December 31, 2007, Mr. Schwartz and Ms. Krasney have loaned
        the Company a total of $56,350. Of this amount, the Company repaid Mr. Schwartz
        and Ms. Krasney $41,500. On Decmeber 31, 2007, Mr. Schwartz and Ms. Krasney
        forgave the Company of the remaining balance, $14,850. This amount was then
        converted to additional paid-in capital.
 
 **Director
        Independence**
 
 We
        are
        not subject to listing requirements of any national securities exchange or
        national securities association and, as a result, we are not at this time
        required to have our Board comprised of a majority of “independent directors.”
We do believe that the following Directors currently meet the definition
        of
“independent” as promulgated by the rules and regulations of the American Stock
        Exchange.
  **ITEM
        14.**  **PRINCIPAL
        ACCOUNTANT FEES AND SERVICES**
 
 Our
        Board
        of Directors unanimously approved 100% of the fees paid to the principal
        accountant for audit-related, tax, and other fees. Our Board of Directors
        pre-approves all non-audit services to be performed by the
        auditor.
 
 The
        percentage of hours expended on the principal accountant's engagement to
        audit
        our financial statements for the most recent fiscal year that were attributed
        to
        work performed by persons other than the principal accountant's full-time,
        permanent employees was nil.
  **Audit
        Fees**
 
 Davis
        Accounting Group P.C. provided audit services to Powersafe in connection
        with
        its Annual Report for the fiscal years ended December 31, 2007. The aggregate
        fees billed by Davis Accounting Group P.C. for the audit of Powersafe’s annual
        financial statements and a review of Powersafe’s quarterly financial statements
        during the fiscal year ended December 31, 2007, was $21,000.
  14
  **Audit
        Related Fees**
 
 Davis
        Accounting Group P.C. billed to Powersafe no fees in 2007 for professional
        services that are reasonably related to the audit or review of Powersafe’s
        financial statements that are not disclosed in “Audit Fees” above.
 
 **Tax
        Fees**
 
 Davis
        Accounting Group P.C. billed to Powersafe fees of $0 in 2007 for professional
        services rendered in connection with the preparation of Powersafe’s tax returns
        for the respective periods.
  **All
        Other Fees**
 
 Davis
        Accounting Group P.C. billed Powersafe no fees in 2007 for other professional
        services rendered or any other services not disclosed above.
 
 **Audit
        Committee Pre-Approval**
 
 Powersafe
        does not have a standing audit committee. Therefore, all services provided
        to
        Powersafe as detailed above, were pre-approved by Powersafe’s Board of
        Directors.
 
 **PART
        IV**
 
 **ITEM
        15.**  **EXHIBITS,
        FINANCIAL STATEMENT SCHEDULES**
  Exhibit
                    No.
                
                
                Description3.1
                
                
                Articles
                    of Incorporation of the Company (annexed as Exhibit 3.1 to Powersafe’sRegistration
                    Statement on Form SB-2 filed with the Securities and Exchange
                    Commissionon
                    June 8, 2007, and incorporated herein by reference)3.2
                
                
                Bylaws
                    of the Company (annexed as Exhibit 3.2 to Powersafe’s Registration
                    Statementon
                    Form SB-2 filed with the Securities and Exchange Commission on
                    June 8,
                    2007, andincorporated
                    herein by reference)3.3
                
                
                Form
                    of Common Stock Certificate of the Company (annexed as Exhibit
                    3.3 toPowersafe’s
                    Registration Statement on Form SB-2 filed with the Securities
                    and ExchangeCommission
                    on June 8, 2007, and incorporated herein by reference)10.1
                
                
                Patent
                    Sale and Transfer Agreement, dated March 26, 2007, between the
                    Company andLeonard
                    Liner (annexed as Exhibit 10.1 to Powersafe’s Registration Statement onForm
                    SB-2 filed with the Securities and Exchange Commission on June
                    8, 2007,andincorporated
                    herein by reference)31.1
                
                
                Certification
                    of Principal Executive Officer pursuant to Section 302 of the
                    Sarbanes-Oxley Act (filed
                    herewith)31.2
                
                
                Certification
                    of Principal Financial Officer pursuant to Section 302 of the
                    Sarbanes-Oxley Act (filed
                    herewith)32.1
                
                
                Certification
                    of Principal Executive Officer pursuant to Section 906 of the
                    Sarbanes-Oxley (filed
                    herewith)32.2
                
                
                Certification
                    of Principal Financial Officer pursuant to Section 906 of the
                    Sarbanes-Oxley (filed
                    herewith)
  15
  **SIGNATURES**
 
 In
        accordance with 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.
  **POWERSAFE
                  TECHNOLOGY CORP.**Date: February
                19,
                2008By:
              /s/ Einat KrasneyName:
                Einat KrasneyTitle:President
                  and Director
                (Principal
                  Executive Officer)
  Dated:February
                  19, 2008By:
                /s/ Mordechai SchwartzName:
Mordechai
                  SchwartzTitle:Treasurer,
                      Secretary, and Director
                    (Principal
                      Financial and Accounting
                      Officer)
 
 
 In
        accordance with the Exchange Act, this Report has been signed below by the
        following persons on behalf of the Registrant and in the capacities and on
        the
        dates indicated.
 Dated:
                  February
                  19, 2008By:
                /s/ Einat KrasneyName:
                  Einat KrasneyTitle:President
                    and Director
                  (Principal
                    Executive Officer)
  Dated:February
                    19, 2008By:
                  /s/ Mordechai SchwartzName:
Mordechai
                    SchwartzTitle:Treasurer,
                        Secretary, and Director
                      (Principal
                        Financial and Accounting
                        Officer)
  16