SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 8-K

                                 CURRENT REPORT

                     Pursuant to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934

         Date of Report (date of earliest event reported): May 17, 2013


                             SAFEBRAIN SYSTEMS, INC.
                  -------------------------------------------
                 (Name of Small Business Issuer in its charter)


       Delaware                   000-50493               98-0412431
  ------------------          -----------------        -----------------
(State of incorporation)    (Commission File No.)      (IRS Employer
                                                        Identification No.)

                           100 - 224 11th Avenue S.W.
                                Calgary, Alberta
                                 Canada T2R 0C3
                      ------------------------------------
                    (Address of principal executive offices)

       Registrant's telephone number, including area code: (403) 233-9239


             ------------------------------------------------------
          (Former name or former address if changed since last report)

Check appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy  the filing  obligation  of the  registrant  under any of the  following
provisions (see General Instruction A.2. below)

[] Written communications pursuant to Rule 425 under the Securities Act (17 CFR
   230.425)

[] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
   240.14a-12)

[] Pre-commencement communications pursuant to Rule 14d-2(b) under the
   Exchange Act (17 CFR 240.14d-2(b))

[] Pre-commencement communications pursuant to Rule 13e-14(c) under the
   Exchange Act (17 CFR 240.13e-4(c))

<PAGE>
Item 5.02. Departure of Directors or Certain  Officers;  Election of Directors;
           Appointment of Certain Officers; Compensatory Arrangements of Certain
           Officers.

     On May 17,  2013  Todd  Ziniuk  was  appointed  to the  Company's  board of
directors. Information concerning Mr. Ziniuk is shown below.

     Since  January  2012,  Mr.  Ziniuk (age 37) has been the  General  Manager,
Treasurer  and a Director of Zedcor  Oilfield  Rentals Ltd., a company he helped
organize. Mr. Ziniuk is an entrepreneur who has been in the oil and gas industry
in multiple  positions over the last 20+ years.  After  managing  Swanberg Bros.
Trucking LP between 2001 and 2003, one of the largest  transporters  of drilling
rigs in Western Canada,  he started  Oilpatch  Rentals Ltd. and was President of
the Company from 2003 to 2007. Between 2007 and 2009 Mr. Zinuik was pursuing his
dream as a Professional  Golfer  throughout Canada and the U.S. Between 2009 and
2012 Mr.  Ziniuk was the owner and General  Manager of North  American  Tubulars
Ltd., as well as President of the Board.


                                       2
<PAGE>

                                   SIGNATURES

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


Date: June 4, 2013                     SAFEBRAIN SYSTEMS, INC.


                                     By:  /s/ Michael Scott
                                          --------------------------------------
                                          Michael Scott, Chief Executive Officer
[{"type": "8-K", "sequence": "1", "filename": "form8kitem502june-13.txt", "description": "FORM 8-K ITEM 5.02", "secsgml_size_bytes": 3640}]
{"company-data": {"conformed-name": "SafeBrain Systems, Inc.", "cik": "0001271073", "assigned-sic": "9995", "irs-number": "000000000", "state-of-incorporation": "DE", "fiscal-year-end": "1031"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-50493", "film-number": "13896925"}, "business-address": {"street1": "100-224 11TH AVENUE S.W.", "city": "CALGARY", "state": "A0", "zip": "T2R 0C3", "phone": "(403) 801-1506"}, "mail-address": {"street1": "100-224 11TH AVENUE S.W.", "city": "CALGARY", "state": "A0", "zip": "T2R 0C3"}, "former-company": [{"former-conformed-name": "Alveron Energy Corp.", "date-changed": "20100526"}, {"former-conformed-name": "MODENA I INC", "date-changed": "20031121"}]}
SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 8-K

                                 CURRENT REPORT

                     Pursuant to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934

         Date of Report (date of earliest event reported): May 17, 2013

                             SAFEBRAIN SYSTEMS, INC.
                  -------------------------------------------
                 (Name of Small Business Issuer in its charter)

       Delaware                   000-50493               98-0412431
  ------------------          -----------------        -----------------
(State of incorporation)    (Commission File No.)      (IRS Employer
                                                        Identification No.)

                           100 - 224 11th Avenue S.W.
                                Calgary, Alberta
                                 Canada T2R 0C3
                      ------------------------------------
                    (Address of principal executive offices)

       Registrant's telephone number, including area code: (403) 233-9239

             ------------------------------------------------------
          (Former name or former address if changed since last report)

Check appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy  the filing  obligation  of the  registrant  under any of the  following
provisions (see General Instruction A.2. below)

[] Written communications pursuant to Rule 425 under the Securities Act (17 CFR
   230.425)

[] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
   240.14a-12)

[] Pre-commencement communications pursuant to Rule 14d-2(b) under the
   Exchange Act (17 CFR 240.14d-2(b))

[] Pre-commencement communications pursuant to Rule 13e-14(c) under the
   Exchange Act (17 CFR 240.13e-4(c))
Item 5.02. Departure of Directors or Certain  Officers;  Election of Directors;
           Appointment of Certain Officers; Compensatory Arrangements of Certain
           Officers.

     On May 17,  2013  Todd  Ziniuk  was  appointed  to the  Company's  board of
directors. Information concerning Mr. Ziniuk is shown below.

     Since  January  2012,  Mr.  Ziniuk (age 37) has been the  General  Manager,
Treasurer  and a Director of Zedcor  Oilfield  Rentals Ltd., a company he helped
organize. Mr. Ziniuk is an entrepreneur who has been in the oil and gas industry
in multiple  positions over the last 20+ years.  After  managing  Swanberg Bros.
Trucking LP between 2001 and 2003, one of the largest  transporters  of drilling
rigs in Western Canada,  he started  Oilpatch  Rentals Ltd. and was President of
the Company from 2003 to 2007. Between 2007 and 2009 Mr. Zinuik was pursuing his
dream as a Professional  Golfer  throughout Canada and the U.S. Between 2009 and
2012 Mr.  Ziniuk was the owner and General  Manager of North  American  Tubulars
Ltd., as well as President of the Board.

                                       2
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 hereunto duly authorized.

Date: June 4, 2013                     SAFEBRAIN SYSTEMS, INC.

                                     By:  /s/ Michael Scott
                                          --------------------------------------
                                          Michael Scott, Chief Executive Officer