<PAGE>   1
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   Form 10-QSB
(Mark One)

[X] Quarterly report under Section 13 or 15(d) of the Securities Exchange Act
    of 1934

For the quarterly period ended June 30, 2001

[ ] Transition report under Section 13 or 15(d) of the Exchange Act

For the transition period from               to
                               -------------    -----------

Commission file number 333-43732

                        Industrialex Manufacturing Corp.
        (Exact Name of Small Business Issuer as Specified in Its Charter)

            Colorado                                        84-1454260
  (State or Other Jurisdiction of                         (I.R.S. Employer
   Incorporation or Organization)                        Identification No.)

                            63-A South Pratt Parkway
                               Longmont, CO 80501
                    (Address of Principal Executive Offices)

                                  303-651-6672
                (Issuer's Telephone Number, Including Area Code)

Check whether the issuer: (1) filed all reports required to be filed by Section
13 or 15 (d) of the Exchange Act during the past 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   No
    ---     ---

The number of shares of the issuer's Common Stock outstanding on July 31, 2001
was 9,554,882.

Transitional Small Business Disclosure Format (check one):  Yes      No  X
                                                                ---     ---



<PAGE>   2



                     INDUSTRIALEX MANUFACTURING CORPORATION

                                   FORM 10-QSB
                  FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2001

                                TABLE OF CONTENTS


<Table>

<S>           <C>                                                                                  <C>
PART I.  FINANCIAL INFORMATION:

     Item 1.  Consolidated Financial Statements (Unaudited)

              Consolidated Balance Sheets
                June 30, 2001 and December 31, 2000.................................................3

              Consolidated Statements of Deficit
                Six Months Ended June 30, 2001 and 2000.............................................4

              Consolidated Statements of Operations
                Three and Six Months Ended June 30, 2001 and 2000...................................5

              Consolidated Statements of Cash Flows
                Six Months Ended June 30, 2001 and 2000.............................................6

              Notes to Unaudited Consolidated Financial Statements..................................7

     Item 2.  Management's Discussion and Analysis of Financial
                     Condition and Results of Operations............................................9

PART II.  OTHER INFORMATION:

     Item 1.  Legal Proceedings....................................................................13
     Item 2.  Changes in Securities................................................................13
     Item 3.  Defaults Upon Senior Securities......................................................13
     Item 4.  Submission of Matters to a Vote of Security Holders..................................13
     Item 5.  Other Information....................................................................13
     Item 6.  Exhibits and Reports on Form 8-K.....................................................13

SIGNATURES.........................................................................................14
</Table>


                                       2



<PAGE>   3



INDUSTRIALEX MANUFACTURING CORP.

CONSOLIDATED BALANCE SHEETS (UNAUDITED)
--------------------------------------------------------------------------------

<Table>
<Caption>
                                                            JUNE 30,      DECEMBER 31,
                                                          -----------    -------------
                                                              2001             2000
                                                          -----------    -------------
<S>                                                       <C>            <C>
ASSETS

Current Assets:
  Cash and cash equivalents                               $    26,885    $     129,519
  Accounts receivable, net of allowance
    for doubtful accounts of $13,500                          682,468          662,742
  Prepaids and other current assets                           141,871          130,044
                                                          -----------    -------------
           Total current assets                               851,224          922,305

Property, Plant and Equipment, net                            366,631          361,814

Other Assets:
  Note receivable from related party                               --          101,080
  Deferred initial public offering costs                           --          421,621
  Goodwill, net                                             2,528,074        2,619,274
  Other assets                                                  7,606            7,606
                                                          -----------    -------------
           Other assets                                     2,535,680        3,149,581
                                                          -----------    -------------

Total Assets                                              $ 3,753,535    $   4,433,700
                                                          ===========    =============

LIABILITIES AND STOCKHOLDERS' EQUITY

Current Liabilities:
  Bank line of credit                                     $   196,130    $     380,995
  Current portion of notes payable                            180,525          667,180
  Accounts payable                                            406,032          598,132
  Accrued liabilities                                          83,729          226,646
  Current portion of capital lease obligation                  11,275           10,877
                                                          -----------    -------------
           Total current liabilities                          877,691        1,883,830

Notes Payable, less current portion                           550,737          642,820

Capital Lease Obligation, less current portion                 21,827           28,474

Commitments and Contingencies

Stockholders' Equity:
  Common stock, $.01 par value - 50,000,000 authorized,
     9,554,882 and 4,450,000  issued and outstanding at
     June 30, 2001 and December 31, 2000, respectively         95,549           44,500
  Additional paid-in capital                                3,219,353        2,457,374
  Accumulated deficit                                      (1,011,622)        (581,698)
  Deferred compensation                                            --          (41,600)
                                                          -----------    -------------
      Total equity                                          2,303,280        1,878,576
                                                          -----------    -------------

Total Liabilities and Stockholders' Equity:               $ 3,753,535    $   4,433,700
                                                          ===========    =============
</Table>


See notes to consolidated financial statements.

                                       3






<PAGE>   4


INDUSTRIALEX MANUFACTURING CORP.

CONSOLIDATED STATEMENTS OF DEFICIT (UNAUDITED)
--------------------------------------------------------------------------------

<Table>
<Caption>
                                  SIX MONTHS ENDED JUNE 30,
                                   2001              2000
                              --------------    --------------
<S>                           <C>               <C>
Deficit - Beginning of Year   $     (581,698)   $           --

Net loss                            (429,924)         (222,476)
                              --------------    --------------

Deficit - End of Period       $   (1,011,622)   $     (222,476)
                              ==============    ==============
</Table>



See notes to consolidated financial statements.


                                       4

<PAGE>   5


INDUSTRIALEX MANUFACTURING CORP.

CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
--------------------------------------------------------------------------------

<Table>
<Caption>
                                        THREE MONTHS ENDED JUNE 30,    SIX MONTHS ENDED JUNE 30,
                                            2001           2000           2001           2000
                                        -----------    -----------    -----------    -----------
<S>                                     <C>            <C>            <C>            <C>
Revenues                                $ 1,143,852    $   754,816    $ 2,355,939    $   942,682

Cost of sales                               871,244        567,128      1,852,020        742,262
General and administrative expense          388,816        272,680        705,533        373,715
Depreciation and amortization expense        76,878         34,525        153,756         39,470
                                        -----------    -----------    -----------    -----------
Operating loss                             (193,086)      (119,517)      (355,370)      (212,765)
Interest expense                            (15,723)       (14,752)       (68,156)       (15,989)
Other income (expense), net                   5,929          6,132         (6,398)         6,278
                                        -----------    -----------    -----------    -----------

Net Loss                                $  (202,880)   $  (128,137)   $  (429,924)   $  (222,476)
                                        ===========    ===========    ===========    ===========

Loss Per Share
 Basic and Diluted                      $     (0.02)   $      0.00    $     (0.05)   $     (0.04)
                                        ===========    ===========    ===========    ===========

Weighted Average Number of
 Common Shares Outstanding
 Basic and Diluted                        9,554,882      7,240,333      8,613,864      6,145,667
                                        ===========    ===========    ===========    ===========
</Table>


See notes to consolidated financial statements.

                                       5




<PAGE>   6


INDUSTRIALEX MANUFACTURING CORP.

CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
--------------------------------------------------------------------------------

<Table>
<Caption>
                                                                  SIX MONTHS ENDED JUNE 30,
                                                                  --------------------------
                                                                     2001           2000
                                                                  -----------    -----------
<S>                                                               <C>            <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net loss                                                       $  (429,924)   $  (222,476)
   Adjustments to reconcile net loss to net cash
   used in operating activities:
     Depreciation and amortization                                    153,756         39,470
     Non-cash compensation                                            107,320          9,420
     Changes in operating assets and liabilities:
       Accounts receivable                                            (19,726)        67,283
       Prepaids and other current assets                              (11,827)         4,464
       Other assets                                                        --       (207,283)
       Accounts payable                                              (192,100)       240,645
       Accrued liabilities                                           (142,917)        24,945
                                                                  -----------    -----------
          Net cash used in operating activities                      (535,418)       (43,532)
                                                                  -----------    -----------

CASH FLOWS USED IN INVESTING ACTIVITIES:
   Payments for acquisitions, net of cash acquired                         --       (714,595)
   Capital expenditures                                               (67,373)       (26,326)
                                                                  -----------    -----------
          Net cash used in investing activities                       (67,373)      (740,921)
                                                                  -----------    -----------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Issuance of common stock and common stock warrants               1,270,009      1,178,500
   Payments on bank line of credit, net                              (184,865)            --
   Payments on capital lease obligations                               (6,249)        (4,966)
   Payments on notes payable                                         (578,738)            --
   Amounts collected from related parties under note receivable            --         11,449
   Amount loaned to related party under note receivable                    --       (130,000)
   Distributions to member                                                 --        (16,034)
                                                                  -----------    -----------
          Net cash provided by financing activities                   500,157      1,038,949
                                                                  -----------    -----------

INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS                     (102,634)       254,496

CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD                        129,519         39,930
                                                                  -----------    -----------

CASH AND CASH EQUIVALENTS, END OF PERIOD                          $    26,885    $   294,426
                                                                  ===========    ===========


SUPPLEMENTAL CASH FLOW INFORMATION:
   Cash paid for interest                                         $    68,156    $    15,989
                                                                  ===========    ===========
</Table>

See notes to consolidated financial statements

                                       6

<PAGE>   7



                        INDUSTRIALEX MANUFACTURING CORP.
              NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

Note 1.  Background.

         Industrialex Manufacturing Corp. (the "Company") is a provider of
protective coating services to a broad range of companies in the manufacturing
industry. The Company's services include the application of chemical adhesions,
conformal coating, shielding, powder coating, liquid painting and screen
printing, to four categories of general products: metal, plastic, glass and
printed circuit board assemblies. These various adhesion processes provide many
benefits including enhanced general aesthetics and protection from hostile
environments, corrosion and electrostatic discharge. The markets we serve
include high technology, medical, aerospace, defense, consumer electronics, data
storage, semiconductor, transportation and general manufactured goods.

Note 2.  Basis of Presentation

         The accompanying unaudited financial statements have been prepared by
the Company in accordance with the instructions to Form 10-QSB and therefore do
not include all information and notes necessary for a fair presentation of
financial position, results of operations and cash flows in conformity with
accounting principles generally accepted in the United States of America. The
statements should be read in conjunction with the Notes to Consolidated
Financial Statements for the year ended December 31, 2000 in the Company's
Annual Report on Form 10-KSB as filed with the Securities and Exchange
Commission.

In the opinion of management, the accompanying unaudited financial statements
contain all adjustments necessary to present fairly the financial position of
the Company as of June 30, 2001, and the results of operations and cash flows
for the periods presented. All such adjustments are of a normal recurring
nature.

The financial statements include the accounts of Industrialex Manufacturing
Corp. and its wholly owned subsidiaries, Broomfield Industrial Painting, Inc.
(Broomfield), Decorative and Coating Systems, Inc. (Decorative) and Screen Tech
Graphics, Inc. (Screen Tech.) All significant intercompany transactions have
been eliminated.

The results of operations for the three month and six month periods ended June
30, 2001 are not necessarily indicative of the results that ultimately may be
achieved for the entire year and cannot be used to indicate financial
performance for the entire year.

Certain prior year amounts have been reclassified to conform with current year
presentation.

Note 3. Initial Public Offering

         The Company's registration statement on Form SB-2 (SEC File No.
333-43732) covering the Company's IPO of 2,666,667 units at $0.75 was declared
effective on February 9, 2001. Each unit consisted of one share of common stock
and one common stock purchase warrant. Each purchase warrant entitles the holder
to purchase one share of common stock for two years from the close of the IPO at
a price of $1.00 in the first year and $1.25 in the second year. Thomson
Kernaghan & Co. Limited acted as the Company's agent to sell 2,000,000 units in
Canada only. Industrialex sold 332,882 units in this IPO directly to investors
in the United States at a price of $0.75 per unit.

                                       7

<PAGE>   8

Thomson Kernaghan & Co. Limited is not licensed to sell securities in the United
States and was not involved in the sale of the units in the United States.

Note 4. Debt Restructuring

         On April 4, 2001, a $610,000 note issued in connection with the
acquisition of Screen Tech under a stock purchase agreement dated June 7, 2000
was retired as follows:

     a)   $350,000 was paid in cash;

     b)   $160,000 will be paid by delivery of 213,333 shares of the Company's
          common stock, subject to all necessary regulatory approval and;

     c)   $100,000 is being paid in 18 equal monthly installments of principal
          and interest which began on May 15, 2001. The note bears interest at
          8.0%.

On April 17, 2001, a $700,000 note issued in connection with the acquisition of
Decorative under a stock purchase agreement dated May 1, 2000 was retired as
follows:

     a)   $200,000 was paid in cash;

     b)   $265,000 will be paid by delivery of 353,333 shares of the Company's
          common stock, subject to all necessary regulatory approval and;

     c)   $235,000 is being paid in 24 equal monthly installments of principal
          and interest which began on May 17, 2001. The note bears interest at
          8.0%.

CAUTIONARY STATEMENT CONCERNING FORWARD-LOOKING STATEMENTS

         We have made certain forward-looking statements in this document and in
the documents referred to in this document, which are subject to risks and
uncertainties. These statements are based on the beliefs and assumptions of
management and on the information currently available to such management.
Forward-looking statements include information concerning possible or assumed
future results of Industrialex. These statements may be preceded by, followed
by, or otherwise include the words "believes," "expects," "anticipates,"
"intends," "plans," "estimates" or similar expressions.

The Company intends that such forward-looking statements be subject to the safe
harbors for such statements. The Company wishes to caution readers not to place
undue reliance on any such forward-looking statements, which speak only as of
the date made. Any forward-looking statements represent management's best
judgment as to what may occur in the future. However, forward-looking statements
are not guarantees of performance. They involve risks, uncertainties and
assumptions. The future results and stockholder values of Industrialex may
differ materially from those expressed in these forward-looking statements. Many
of the factors that will determine these results and values are beyond our
ability to control or predict. Investors are cautioned not to put undue reliance
on any forward-looking statements. Except for our ongoing obligations to
disclose material information as required by the federal securities law, we do
not have any intention or obligation to update forward-looking statements after
the date of this Quarterly Report on Form 10-QSB, even if new information,
future events or other circumstances have made them incorrect or misleading.

                                       8

<PAGE>   9

You should understand that various factors, in addition to those discussed
elsewhere in this document and the risk factors set forth in Item 2.
"Management's Discussion and Analysis of Financial Condition and Results of
Operations," of the Company's Annual Report on Form 10-KSB for the year ended
December 31, 2000, and other factors as may be identified from time to time in
the Company's filings with the Securities and Exchange Commission or in the
Company's press releases, could affect the future results of the Company and
could cause results to differ materially from those expressed in such
forward-looking statements.

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS.

         The following discussion should be read together with Industrialex's
financial statements and accompanying notes included elsewhere in this Quarterly
Report on Form 10-QSB.

The Company's consolidated financial statements include the results of
operations for the three companies acquired in business combinations in 2000
accounted for under the purchase method from their respective dates of
acquisition.

RESULTS OF OPERATIONS

         The following table sets forth various items as a percentage of
revenues for the three and six months ended June 30, 2001 and 2000.

<Table>
<Caption>
                                                  Three Months Ended              Six Months Ended
                                                        June 30,                      June 30,
                                             ---------------------------     ---------------------------
                                                2001            2000            2001            2000
                                             -----------     -----------     -----------     -----------
<S>                                          <C>             <C>             <C>             <C>
     Revenues                                      100.0%          100.0%          100.0%          100.0%
     Cost of sales                                  76.2%           75.1%           78.6%           78.7%
     General and administrative expenses            34.0%           36.1%           29.9%           39.7%
     Depreciation and amortization expense           6.7%            4.6%            6.5%            4.2%
     Operating loss                                (16.9)%         (15.8)%         (15.0)%         (22.6)%
     Interest expense                               (1.4)%          (2.0)%          (2.9)%          (1.7)%
     Other income (expense), net                     0.5%            0.8%           (0.3)%           0.7%
     Net loss                                      (17.8)%         (17.0)%         (18.2)%         (23.6)%
</Table>

COMPARISON OF THE COMPANY'S RESULTS FOR THE QUARTER ENDED JUNE 30, 2001 AND 2000

         Revenues increased $389,000, or 51.5%, to $1,144,000 for the quarter
ended June 30, 2001 from $755,000 for the quarter ended June 30, 2000. We
acquired Decorative and Screen Tech in May and July of 2000, respectively. These
acquisitions represented an increase in revenues of $502,000 during the quarter
ended June 30, 2001. This increase was offset by a decrease in revenues from
existing customers, including a customer who closed its local manufacturing
facility.

         Cost of sales increased $304,000, or 53.6%, to $871,000 for the quarter
ended June 30, 2001 from $567,000 for the same period in 2000. As a percentage
of sales, cost of sales increased to 76.2% in 2001, from 75.1% in 2000. The
acquisition of Decorative and Screen Tech, noted above, increased cost of sales
by approximately $386,000, or 76.9% as a percentage of sales acquired, as noted
above. The revenue generated by the acquired companies was lower, proportionate
to expenses, than the revenue generated prior to the acquisitions, resulting in
an increased cost of sales percentage.

                                       9

<PAGE>   10

         General and administrative expenses increased $116,000, or 42.5%, to
$389,000 for the quarter ended June 30, 2001 from $273,000 for the same period
in 2000. The acquisition of Decorative and Screen Tech, noted above, increased
G&A by approximately $97,000. Additionally, a one-time charge related to
severance costs for an executive of the Company increased G&A by approximately
$80,000. These increases were offset by savings of $51,000 resulting from the
elimination of certain positions during 2001 and the transfer of an employee to
operations from administration, along with certain other expense reductions
related to the general operation of the Company.

         Depreciation and amortization expense increased $42,000, to $77,000 for
the quarter ended June 30, 2001 from $35,000 for the same period in 2000. This
increase is due to $20,000 in amortization of goodwill and $13,000 in
depreciation expense related to the acquisitions noted above in addition to
depreciation on capital additions of approximately $131,000 since July 1, 2000.

COMPARISON OF THE COMPANY'S RESULTS FOR THE SIX MONTHS ENDED JUNE 30, 2001 AND
2000

         Revenues increased $1,413,000 or 150%, to $2,356,000 for the six months
ended June 30, 2001 from $943,000 for the same period in 2000. We acquired
Broomfield, Decorative and Screen Tech in April, May and July of 2000,
respectively. These acquisitions represented an increase in revenues of
$1,577,000 during the six months ended June 30, 2001. This increase was offset
by a decrease in revenues from existing customers.

         Cost of sales increased $1,110,000 or 150%, to $1,852,000 for the six
months ended June 30, 2001 from $742,000 for the same period in 2000. The
acquisition of Broomfield, Decorative and Screen Tech, noted above, increased
cost of sales by approximately $1,271,000, or 80.6% as a percentage of sales
acquired, as noted above. As a percentage of sales, cost of sales remained
relatively stable, decreasing slightly to 78.6% in 2001, from 78.7% in 2000. The
revenue generated by the acquired companies was lower, proportionate to
expenses, than the revenue generated prior to the acquisitions, resulting in a
higher cost of sales percentage.

         General and administrative expenses increased $332,000, or 88.8%, to
$706,000 for the year-to-date ended June 30, 2001 from $374,000 for the same
period in 2000. The acquisition of Broomfield, Decorative and Screen Tech, noted
above, increased G&A by approximately $266,000. The remaining increase is
comprised primarily of an increase in salary expense due to the addition of two
executive officers in May of 2000 and a one-time charge of approximately $80,000
related to severance costs for an executive of the Company. These increases were
offset by the elimination of certain positions during 2001 and the transfer of
an employee to operations from administration, along with certain other expense
reductions related to the general operation of the Company.

         Depreciation and amortization expense increased $115,000, to $154,000
for the year-to-date ended June 30, 2001 from $39,000 for the same period in
2000. This increase is due primarily to $66,000 in amortization of goodwill and
$35,000 in depreciation expense related to the acquisitions noted above in
addition to depreciation on capital additions of approximately $136,000 since
January 1, 2000.

         Interest expense increased $52,000, to $68,000 for the six months ended
June 30, 2001 from $16,000 for the prior year period. This increase is due to
$35,000 in interest expense on notes payable issued in connection with the
acquisitions of Decorative and Screen Tech, noted above and $17,000 in interest
on the line of credit and capital lease obligation.

                                       10

<PAGE>   11

         Other income (expense), net was a net expense of $6,000 for the
year-to-date ended June 30, 2001, compared to income of $6,000 for the same 2000
period. This increase is due primarily to expenses related to these acquisitions
of Decorative and Screen Tech, noted above.

Liquidity and capital resources

         During the six months ended June 30, 2001, the Company incurred a net
loss of approximately $430,000. The Company has a line of credit with a bank
with a balance of approximately $196,000 at June 30, 2001 that matures on
October 10, 2001. In its operating plan, the Company contemplates generating
positive cash flows from operations commencing in the fourth quarter of 2001,
largely through a reduction in payroll and payroll related costs. The Company
began reducing payroll during the first quarter of 2001. The Company is working
with the bank and management believes the line of credit will be extended upon
its due date. The line of credit is also personally guaranteed by an officer and
majority shareholder of the Company. The most significant components of the
Company's cost structure are payroll, benefits and other related costs that vary
largely with headcount. If the Company's current cash management activities do
not alleviate the near-term liquidity issues, the Company has a contingency plan
that can further reduce operating and overhead costs quickly so as to remain a
going concern. The cost reductions included in the contingency plan could have
an impact on the timing and ultimate amount of future revenues.

At June 30, 2001, the Company had cash of $27,000, a working capital deficit of
$26,000, borrowings of $196,000 under a line of credit, notes payable of
$731,000 related to the acquisitions of Decorative and Screen Tech, capital
lease obligations of $33,000 and available capacity under the line of credit of
$54,000. The Company's capitalization, defined as the sum of long-term debt and
stockholders' equity at June 30, 2001 was approximately $2,875,000.

The Company has financed its operational growth and acquisitions primarily from
internally generated cash flow from operations, borrowings under the line of
credit and the issuance of equity securities.

The Company anticipates that its cash flow from operations and borrowings under
the line of credit will provide sufficient cash to enable the Company to meet
its working capital needs and debt service requirements through 2001. In the
event that cash flow from operations, if any, together with the proceeds of any
future financings, are insufficient to meet the Company's working capital needs
and the expenditures for debt service and facility expansion, Industrialex will
be required to re-evaluate its planned expenditures and allocate its total
resources in such manner as the board of directors and management deems to be in
Industrialex's best interests.

Management believes Industrialex will require additional funding during 2001 and
2002 to fund expansion plans.

During the six months ended June 30, 2001, net cash used in operating activities
was $535,000. Cash used in investing activities was $67,000. Net cash provided
by financing activities was $500,000, consisting of $1,270,000 from the issuance
of common stock and common stock warrants, offset by net payments of $579,000,
$185,000 and $3,000 on the Company's notes payable, line of credit and capital
lease obligation, respectively.

In March 2000, Industrialex undertook a private placement of 2,357,000 special
warrants at $0.50 per special warrant. Each special warrant was converted into
one share of common stock for no additional consideration upon the Company's IPO
as described below.

                                       11

<PAGE>   12

The Company's registration statement on Form SB-2 (SEC File No. 333-43732)
covering the Company's IPO of 2,666,667 units at $0.75 was declared effective on
February 9, 2001. Each unit consisted of one share of common stock and one
common stock purchase warrant. Each purchase warrant entitles the holder to
purchase one share of common stock for two years from the close of the IPO at a
price of $1.00 in the first year and $1.25 in the second year. Thomson Kernaghan
& Co. Limited acted as the Company's agent to sell 2,000,000 units in Canada
only. Industrialex sold 332,882 units in this IPO directly to investors in the
United States at a price of $0.75 per unit. Thomson Kernaghan & Co. Limited is
not licensed to sell securities in the United States and was not involved in the
sale of the units in the United States.

The net proceeds to us from the sale of units in this IPO at the initial public
offering price of $0.75 per unit, after deducting estimated expenses of
approximately $475,000 and underwriting discounts and commissions and fees, were
approximately $975,000.

Industrialex does not have any commitments for material capital expenditures for
either the near or long term and none are presently contemplated over normal
operating requirements. Industrialex intends to consolidate the Longmont,
Broomfield and Decorative facilities into a single leased facility equipped with
updated manufacturing lines. These expenditures are contemplated as part of
Industrialex's consolidation of the conformal coating companies in Colorado. The
Company expects to fund this consolidation primarily with cash flows from
operations and borrowings, including borrowings under the line of credit, as
well as the issuance of additional equity or debt. To the extent the Company
funds a significant portion of the consideration for the consolidation with
cash, it may have to increase the amount available for borrowing under the line
of credit or obtain other sources of financing through public or private sale of
debt or equity securities.

There can be no assurance that the Company will be able to secure such financing
if and when it is needed or on terms the Company deems acceptable. If the
Company is unable to secure acceptable financing, its consolidation program
could be negatively affected.

Seasonality and inflation

         The Company does not believe that seasonality affects its operations in
a materially adverse manner. Management does not believe that inflation has had
a material effect on its results of operations. Quarterly results could be
materially affected by increases in labor, materials or other operating costs.
Therefore, results for any quarter are not necessarily indicative of the results
that the Company may achieve for any subsequent quarter or for a full year.

New Accounting Pronouncements

            In July 2001, the Financial Accounting Standards Board ("FASB")
issued Statement of Financial Accounting Standards No. 141 ("SFAS 141"),
"Business Combinations." SFAS No. 141 requires that the purchase method of
accounting be used for all business combinations initiated after June 30, 2001.
Goodwill and certain intangible assets will remain on the balance sheet and not
be amortized. On an annual basis, and when there is reason to suspect that their
values have been diminished or impaired, these assets must be tested for
impairment, and write-downs may be necessary. The Company is required to
implement SFAS No. 141 on July 1, 2001 and it has not determined the impact, if
any, that this statement will have on its consolidated financial position or
results of operations.

                                       12

<PAGE>   13

In July 2001, the Financial Accounting Standards Board issued Statement No. 142,
"Goodwill and Other Intangible Assets" ("SFAS 142"). SFAS No. 142 changes the
accounting for goodwill from an amortization method to an impairment-only
approach. Amortization of goodwill, including goodwill recorded in past business
combinations, will cease upon adoption of this statement. The Company is
required to implement SFAS No. 142 on January 1, 2002 and it has not determined
the impact that this statement will have on its consolidated financial position
or results of operations.

                                     PART II
                                OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS.

         None.

ITEM 2.  CHANGES IN SECURITIES.

         None.

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES.

         None.

ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

         None.

ITEM 5.  OTHER INFORMATION.

         None.

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.

          (a)  Exhibits.

               None

          (b)  Reports on Form 8-K

               None


                                       13

<PAGE>   14



                                   SIGNATURES

         Pursuant to the requirements of Section 13 or 15(d) 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.

Date: August 13, 2001

INDUSTRIALEX MANUFACTURING CORP.
A Colorado corporation


By   /s/  Stephen J. King
   ---------------------------------------
   Stephen J. King
   Chief Financial Officer (Principal
   Financial and Accounting Officer)



                                       14