SEC Form 3

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 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* NEW BASTION DEVELOPMENT, INC. (Last) (First) (Middle) 125 SOUTH STATE ROAD 7 SUITE 104-275 (Street) WELLINGTON FL 33414 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 08/22/2012	3. Issuer Name and Ticker or Trading Symbol Universal Capital Management, Inc. [ UCMT ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

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(1)(2)	20,000,000	D(3)

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: 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

1. Name and Address of Reporting Person* NEW BASTION DEVELOPMENT, INC. (Last) (First) (Middle) 125 SOUTH STATE ROAD 7 SUITE 104-275 (Street) WELLINGTON FL 33414 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* BELLEN ELLIOT (Last) (First) (Middle) 125 SOUTH STATE ROAD 7 SUITE 104-275 (Street) WELLINGTON FL 33414 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

Explanation of Responses:

1. This Form 3 is filed on behalf of New Bastion Development, Inc. and Elliot Bellen. Elliot Bellen has voting and dispositive power for securities owned by New Bastion Development, Inc. Elliot Bellen may be deemed to be the indirect beneficial owner of the securities directly owned by New Bastion Development, Inc. under Rule 16a-1(a)(1) promulgated under the Securities Exchange Act of 1934, as amended.

2. Pursuant to Rule 16a-1(a)(4) promulgated under the Exchange Act, Elliot Bellen disclaims beneficial ownership of such securities.

3. These securities are directly owned by New Bastion Development, Inc. Elliot Bellen may be deemed to have indirect beneficial ownership of these securities.

	/s/New Bastion Development, Inc., by Elliot Bellen, its President	08/31/2012
	/s/Elliot Bellen	08/31/2012
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
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