UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

Quarterly Report Under Section 13 or 15(d)

of the Securities Exchange Act of 1934

[x] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended ~~February~~May 2931, 2012

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 2-92261

WESTBRIDGE RESEARCH GROUP

(Exact name of registrant as specified in its charter)

California	95-3769474
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
(State or other jurisdiction	(I.R.S. Employer
of incorporation or organization)	Identification No.)

1260 Avenida Chelsea

Vista, California 92081-8315

(Address of principal executive office) (Zip Code)

(760) 599-8855

(Registrant’s telephone number, including area code)

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

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes x [_] No o[X]

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

Large accelerated filer o[_] Accelerated filer o[_] Non-accelerated filer o[_] Smaller reporting company x[X]

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

The number of shares of issuer’s Common Stock, no par value, outstanding as of ~~February~~July 2910, 2012 was 2,~~148~~198,438.

Westbridge Research Group

FORM 10-Q

FOR THE QUARTERLY PERIOD ENDED ~~FEBRUARY~~MAY 2931, 2012

Table of Contents

		Page
PART I	FINANCIAL INFORMATION	3
Item 1.	Financial Statements	3
	Consolidated Condensed Balance Sheets as of February 29, 2012 (unaudited) and November 30, 2011 (audited)	3
	Consolidated Condensed Balance Sheets as of May 31, 2012 (unaudited) and November 30, 2011 (audited)	3
	Consolidated Condensed Statements of Operations for the three months ended February 29, 2012 and February 28, 2011 (unaudited)	5
	Consolidated Condensed Statements of Operations for the three and six months ended May 31, 2012 and May 31, 2011 (unaudited)	5
	Consolidated Condensed Statements of Cash Flows for the three months ended February 29, 2012 and February 28, 2011 (unaudited)	6
	Consolidated Condensed Statements of Cash Flows for the six months ended May 31, 2012 and May 31, 2011 (unaudited)	6
	Notes to Consolidated Condensed Financial Statements	7
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations.	15
Item 3.	Quantitative and Qualitative Disclosures About Market Risk.	1718
Item 4.	Controls and Procedures.	1718
PART II	OTHER INFORMATION	18
Item 1.	Legal Proceedings	18
Item 1A.	Risk Factors	18
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	18
Item 3.	Defaults Upon Senior Securities	18
Item 4.	Mine Safety ~~Disclosure~~Disclosures	18
Item 5.	Other Information	18
Item 6.	Exhibits	1819
SIGNATURES		1920

PART I – - FINANCIAL INFORMATION

ITEM 1~~. Financial~~ ~~Statements~~- FINANCIAL STATEMENTS

WESTBRIDGE RESEARCH GROUP AND SUBSIDIARY

CONSOLIDATED CONDENSED BALANCE SHEETS

	FEBRUARY 29, 2012		NOVEMBER 30, 2011
	MAY 31, 2012 (unaudited)		NOVEMBER 30, 2011 (audited)
	(unaudited)		(audited)
ASSETS
CURRENT ASSETS
Cash and cash equivalents	$	~~810~~2,~~812~~118,744	$	1,319,648
Short term investments		1,000		1,000
Trade accounts receivable, less allowance for doubtful accounts of $13,600 and $3,600, respectively		~~789~~822,~~898~~112		194,785
Inventories		1,~~138~~021,~~397~~778		970,085
Deferred tax asset		76,000		76,000
Prepaid expenses and other current assets		~~148~~208,~~461~~527		232,261
TOTAL CURRENT ASSETS		24,~~964~~248,~~568~~161		2,793,779
PROPERTY AND EQUIPMENT, net		~~468~~461,~~148~~382		484,503
INTANGIBLE ASSET		151,600		151,600
DEFERRED TAX ASSET, net of current portion		75,000		75,000
TOTAL ASSETS	$	34,~~659~~936,~~316~~143	$	3,504,882

See accompanying notes to consolidated ~~condensed financial statements.~~

condensed financial statements.

WESTBRIDGE RESEARCH GROUP AND SUBSIDIARY

CONSOLIDATED CONDENSED BALANCE SHEETS

(continued)

	FEBRUARY 29, 2012			NOVEMBER 30, 2011
	MAY 31, 2012 (unaudited)			NOVEMBER 30, 2011 (audited)
	(unaudited)			(audited)
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES
Accounts payable	$	~~214~~324,~~420~~194		$	59,364
Accrued expenses		~~279~~578,~~108~~700			420,975
Line of credit		100,000			--
Current portion of capital leases		3,532			11,899
Current portion of capital leases		6,929			11,899
TOTAL CURRENT LIABILITIES		906,426			492,238
TOTAL CURRENT LIABILITIES		600,457			492,238
TOTAL LIABILITIES		906,426			492,238
TOTAL LIABILITIES		600,457			492,238
Commitments (Note 6)
SHAREHOLDERS' EQUITY
Preferred stock, no par value: Authorized 5,000,000 shares No shares issued and outstanding		--—			--—
Common stock, no par value: Authorized 37,500,000 shares Issued and outstanding 2,148,438 shares at February 29, 2012 and November 30, 2011		8,491,104			8,491,104
Common stock, no par value: Authorized 37,500,000 shares Issued and outstanding 2,173,438 shares at May 31, 2012 and 2,148,438 at November 30, 2011		8,497,354			8,491,104
Paid in capital		~~243~~247,~~769~~902			243,769
Accumulated deficit		(54,~~676~~715,~~014~~539	)		(5,722,229	)
TOTAL SHAREHOLDERS' EQUITY		34,~~058~~029,~~859~~717			3,012,644
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY	$	34,~~659~~936,~~316~~143		$	3,504,882

See accompanying notes to consolidated ~~condensed financial statements.~~

condensed financial statements.

WESTBRIDGE RESEARCH GROUP AND SUBSIDIARY

CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS

(unaudited)

	THREE MONTHS ENDED
	THREE MONTHS ENDED MAY 31,						SIX MONTHS ENDED MAY 31,
	FEBRUARY 29, 2012			FEBRUARY 28, 2011
	2012			2011			2012			2011
NET SALES	$	13,~~208~~242,~~079~~949		$	~~996~~2,~~669~~022,994		$	4,451,028		$	3,019,663
COST OF SALES		~~511~~1,~~141~~310,611			~~394~~783,~~481~~932			1,821,752			1,178,413
GROSS PROFIT		~~696~~1,~~938~~932,338			~~602~~1,~~188~~239,062			2,629,276			1,841,250
OPERATING EXPENSES
Research and development		68121,~~041~~356			5764,~~302~~968			189,397			122,270
Selling		~~365~~552,~~371~~205			~~273~~350,~~632~~828			917,576			624,460
General and administration		~~219~~218,~~241~~860			~~221~~227,~~995~~586			438,101			449,581
TOTAL OPERATING EXPENSES		~~652~~892,~~653~~421			~~552~~643,~~929~~382			1,545,074			1,196,311
Operating income		441,~~285~~039,917			49595,~~259~~680			1,084,202			644,939
OTHER INCOME [EXPENSE]
OTHER INCOME (EXPENSE)
Other income		12,577			101,520
Interest expense		(1,383	)		(3,364	)		(2,202	)		(7,630	)
Interest expense		(819	)		(4,266	)
Interest income		418			292			590			458
Interest income		172			166
Other income		11,523			215			24,100			101,735
Income before income taxes		561,~~215~~050,475			~~146~~592,~~679~~823			1,106,690			739,502
Provision for income taxes		10(90,000	)		13(38,~~600~~000	)		(100,000	)		(51,600	)
Net income	$	46960,~~215~~475		$	~~133~~554,~~079~~823		$	1,006,690		$	687,902
Basic earnings per common share	$	0.0244		$	0.0626		$	0.47		$	0.32
Weighted average shares outstanding		2,148,438			2,133,438
Basic weighted average shares outstanding		2,165,105			2,148,438			2,156,771			2,140,938
Diluted earnings per common share	$	0.0243		$	0.0625		$	0.45		$	0.31
Weighted average shares and options outstanding		2,250,909			2,231,735
Diluted weighted average shares outstanding		2,259,149			2,246,735			2,250,170			2,239,235

See accompanying notes to consolidated ~~condensed financial statements.~~

condensed financial statements.

WESTBRIDGE RESEARCH GROUP AND SUBSIDIARY

CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS

(unaudited)

	THREE MONTHS ENDED
	SIX MONTHS ENDED
	FEBRUARY 29, 2012			FEBRUARY 28, 2011
	MAY 31, 2012			MAY 31, 2011
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income	$	461,~~215~~006,690		$	~~133~~687,~~079~~902
Adjustments to reconcile net income to net cash used in operating activities:
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization		3571,~~623~~244			3366,~~222~~444
Increase in allowance for doubtful accounts		10,000			11,600
Stock compensation expense		4,133			13,478
Increase in allowance for doubtful accounts		10,000			7,600
Changes in Operating Assets and Liabilities:
Increase in trade accounts receivable		(~~605~~637,~~113~~327	)		(~~560~~350,~~576~~208	)
Increase in inventories		(~~168~~51,~~312~~693	)		(~~191~~240,~~348~~614	)
Decrease [increase] in prepaid expenses		83,800			(19,981	)
Decrease in prepaid expenses		23,734			13,863
Increase in accounts payable		~~155~~264,~~056~~830			60146,~~726~~217
Decrease in accrued expenses		(141,867	)		(200,416	)
Increase [decrease] in accrued expenses		157,725			(74,392	)
Net cash used in operating activities		(584,598	)		(733,694	)
Net cash provided by operating activities		849,336			270,290
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of property and equipment		(1948,~~268~~123	)		(1354,~~031~~599	)
Net cash used in investing activities		(1948,~~268~~123	)		(1354,~~031~~599	)
CASH FLOWS FROM FINANCING ACTIVITIES:
Payments on capital lease obligations		(48,~~970~~367	)		(510,~~295~~428	)
Proceeds from exercise of stock options		--			11,250
Proceeds from issuance of common stock		6,250			11,250
Borrowings on line of credit		100,000			200,000
Payments on long-term debt		—			(3,295	)
Payments on long-term debt		--			(1,977	)
Net cash used in financing activities		(2,117	)		(2,473	)
Net cash provided by financing activities		95,030			203,978
INCREASE IN CASH AND CASH EQUIVALENTS		799,096			213,218
DECREASE IN CASH AND CASH EQUIVALENTS		(508,836	)		(542,747	)
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD		1,319,648			1,493,142
CASH AND CASH EQUIVALENTS AT END OF PERIOD	$	~~810~~2,~~812~~118,744		$	~~950~~1,~~395~~706,360
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
Cash paid during the period for:
Interest	$	~~819~~2,202		$	47,~~266~~630
Taxes	$	1629,~~500~~637		$	1,600

See accompanying notes to consolidated ~~condensed financial statements.~~

condensed financial statements.

WESTBRIDGE RESEARCH GROUP AND SUBSIDIARY

NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

NOTE 1 – ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Organization and Business

Westbridge Research Group and Subsidiary (the “Company”) was incorporated in California on April 12, 1982 for the acquisition, research, development, manufacturing, and marketing of biotechnological products in the agricultural and energy industries.

Basis of Presentation

The accompanying unaudited consolidated condensed interim financial statements have been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission. In the opinion of management, all adjustments (which include only normal recurring adjustments except as noted in management's discussion and analysis of financial condition and results of operations) necessary to present fairly the financial position, results of operations and changes in cash flows have been made.

Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted. It is suggested that these consolidated condensed financial statements be read in conjunction with the consolidated financial statements and notes thereto included in the 2011 Annual Report on Form 10-K, filed March 14, 2012. The results of operations for the quarter and six months ended ~~February~~May 2931, 2012, are not necessarily indicative of the operating results for the full year.

Revenue Recognition

The Company recognizes revenues from the sale of its products to customers at the time of shipping. Products are shipped from the Company’s facility to ~~our~~ customers with FOB ~~shipping~~Vista, ~~point~~CA shipping terms at which time revenues are considered earned. The Company will replace product which is considered “substandard”, however this occurs infrequently and the Company records a warranty accrual for these anticipated replacements.

Principles of Consolidation

The accompanying financial statements consolidate the accounts of the Company and its wholly-owned subsidiary Westbridge Agricultural Products. All significant inter-company transactions have been eliminated in consolidation.

Seasonality

Agricultural product sales are typically seasonal in nature with heavier sales in the spring months. The Company is seeking to temper the seasonality of its agronomic sales by marketing its products in Latin American countries which typically produces sales in December, January and February of each year.

NOTE 1 – ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(Continued)

Accounts Receivable and Allowances for Uncollectible Accounts

The Company extends unsecured credit to most of its customers. Accounts receivable are stated at the historical carrying amount net of write-offs and allowances for uncollectible accounts. The Company establishes an allowance for uncollectible accounts based on historical experience and any specific customer collection issues that the Company has identified. Uncollectible accounts receivable are written off when a settlement is reached for an amount that is less than the outstanding balance or when the Company has determined that balance will not be collected.

Use of Estimates

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

Shipping and Handling Costs

The Company has historically classified income from freight charges to customers in “Net Sales”. The Company classifies shipping and handling costs in “Cost of Sales”.

Concentrations

A majority of the Company’s domestic sales are concentrated in Washington, California and Minnesota. The majority of the Company’s foreign sales are concentrated in Peru and South Korea. ~~For~~ ~~the~~As ~~quarter~~of ~~ended~~May ~~February 29~~31, 2012, three customers represented 5563% of accounts receivable and ~~for~~as ~~the~~of ~~quarter ended February 28~~May 31, 2011, three customers represented 5850% of accounts receivable. The Company’s ~~four~~three largest customers ashad combined purchases amounting to 35% of ~~February~~the 29Company’s net sales for the six months ended May 31, 2012. The Company’s four largest customers had combined purchases amounting to 5445% ~~and 32%~~ of the Company’s net sales for the ~~three~~six months ended ~~February~~May 2931, ~~2012 and February 28,~~ 2011~~, respectively~~. Total international sales represent 207% and 3112% of total sales for the ~~three~~six months ended ~~February~~May 2931, 2012 and ~~February~~May 2831, 2011, respectively. The Company has no assets located in foreign countries.

Research and Development

It is the Company’s policy to expense research and development costs when incurred.

Advertising

Advertising expense is comprised of media, agency and promotion costs. Advertising expenses are charged to expense as incurred.

NOTE 1 – ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(Continued)

Net Income Per Share

Basic income per common share is based upon the weighted average number of common shares outstanding during the period. Diluted earnings per common share is based upon the weighted average number of common shares outstanding adjusted for the assumed conversion of dilutive stock options using the treasury stock method. The weighted average diluted shares outstanding for the periods ended ~~February~~May 2931, 2012 and ~~February~~May 2831, 2011 excludes the dilutive effect of approximately 147,500 and 192,500, respectively, stock options since such options have an exercise price in excess of the average market value of the Company’s common stock during the respective periods.

The following is a reconciliation of the numerators and denominators of the basic and diluted earnings per share computations for the periods presented below:

	Period Ended
	Three Months Ended May 31,				Six Months Ended May 31,
	February 29, 2012		February 28, 2011
	2012		2011		2012		2011
Numerator for earnings per common share	$	46,215	$	133,079
Net income	$	960,475	$	554,823	$	1,006,690	$	687,902
Denominator for basic earnings per common share		2,~~148~~165,~~438~~105		2,~~133~~148,438		2,156,771		2,140,938
Effect of dilutive securities		~~102~~94,~~471~~044		98,297		93,399		98,297
Denominator for diluted earnings per common share		2,~~250~~259,~~909~~149		2,~~231~~246,735		2,250,170		2,239,235
Net income per common share:
Basic	$	0.0244	$	0.0626	$	0.47	$	0.32
Diluted	$	0.0243	$	0.0625	$	0.45	$	0.31

NOTE 1 – ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(Continued)

Income Taxes

The Company accounts for income taxes under the asset and liability approach. Deferred income tax assets and liabilities are determined based upon differences between the financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. Deferred tax assets are reduced by a valuation allowance to the extent management concludes it is more likely than not that the assets will not be realized. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the statements of operations in the period that includes the enactment date.

The Company may recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The Company also makes a determination of whether tax benefits claimed or expected to be claimed on a tax return should be recorded in the financial statements.

The Company’s policy is to record interest and penalties on uncertain tax positions as income tax expense. As of ~~February~~May 2931, 2012 and November 30, 2011, the Company has no accrued interest or penalties related to uncertain tax positions.

Cash and Cash Equivalents

The Company considers all highly liquid investments with a maturity of three months or less when purchased to be cash equivalents.

Long-Lived Assets

The Company investigates potential impairments of its long-lived assets on an individual basis when evidence exists that events or changes in circumstances may have made recovery of an asset’s carrying value unlikely. An impairment loss is recognized when the sum of the expected undiscounted future net cash flows is less than the carrying amount of the asset. No such losses have been identified.

NOTE 1 – ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(Continued)

Intangible Assets

The Company does not amortize indefinite lived intangible assets, but tests these assets for impairment annually or whenever indicators of impairments arise. Intangible assets that have finite lives are amortized over their estimated useful lives and tested for impairment as described above for long-lived assets. The Company’s intangible assets with indefinite lives primarily consist of purchased formulas. Generally, the Company has determined that its formulas have indefinite useful lives due to the following:

· Formulas and trade secret applications which are classified as pesticides or bio-pesticides are generally authorized by the United States Environmental Protection Agency subject to certain conditions, without substantial cost under a stable regulatory, legislative and legal environment;

· Maintenance expenditures to obtain future cash flows are not significant;

· The Soil TRIGGRR^® and Foliar TRIGGRR^® formulations are not technologically dependent; and

· The Company intends to use these assets indefinitely.

The Company combines all its indefinite lived formulas which mainly consist of Soil TRIGGRR^® and Foliar TRIGGRR^® into a single unit of accounting. The analysis encompasses future cash flows from sales of Soil TRIGGRR^® and Foliar TRIGGRR^® product lines. In conducting the annual impairment test in 2011, the Company determined that the estimated fair value of the formulas, calculated using a discounted cash flow analysis, exceeded their carrying amounts. No changes have occurred since the impairment test that would require the Company to re-evaluate its formulas.

Recent Accounting Pronouncements

Additionally, there are no recently issued accounting standards with pending adoptions that the Company’s management currently anticipates will have any material impact upon its financial statements.

NOTE 2 – MEXICO PROPERTY

At November 30, 1989, the Company had an account receivable totaling $451,270 due from a foreign distributor. The account was collateralized by a perfected security interest in unimproved real property in Baja California, Mexico. The Company was unsuccessful in its efforts to collect the amounts due on this account and, accordingly, during fiscal 1993, retained Mexican legal counsel to initiate foreclosure proceedings on the property. On February 8, 2007, the real property was to be sold through a public auction. As there were no bids placed, the Company obtained the right to take title to the land. The Company is subject to certain ownership restrictions based on Mexican law and therefore formed a Mexican legal entity in order to take title to the property.

On August 15, 2008, the Company entered into an agreement to sell its rights to the property for a purchase price of $1,250,000 with a $300,000 deposit, and the balance of payment expected on December 15, 2008. There have been amendments to the agreement as the buyers needed additional time to complete the purchase.

In response to concerns raised by the buyers that there was a potential for claims to be brought against the Company and the property in Mexican courts, in January 2010 the Company and buyers entered into a new agreement whereby the Company transferred to buyers the right to the property in exchange for a promissory note in the amount of $550,000, which was the amount still owing under the August 15, 2008 agreement. This new agreement allows for the foreclosure of the property if the note is not paid in accordance with the scheduled payment terms. Because buyers continued to be late in making payments, in November 2010, the parties agreed to a new payment schedule. The buyers are continuing to make payments under this new agreement, although payments are usually delayed. There are penalties associated with late payments.

As of ~~February~~May 2931, 2012, the Company has received payments from the buyers totaling $1,~~100~~120,000 and $4,000 in interest. Buyers have ~~recently~~ requested that the final payment be delayed further in exchange for favorable terms for the extended financing. The Company agreed to delayed payment terms with a payment of $75,000 due ~~immediately~~approximately March 1, 2012, and the remaining $75,000 due June 30, 2012. The Company has received a $20,000 payment on March 1, 2012 toand bethere ~~applied~~is a balance due of $130,000 plus penalties and interest of an additional $15,500. The Company records the payments to other income in the ~~outstanding~~accompanying ~~balance~~statements of ~~$150~~operations as they are received,~~000~~ as collection is uncertain.

As part of the arrangement with its Mexican legal counsel and American broker, the Company is obligated to pay them a portion of any collection received. As of ~~February~~May 2931, 2012, the Company has paid $~~327~~332,~~308~~508 and accrued $56,~~200~~500 under the arrangements for the payments collected.

NOTE 3 – INVENTORIES

Inventories, consisting of agricultural products, is stated at the lower of cost (determined on a first-in, first-out basis) or market. The Company’s inventories increased as of ~~the~~May ~~quarter ended February 29~~31, 2012 as the Company is able to store additional raw materials that require longer lead times as well as utilizing forecasting tools to build inventory. ~~The~~ ~~Company is preparing for its busy season which primarily begins in March of each year.~~ Inventories consist of the following at:

		February 29, 2012			November 30, 2011
			May 31, 2012			November 30, 2011
~~Raw materials~~	Raw materials	$	~~594,134~~$	484,337	$	~~548,882~~$	548,882
~~Finished goods~~	Finished goods		~~544,263~~	537,441		~~421,203~~	421,203
~~Total inventories~~	Total inventories	$	~~1,138,397~~$	1,021,778	$	~~970,085~~$	970,085

There are a limited number of suppliers for certain raw materials used by the Company in its products.

NOTE 4 – PROPERTY AND EQUIPMENT, NET

Property and equipment are recorded at cost. Depreciation is calculated on the straight-line basis over the estimated useful lives of the depreciable assets, or related lease life, if shorter, which range from three to ten years. Machinery and equipment is depreciated over a five to ten year period, depending on the type of equipment. Office furniture and fixtures is depreciated over a five-year period and vehicles are depreciated over a three-year period. Leasehold improvements are amortized over the life of the lease and included in depreciation expense. Capital leases are amortized using the straight-line method over the estimated useful life or the remaining term of the related lease, whichever is less. Property and equipment consists of the following at:

		February 29, 2012				November 30, 2011
				May 31, 2012				November 30, 2011
~~Machinery & equipment~~	Machinery & equipment	$	~~790,094~~$	812,945		$	~~779,304~~$	779,304
~~Furniture & fixtures~~	Furniture & fixtures		~~177,916~~	183,920			~~173,779~~	173,779
~~Vehicles~~	Vehicles		~~55,442~~	55,442			~~55,442~~	55,442
~~Leasehold improvements~~	Leasehold improvements		~~376,829~~	376,829			~~372,488~~	372,488
~~Total Property and Equipment~~	Total Property and Equipment		~~1,400,281~~	1,429,136			~~1,381,013~~	1,381,013
~~Less accumulated depreciation and amortization~~	Less accumulated depreciation and amortization		~~(932,133~~	)(967,754	)		~~(896,510~~	)(896,510	)
~~Property and Equipment, net~~	Property and Equipment, net	$	~~468,148~~$	461,382		$	~~484,503~~$	484,503

NOTE 5 – ACCRUED EXPENSES

Accrued expenses consist of the following at:

	February 29, 2012		November 30, 2011
	May 31, 2012		November 30, 2011
Sales commissions	$	27249,~~278~~740	$	111,972
Deferred rent		8990,~~828~~865		88,330
Warranty		20,000		20,000
Accrued vacation		94,326		94,326
Accrued state income tax		1491,~~400~~263		20,900
Accrued payroll		918,000		37,500
Due customers		15,629		24,958
Other		14,506		47,947
Other		8,647		22,989
Total accrued expenses	$	578,700	$	420,975
Total accrued expenses	$	279,108	$	420,975

NOTE 6 – COMMITMENTS

The Company ~~entered~~has ~~into~~ a ~~lease of a freestanding industrial building with 19~~$500,~~504~~000 ~~square~~line ~~feet~~ of ~~office,~~credit with ~~storage~~a ~~and production space on December 5~~bank, ~~2006. The~~secured ~~lease~~by ~~originally~~all ~~had an expiration date of January 31, 2015 and monthly base rent was $13,653 with annual increases. In August, 2010,~~ the Company’s ~~negotiated~~assets ~~to extend the term for an additional four years to January 31, 2019~~ with ~~the~~usual ~~option~~banking covenants. As of anMay ~~additional three year extension through January~~ 31, ~~2021~~2012, ~~and~~the inCompany ~~exchange~~has drawn ~~received a~~ $~~1,000~~0 ~~per~~on ~~month rent decrease beginning September 1, 2010 through~~ the ~~end~~line of ~~the initial lease term, January 31, 2015~~credit. ~~The~~ ~~rent~~Borrowings ~~will~~under ~~be set at fair market value effective February 1, 2015 for~~ the ~~remaining~~line ~~term~~ of ~~the~~credit ~~lease. The~~bear ~~rent~~interest ~~under~~at the ~~lease~~bank’s ~~for~~prime ~~the~~rate ~~initial~~plus ~~year is approximately $13~~1%,~~650~~ ~~per~~but not ~~month,~~less ~~with~~than ~~three~~5% ~~percent~~per ~~increases each year~~annum. The ~~Company~~interest ~~must~~rate ~~also~~as ~~pay~~of ~~certain~~May ~~other~~31, ~~customary~~2012 ~~expenses~~is ~~under the lease~~5%. ~~Rent~~ Interest is ~~expensed~~payable ~~on a straight-line basis over the term of the lease~~monthly.

~~The~~NOTE ~~Company~~7 entered into a lease of a freestanding industrial building with 11,300 square feet of primarily storage space on April 8, 2011. The lease commenced on May 1, 2011, with early occupancy on April 8, 2011. The lease has a term of four years with an option to extend the term for an additional forty-~~five~~ ~~months~~SUBSEQUENT at the fair market rate at the time of extension. The rent under the new lease is $2,750 per month through December 31, 2011, $6,215 per month for the period January 1, 2012 through December 31, 2012, and $6,441 per month for the period January 1, 2013 through April 30, 2015.EVENT

~~The~~On ~~Company~~June ~~has~~8, ~~a $500~~2012,~~000~~ ~~line~~Ms. ~~of credit with a bank~~Koenemann, ~~secured by all~~ the Company’s President, ~~assets~~exercised ~~with~~an ~~usual~~option ~~banking~~granted ~~covenants. As~~in of2002 ~~February~~and ~~29,~~purchased ~~2012~~25,000 shares of the Company’s ~~has~~common ~~drawn~~stock for $~~100,000~~0.25 onper ~~the line of credit~~share. ~~Borrowings~~ Following ~~under~~a ~~the~~2010 ~~line~~exercise, ofa ~~credit~~March ~~bear~~2012 ~~interest~~exercise, atand ~~the~~this ~~bank’s~~June ~~prime~~2012 ~~rate plus 1%~~exercise, ~~but~~Ms. ~~not~~Koenemann ~~less~~remains ~~than~~entitled 5%to ~~per~~purchase ~~annum. The~~25,000 shares ~~interest~~under ~~rate~~the as2002 ~~of February 29~~grant, ~~2012~~which isexpires ~~5%. Interest~~in isJuly ~~payable monthly~~2012.

NOTE 7 – SUBSEQUENT EVENT

On March 29, 2012, Ms. Koenemann, the Company’s President, exercised an option granted in 2002 and purchased 25,000 shares of the Company’s common stock for $0.25 per share. Following a 2010 exercise and the March 2012 exercise, Ms. Koenemann remains entitled to purchase 50,000 shares under the 2002 grant, which expires in July 2012.

ITEM 2. Management's Discussion and Analysis of Financial Condition and Results of Operations.

Certain statements contained in this report that are not historical facts are forward-looking statements (within the meaning of Section 21E of the Securities Exchange Act of 1934 and Section 27A of the Securities Act of 1933) that are subject to certain risks and uncertainties that could cause actual results to differ materially from those set forth in the forward-looking statements. Westbridge Research Group and its wholly-owned subsidiary, Westbridge Agricultural Products may hereinafter be referred to collectively as “Westbridge,” the “Company,” “we,” “our,” “us,” and “our company”. When we use the words “anticipates”, “plans”, “expects”, “believes”, “should”, “could”, “may”, and similar expressions, we are identifying forward-looking statements. These risks and uncertainties include, but are not limited to, a slow-down in the domestic or international markets for the Company’s products; greater competition for customers from businesses who are larger and better capitalized; local, state, federal or international regulatory changes which adversely impact the Company’s ability to manufacture or sell its products, particularly its organic products; the reliance of the Company on limited sources of raw materials; an increase in the Company’s costs of raw materials. For a discussion of factors that could cause our actual results to differ from forward-looking statements contained herein, please see the discussion under the heading “Risk Factors” of our most recent Annual Report filed on Form 10-K.

Except as may be required by applicable law, we do not undertake or intend to update or revise our forward-looking statements, and we assume no obligation to update any forward looking statements contained in this Quarterly Report on Form 10-Q as a result of new information or future events or developments. You should not assume that our silence over time means that actual events are bearing out as expressed or implied in such forward looking statements. You should carefully review and consider the various disclosures we make in this report and our other reports filed with the Securities and Exchange Commission that attempt to advise interested parties of the risks, uncertainties and other factors that may affect our business. Results for any period should not be relied upon as being indicative of performance in future periods.

We are a manufacturer and seller of environmentally compatible products for the agricultural industry. Our products include, among others, both conventional and organic fertilizers and growth regulators. During the past several years, the Company has placed an emphasis on the sale of agricultural inputs that meet the organic requirements as defined under the USDA’s National Organic Program.

Results of Operations for the Three and Six Month ~~Period~~Periods Ending ~~February~~May 2931, 2012 Compared to the Three and Six Month ~~Period~~Periods Ending ~~February~~May 2831, 2011

Net sales for the three month period ended ~~February~~May 2931, 2012 were $13,~~208~~242,~~079~~949, representing an increase of 2160%, or $~~211~~1,~~410~~219,955, from the same period in the prior year. ~~This~~ For the six month period ended May 31, 2012, sales were $4,451,028 which represents an increase of 47%, or $1,431,365, from the prior year’s sales of $3,019,663. The increase in sales is primarily due to ~~early~~increased sales ~~ordering~~in ~~by existing~~parts ~~customers~~of asthe ~~well as~~Midwest, along with the introduction of a new biological control product in ~~management’s~~the ~~view~~Pacific Northwestern United States. In addition, the three and six month increases are due to the Company’s sales and educational efforts over a number of years ~~have~~resulting ~~resulted~~ in its products gaining acceptance with growers and distributors.

Cost of sales as a percentage of net sales increased to 4240% for the quarter ended ~~February~~May 2931, 2012 as compared with 4039% for the same period in the prior year. ~~This~~ ~~increase~~For isthe ~~primarily~~six ~~due~~month toperiod ~~the~~ended ~~product~~May ~~mix~~31, 2012, cost of sales ~~during~~as ~~the~~a ~~quarter~~percentage ~~ended~~of ~~February~~net ~~29,~~sales ~~2012~~increased to 41% as compared with 39% for the same period in the prior year. These increases are primarily due to the product mix.

Research and development expenses for the three and six month periods ended May 31, 2012 increased 87%, or $56,388, and 55%, or $67,127, respectively, compared with the same periods in the prior year. These increases are primarily due to the addition of research and development staff.

Selling expenses for the three and six month periods ended May 31, 2012 increased 57%, or $201,377, to $552,205 and increased 47%, or $293,116, to $917,576, respectively compared with the same periods in the prior year. These increases are primarily due to additional selling staff, increased commission expense due to increased sales, and increased advertising and trade show expenses.

General and administrative expenses for the three and six month periods ended May 31, 2012 decreased $8,726 or 4% and $11,480 or 3%, respectively, when compared with the same periods in the prior year. These decreases are primarily due to a reduction in outside financial consulting services.

~~Research~~Other ~~and~~income ~~development expenses~~ for the three and six month ~~period~~periods ended ~~February~~May 2931, 2012 increased ~~19%~~$11,308 orand decreased $1077,~~739~~635, respectively, compared ~~with~~to the same ~~period~~ periods in the prior year. This increase isand ~~primarily~~decrease ~~due~~in toother ~~additional~~income ~~consulting~~primarily ~~fees~~represent ~~paid~~the tonet ~~our~~proceeds ~~regulatory~~of ~~consultant~~installment ~~related~~payments tofrom the ~~matters~~sale ~~concerning~~of the ~~U.S.~~Mexico ~~Environmental~~property ~~Protection~~as ~~Agency~~discussed ~~and~~in ~~other~~Note ~~authorities~~2 to the financial statements.

~~Selling~~Net ~~expenses~~income for the quarter ~~three month period~~ ended ~~February~~May 2931, 2012 ~~increased~~was ~~34%~~$960,475 oras compared with net income of $91554,~~739~~823, tofor the same period in the prior year. Net income for the six month period ended May 31, 2012 was $~~365~~1,~~371~~006,690 as compared with ~~the~~net ~~same~~income ~~period~~of $687,902 in the prior year. ~~This~~ ~~increase~~As isa ~~primarily~~result, basic ~~due~~earnings per share increased to an$0.47 ~~increase~~for inthe ~~salaries~~six ~~related~~months toended ~~the~~May ~~addition~~31, of2012 ~~sales~~compared ~~and~~with ~~marketing~~$0.32 ~~staff,~~per ~~increased~~share ~~international~~for ~~travel~~the ~~and~~six ~~increased~~months ended ~~trade~~May ~~show~~31, ~~expenses~~2011.

~~General~~Federal ~~and~~income ~~administrative~~taxes have ~~expenses~~not been provided for in the ~~three~~accompanying ~~month~~consolidated ~~period~~condensed ~~ended~~statements ~~February~~of ~~29,~~operations ~~2012~~due ~~decreased~~to the net operating loss carryforwards generated in prior years that are available for carryforward against current year income. The Company has approximately $2486,~~754~~000 of federal net operating loss carryforwards at November 30, 2011, which it is currently utilizing as offsets against current earnings to reduce or 1%eliminate ~~when~~its ~~compared~~income ~~with~~taxes. Management has provided for California state income taxes. In addition, management has assessed the ~~same~~recoverable ~~period~~value inof its deferred tax assets at $151,000 as the ~~prior~~Company ~~year~~has been able to achieve its budgeted targets and the Company expects to utilize these benefits over the next three years.

~~Other~~Results ~~income~~of Operations for the ~~three~~Three and ~~month~~Six ~~period~~Month ~~ended~~Periods ~~February~~Ending ~~29,~~May ~~2012 decreased $88~~31,~~943~~ ~~compared~~2011 Compared to the ~~same~~Three ~~period~~and inSix ~~the~~Month ~~prior~~Periods ~~year. This~~Ending ~~decrease~~May in31, ~~other income primarily represents the reduction in net proceeds of installment payments from the sale of the Mexico property as discussed in Note 2 to the financial statements.~~2010

Net ~~income~~sales for the ~~quarter~~three month period ended ~~February~~May 2931, ~~2012~~2011 ~~was~~were $462,~~215~~022,994, asrepresenting ~~compared~~a ~~with~~decrease ~~net~~of ~~income~~8%, ofor $~~133~~165,~~079~~155, ~~for~~from the same period in the prior year. ~~The~~ ~~decrease~~For inthe ~~net~~six ~~income~~month isperiod ~~primarily~~ended ~~due~~May to31, ~~the~~2011, ~~reduction~~sales inwere ~~other~~$3,019,663 ~~income~~which asrepresents ~~discussed~~an ~~above. As~~increase aof ~~result~~2%, ~~basic~~or ~~earnings~~$44,852, ~~per~~from ~~share~~the prior ~~decreased~~year’s tosales of $02,974,811.02 ~~for~~The three month decrease is primarily due to a delay in the ~~quarter~~growing ~~ended~~season ~~February~~due ~~29,~~to ~~2012~~extended cold ~~compared~~weather ~~with~~in $0California and the Pacific Northwest.06 ~~per~~The ~~share~~six ~~for~~month ~~the~~increase ~~same~~is ~~period~~due to increases in sales to the ~~prior~~Mid ~~year~~West and International sales.

~~Federal~~Cost ~~income~~of ~~taxes~~sales ~~have~~as ~~not~~a percentage ~~been~~of ~~provided~~net ~~for~~sales inincreased ~~the~~to ~~accompanying~~39% ~~consolidated~~for ~~condensed statements of operations due to~~ the ~~net~~quarter ~~operating~~ended ~~loss~~May ~~carryforwards~~31, ~~generated~~2011 inas ~~prior~~compared ~~years~~with ~~that~~37% ~~are~~for ~~available~~the ~~for~~same ~~carryforward~~period ~~against~~in ~~current~~the prior year ~~income~~. ~~The~~For ~~Company~~the ~~has~~six ~~approximately~~month ~~$625,000~~period ofended ~~federal~~May ~~net operating loss carryforwards at November 30~~31, 2011, ~~which~~cost itof ~~is currently~~sales ~~utilizing~~ as ~~offsets~~a ~~against~~percentage ~~current~~of ~~earnings~~net tosales ~~reduce~~increased orto ~~eliminate~~39% ~~its~~as ~~income~~compared ~~taxes. Management~~with 38% ~~has provided~~ for ~~California state income taxes. In addition, management has assessed~~ the ~~recoverable~~same ~~value~~period ~~of its~~in ~~deferred tax assets at $151,000 as~~ the ~~Company~~prior ~~has~~year. ~~been~~These ~~able~~increases toare ~~achieve~~primarily ~~its~~due ~~budgeted targets and the Company expects~~ to ~~utilize these benefits over~~ the ~~next~~product ~~three years~~mix.

Results of Operations for the Three Month Period Ending February 28, 2011 Compared to the Three Month Period Ending February 28, 2010

Net sales for the three month period ended February 28, 2011 were $996,669, representing a 27% increase from the same period in the prior year. This increase was primarily associated with increased sales to two foreign distributors and one domestic customer.

Cost of sales as a percentage of net sales decreased to 40% for the quarter ended February 28, 2011 as compared with 42% for the same period in the prior year. This decrease was primarily due to the product mix of sales during the quarter ended February 28, 2011 as compared with the same period in the prior year.

Research and development expenses for the three month period ended February 28, 2011 increased 1%, or $770, to $57,302 compared with the same period in the prior year.

~~Selling~~Research and development expenses for the three and six month ~~period~~periods ended ~~February~~May 2831, 2011 increased 3%, or $391,~~622~~788, orand 172%, ~~compared~~or $2,558, respectively, compared with the same ~~period~~periods in the prior year. ~~This~~ ~~increase~~These ~~was~~increases are primarily due to ~~the~~increases ~~addition of a salesperson~~ in ~~the~~salaries ~~third quarter 2010~~ and ~~increased trade show and advertising expenses~~wages.

~~General and administrative~~ Selling expenses for the three and six month ~~period~~periods ended ~~February~~May 2831, 2011 ~~increased~~decreased ~~$68~~20%,~~970~~ or 45$88,654, to $350,828 and decreased 7%, ~~when~~or $49,032, to $624,460, respectively compared with the same ~~period~~periods in the prior year. ~~This~~ ~~increase~~These decreases ~~was~~are primarily due to ~~the addition of~~ a ~~financial~~reduction ~~consultant~~ in ~~the~~advertising ~~third~~expenses ~~quarter~~as ofwell ~~2010~~as ~~and~~ a ~~timing~~reduction ~~difference~~ in ~~expensing~~commission ~~certain~~expense ~~services~~associated ~~performed~~with the customer mix.

~~Other~~General ~~income~~and administrative expenses for the three and six month ~~period~~periods ended ~~February~~May 2831, 2011 increased by$26,187 or 13% and $5595,~~662~~157 or 27%, respectively, when compared towith the same ~~period~~periods in the prior year. This increase is primarily ~~represents~~due to the ~~net~~addition ~~proceeds~~ of ~~installment~~a ~~payments~~financial ~~from~~consultant in the third ~~sale~~quarter of ~~the~~2010 ~~Mexico~~and ~~property~~a timing difference in expensing certain services performed.

~~Net~~Other income for the three ~~quarter~~and six month periods ended ~~February~~May 2831, 2011 ~~was~~decreased $~~133~~34,~~079~~240 asand ~~compared~~increased ~~with net income of~~ $5521,~~230~~422, ~~for~~respectively, compared to the same ~~period~~ periods in the prior year. As aThese ~~result,~~decreases ~~basic~~and ~~earnings~~increases ~~per~~in ~~share~~other ~~increased~~income toprimarily ~~$0.06~~represent ~~per share for~~ the ~~three~~net ~~months~~proceeds ~~ended~~of ~~February~~installment ~~28,~~payments from ~~2011~~the ~~compared~~sale ~~with~~of ~~$0.03 per share for~~ the ~~three~~Mexico ~~months~~property ~~ended~~as ~~February~~discussed ~~28,~~in ~~2010. This~~Note ~~increase~~2 ~~is primarily due~~ to ~~increased sales, as well as increased other income associated with~~ the ~~sale~~financial ~~of the Mexico property~~statements.

Net income for the quarter ended May 31, 2011 was $554,823 as compared with net income of $654,135, for the same period in the prior year. Net income for the six month period ended May 31, 2011 was $687,902 as compared with net income of $709,365 in the prior year. As a result, basic earnings per share decreased to $0.32 for the six months ended May 31, 2011 compared with $0.34 per share for the six months ended May 31, 2010.

Liquidity and Capital Resources:

Working capital was $23,~~364~~341,~~111~~735 at ~~February~~May 2931, 2012, an increase of $621,~~570~~040,194, from $2,301,541 at November 30, 2011. ~~The~~ ~~increase as of February 29, 2012 is primarily due to the increase in accounts receivable.~~ Working capital was $2,~~116~~670,~~778~~110 at May ~~February 28~~31, 2011, an increase of $~~161~~714,~~009~~341, from $1,955,769 at November 30, 2010. ~~The~~ ~~increase~~These increases as of ~~February~~May 2831, 2012 and 2011 isare primarily due to anincreased ~~installment~~trade ~~received~~receivables ~~from~~and collections, resulting in higher cash balances, as the ~~sale~~second quarter is consistently the Company’s busiest time of the ~~Mexico~~year. ~~property~~Agricultural product sales are typically seasonal in ~~December~~nature ~~2010~~with heavier sales in the spring months, resulting in increased cash flow during the spring and summer months while normally reducing cash flow significantly during the fall and winter months.

~~The~~During the period ended May 31, 2012, the Company ~~has~~had ~~secured~~cash aprovided by operating activities of approximately $~~500~~849,000 ~~line~~as ofopposed ~~credit~~to ~~available~~approximately $270,000 tofor bethe ~~drawn~~period ~~down~~ended ifMay ~~required~~31, of2011 which, is primarily the result of the increase in net income for 2012 over 2011. Cash used in investing activities was approximately $~~100~~48,000 ~~has~~and ~~been~~$55,000 ~~drawn~~for asthe ofperiods ~~February~~ended 29May 31, 2012 and 2011, respectively. ~~This~~ Cash ~~line~~used ofin ~~credit~~financing isactivities ~~secured~~was byapproximately ~~all~~$2,000 ~~the~~for ~~assets~~each ofperiod ~~the~~ended ~~Company~~May 31.

~~ITEM~~The 3Company has secured a $500,000 line of credit available to be drawn down if required, of which, $0 has been drawn as of May 31, 2012. ~~Quantitative~~ ~~and~~This ~~Qualitative~~line ~~Disclosures~~of credit ~~About~~is ~~Market~~secured ~~Risk~~by all the assets of the Company.

We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide this information under this item.

ITEM 4. Controls and Procedures.

The Company's management with the participation of the Company's principal executive and principal financial officer, has evaluated the effectiveness of the Company's disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the "Exchange Act")), as of February 29, 2012, the end of the quarterly fiscal period covered by this quarterly report. Based on this evaluation, the Company's principal executive and principal financial officer concluded that, as of the end of such period, the Company's disclosure controls and procedures are effective in recording, processing, summarizing and reporting, on a timely basis, information required to be disclosed by the Company in the reports that it files or submits under the Exchange Act and are effective in ensuring that information required to be disclosed by the Company in the reports that it files or submits under the Exchange Act is accumulated and communicated to the Company’s management, including the Company’s principal executive and principal financial officer, as appropriate to allow timely decisions regarding required disclosure.

~~There~~ITEM ~~has~~3. ~~been~~Quantitative ~~no change in the Company's internal control over financial reporting (as defined in Rules 13a-15(f)~~ and ~~15d-15(f)~~Qualitative ~~under~~Disclosures ~~the~~About ~~Exchange~~Market Act) that occurred during the Company's fiscal quarter ended February 29, 2012, that has materially affected, or is reasonably likely to materially affect, the Company's internal control over financial reporting.Risk

~~PART~~We IIare –a ~~OTHER~~smaller ~~INFORMATION~~reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide this information under this item.

ITEM 14. ~~LEGAL~~ ~~PROCEEDINGS~~Controls and Procedures

~~None~~The Company's management with the participation of the Company's principal executive and principal financial officers, has evaluated the effectiveness of the Company's disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the "Exchange Act")), as of May 31, 2012, the end of the quarterly fiscal period covered by this quarterly report. Based on this evaluation, the Company's principal executive and principal financial officers concluded that, as of the end of such period, the Company's disclosure controls and procedures are effective in recording, processing, summarizing and reporting, on a timely basis, information required to be disclosed by the Company in the reports that it files or submits under the Exchange Act and are effective in ensuring that information required to be disclosed by the Company in the reports that it files or submits under the Exchange Act is accumulated and communicated to the Company’s management, including the Company’s principal executive and principal financial officers, as appropriate to allow timely decisions regarding required disclosure.

~~ITEM~~There ~~1A. RISK~~has ~~FACTORS~~been no change in the Company's internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) that occurred during the Company's fiscal quarter ended May 31, 2012, that has materially affected, or is reasonably likely to materially affect, the Company's internal control over financial reporting.

InPART ~~addition~~II to– ~~the~~OTHER other information set forth in this report, you should carefully consider the factors discussed in Part I, Item 1, “Risk Factors” in our Annual Report on Form 10-K for the fiscal year ended November 30, 2011, which could materially affect our business, financial condition or operating results. The risks described in our Annual Report on Form 10-K are not the only risks facing our Company. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially adversely affect our business, financial condition and/or operating results.INFORMATION

ITEM 21. ~~UNREGISTERED~~ ~~SALES~~LEGAL ~~OF EQUITY SECURITIES AND USE OF PROCEEDS~~PROCEEDINGS

None

ITEM ~~3. DEFAULTS~~1A RISK ~~UPON SENIOR SECURITIES~~FACTORS

~~None~~In addition to the other information set forth in this report, you should carefully consider the factors discussed in Part I, Item 1, “Risk Factors” in our Annual Report on Form 10-K for the fiscal year ended November 30, 2011, which could materially affect our business, financial condition or operating results. The risks described in our Annual Report on Form 10-K are not the only risks facing our Company. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially adversely affect our business, financial condition and/or operating results.

ITEM 42. ~~MINE~~ ~~SAFETY~~UNREGISTERED ~~DISCLOSURE~~SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

~~Not Applicable~~None

ITEM 53. ~~OTHER~~ ~~INFORMATION~~DEFAULTS UPON SENIOR SECURITIES

None

ITEM 64. ~~EXHIBITS~~ MINE SAFETY DISCLOSURES

A.Not ~~EXHIBITS~~Applicable

31ITEM 5.1 ~~Certification~~OTHER ~~of the Principal Executive Officer Pursuant to Rule 13a-14 or 15d-14 of the Exchange Act pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.~~INFORMATION

~~31.2 Certification of the Principal Financial Officer Pursuant to Rule 13a-14 or 15d-14 of the Exchange Act pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.~~None

~~32.1 Certification of Principal Executive Officer Pursuant to~~ 18 ~~U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.~~

~~32.2~~ITEM ~~Certification of Principal Financial Officer Pursuant to 18 U~~6.~~S.C.~~ ~~Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.~~EXHIBITS

BA. ~~REPORTS ON FORM 8-K~~ EXHIBITS

~~None~~31.1 Certification of the Principal Executive Officer Pursuant to Rule 13a-14 or 15d-14 of the Exchange Act pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

1831.2 Certification of the Principal Financial Officer Pursuant to Rule 13a-14 or 15d-14 of the Exchange Act pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

~~WESTBRIDGE~~32.1 Certification ~~RESEARCH~~of ~~GROUP~~Principal Executive ~~AND~~Officer ~~SUBSIDIARY~~Pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

~~SIGNATURES~~32.2 Certification of Principal Financial Officer Pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

~~Pursuant~~101 XBRL ~~to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.~~exhibits

	WESTBRIDGE RESEARCH GROUP
Dated: April 13, 2012	/s/ Christine Koenemann
	Christine Koenemann, President Principal Executive Officer
	/s/ Richard Forsyth
	Richard Forsyth, Chief Financial Officer Principal Financial Officer

B. REPORTS ON FORM 8-K

Form 8-K was filed on June 19, 2012 regarding continuation of annual shareholder meeting.

WESTBRIDGE RESEARCH GROUP AND SUBSIDIARY

SIGNATURES

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

WESTBRIDGE RESEARCH GROUP

Dated: July 10, 2012

/s/ Christine Koenemann

Christine Koenemann, President

Principal Executive Officer

/s/ Richard Forsyth

Richard Forsyth, Chief Financial Officer

Principal Financial Officer

Filing Compare · WESTBRIDGE RESEARCH GROUP