Ownership Submission
FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Seto Wei-Ken
2. Date of Event Requiring Statement (Month/Day/Year)
01/20/2012
3. Issuer Name and Ticker or Trading Symbol
SimplePons, Inc. [QPON]
(Last)
(First)
(Middle)
220 CONGRESS PARK DR., STE 304
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chief Operating Officer
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

DELRAY BEACH, FL 33445
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common stock, par a value $0.01 200,000
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
common stock purchase warrants 12/15/2011 12/15/2014 common stock 200,000 $ 0.5 D  
options 08/01/2012 08/01/2017 common stock 250,000 $ 0.75 D  
options 10/01/2012 10/01/2017 common stock 250,000 $ 0.75 D  
options 01/01/2013 01/01/2018 common stock 250,000 $ 0.75 D  
options 04/01/2013 04/01/2018 common stock 250,000 $ 0.75 D  
options 08/01/2013 08/01/2018 common stock 250,000 $ 0.75 D  
options 10/01/2013 10/01/2018 common stock 250,000 $ 0.75 D  
options 01/01/2014 01/01/2019 common stock 250,000 $ 0.75 D  
options 04/01/2014 04/01/2019 common stock 250,000 $ 0.75 D  
options 08/01/2014 08/01/2019 common stock 250,000 $ 0.75 D  
options 10/01/2014 10/01/2019 common stock 250,000 $ 0.75 D  
options 01/01/2015 01/01/2020 common stock 250,000 $ 0.75 D  
options 04/01/2015 04/01/2020 common stock 250,000 $ 0.75 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Seto Wei-Ken
220 CONGRESS PARK DR., STE 304
DELRAY BEACH, FL 33445
      Chief Operating Officer  

Signatures

/s/ Wei-Ken Seto 01/26/2012
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, See Instruction 6 for procedure.

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