FORM 4
[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Metcalf Michael
2. Issuer Name and Ticker or Trading Symbol

Voice Assist, Inc. [ VSST ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__ X __ Director                      __ X __ 10% Owner
__ X __ Officer (give title below)      _____ Other (specify below)
Chief Executive Officer
(Last)          (First)          (Middle)

15 ENTERPRISE, SUITE 350
3. Date of Earliest Transaction (MM/DD/YYYY)

10/30/2013
(Street)

ALISO VIEJO, CA 92656
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

5/29/2013 
6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common stock, par value $.001 per share   5/27/2013     J (1)    100000   D $0.10   14723376   I   By Metcalf Family Trust and Speechphone LLC   (3) (4) (5)
Common stock, par value $.001 per share   5/27/2013     J (2)    622220   D $0.37   14101156   I   By Metcalf Family Trust and Speechphone LLC   (3) (4) (5)

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
6. Date Exercisable and Expiration Date 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Explanation of Responses:
( 1)  The shares are being issued in this cashless transaction as a result of a conversion of a matured note.
( 2)  The shares are being issued in this cashless transaction pursuant to provisions of an amended stock purchase agreement.
( 3)  The Metcalf Family Trust directly owns 1,851,156 shares of the reported securities. Mr. Metcalf is a trustee of the Metcalf Family Trust and he disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest there.
( 4)  SpeechPhone LLC direclty owns 10,250,000 shares of the reported securities. Mr. Metcalf is a Managing Member of SpeechPhone LLC. Mr. Metcalf disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
( 5)  Mr. Metcalf also owns 2,000,000 shares of Series A preferred stock which may be converted on a 1:1 basis into shares of common stock at any time.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Metcalf Michael
15 ENTERPRISE, SUITE 350
ALISO VIEJO, CA 92656
X X Chief Executive Officer

Signatures
/s/ Michael Metcalf 10/30/2013
** 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 4(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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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