U.S.
SECURITIES AND EXCHANGE COMMISSION


Washington,
D.C. 20549





FORM
10-Q





x
            QUARTERLY
      REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF
      1934





For the
quarterly period ended September 30,
2008





o
            TRANSITION
      REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF
      1934





For the
transition period from





Commission
File No.  333-140236




IMPLEX
CORPORATION, INC.


(Exact
name of small business issuer as specified in its charter)




Nevada(State
      or other jurisdiction of  Incorporation or
      organization)
            (I.R.S.
      Employer Identification No.)





131
COURT STREET, #11


EXETER,
NEW HAMPSHIRE 03833


(Address
of Principal Executive Offices)





(603)
778-9910


(Issuer’s
telephone number)





WELLENTECH
SERVICES, INC.


7415
Sherbrooke St. West, #1


Montreal,
Quebec, Canada H4B 1S2


(Former
name, address and fiscal year, if changed since last report)





Check
whether the issuer (1) has filed all reports required to be filed by Section 13
or 15 (d) of the Exchange Act during the preceding 12 months (or for such
shorter period that the issuer was required to file such reports), and (2) has
been subject to such filing requirements for the past 90 days.


Yes x No o





Check
whether the
registrant has filed all documents and reports required to be filed by
Sections 12, 13, or 15 (d) of the Exchange Act subsequent to the distribution of
securities under a plan confirmed by a court.  Yes o  No x





Indicate
by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer or a smaller reporting company filer.
 See definition of “accelerated filer” and “large accelerated filer” in
Rule 12b-2 of the Exchange Act (Check one):




Large
Accelerated Filer o     Accelerated
Filer o     Non-Accelerated
Filer o     Smaller
Reporting Company x








State the
number of shares outstanding of each of the issuer’s classes of common equity,
as of December 18, 2008:  29,860,000 shares of common stock.





Transitional
Small Business Disclosure Format    Yes o  No x




Indicate
by check mark whether the registrant is a shell company (as defined in Rule
12b-2 of the Act).


oYes     xNo
















TABLE
OF CONTENTS








PART I
FINANCIAL INFORMATION





Item
      1.
            Financial
      Statements
            3Item
      2.
            Management’s
      Discussion and Analysis of Financial Condition
            10Item
      3
            Quantitative
      and Qualitative Disclosures About Market Risk
            12Item
      4T.
            Control
      and Procedures
            12





PART
II-- OTHER INFORMATION





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


















IMPLEX
CORPORATION (formerly Wellentech Services, Inc.)


(A
Development Stage Company)




BALANCE
SHEETS




30
              September
              2008
              (Unaudited)
            
            
            31
              December
              2007
              (Audited)ASSETSCurrent
      AssetsCash
            
            $
            -
            
            
            $
            -Other
      AssetsDeferred
      offering costs
            
            
            34,678
            
            
            
            34,678Total Assets
            
            $
            34,678
            
            
            $
            34,678LIABILITIES
      AND STOCKHOLDERS' (DEFICIT) EQUITYCurrent
      LiabilitiesAccounts
      payable and accrued liabilities
            
            $
            65,073
            
            
            $
            24,278Total
      Liabilities
            
            
            65,073
            
            
            
            24,278Stockholders'
      (Deficit) EquityPreferred
      stock, $0.001 par value, none authorized
            
            
            -
            
            
            
            -Common
      stock, $0.001 par value, 160,000,000 authorized, 29,860,000 issued and
      outstanding
            
            
            29,860
            
            
            
            29,850Additional
      paid-in capital
            
            
            76,386
            
            
            
            43,905Deficit
      accumulated during the development stage
            
            
            (136,641
            )
            
            
            (63,355
            )Total Stockholders' (Deficit) Equity
            
            
            (30,395)
            
            
            
            10,400Total
      Liabilities and Stockholders' (Deficit) Equity
            
            $
            34,678
            
            
            $
            34,678










The
accompanying notes are an integral part to these financial
statements.








3





IMPLEX
CORPORATION (formerly Wellentech Services, Inc.)


(A
Development Stage Company)




STATEMENTS
OF OPERATIONS




(Unaudited)





Three
      Months Ended 30 September 2008
            
            
            Three
      Months Ended 30 September 2007
            
            
            For
      The Period From Inception to 30 September 2008REVENUE
            
            $
            -
            
            
            $
            -
            
            
            $
            16,280EXPENSESProfessional
      fees
            
            
            30,794
            
            
            
            2,392
            
            
            
            68,035Services
      contributed by shareholder
            
            
            16,000
            
            
            
            6,000
            
            
            
            64,000(Gain)
      loss on foreign exchange
            
            
            -
            
            
            
            (261)
            
            
            
            82Consulting
      and sub-contracting
            
            
            -
            
            
            
            -
            
            
            
            20,200Bank
      charges
            
            
            317
            
            
            
            -
            
            
            
            60447,111
            
            
            
            8,131
            
            
            
            152,921NET LOSS
            
            $
            (47,111
            )
            
            $
            (8,131
            )
            
            $
            (136,641
            )LOSS PER WEIGHTED NUMBER OF SHARES OUTSTANDING - BASIC AND
      DILUTED
            
            $
            0.00
            
            
            $
            0.00WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING - BASIC AND
      DILUTED
            
            
            29,860,000
            
            
            
            29,850,000







The
accompanying notes are an integral part to these financial
statements.








4


IMPLEX
CORPORATION (formerly Wellentech Services, Inc.)


(A
Development Stage Company)




STATEMENTS
OF OPERATIONS




(Unaudited)





Nine
      Months Ended 30 September 2008
            
            
            Nine
      Months Ended 30 September 2007REVENUE
            
            $
            -
            
            
            $
            -EXPENSESProfessional
      fees
            
            
            44,969
            
            
            
            7,619Services
      contributed by shareholder
            
            
            28,000
            
            
            
            18,000Interest
            
            
            317
            
            
            
            -Gain
      on foreign exchange
            
            
            -
            
            
            
            (261)Consulting
      and sub-contracting
            
            
            -
            
            
            
            -Bank
      charges
            
            
            -
            
            
            
            -73,286
            
            
            
            25,358NET LOSS
            
            $
            (73,286
            )
            
            $
            (25,358
            )LOSS PER WEIGHTED NUMBER OF SHARES OUTSTANDING - BASIC AND
      DILUTED
            
            $
            0.00
            
            
            $
            0.00WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING - BASIC AND
      DILUTED
            
            
            29,860,000
            
            
            
            29,850,000







The
accompanying notes are an integral part to these financial
statements.


5




IMPLEX
CORPORATION (formerly Wellentech Services, Inc.)


(A
Development Stage Company)




STATEMENTS
OF CASH FLOWS




(Unaudited)






Nine
      Months Ended 30 September 2008
            
            
            
            Nine
      Months Ended 30 September 2007
            
            
            
            For
      The Period From Inception to 30 September 2008CASH FLOWS FROM OPERATING
      ACTIVITIESNet loss
            
            $
            (73,286
            )
            
            $
            (25,358
            )
            
            $
            (136,641
            )Adjustment to reconcile net loss to net cash provided by operating
      activities:Services
      contributed by shareholder
            
            
            28,000
            
            
            
            18,000
            
            
            
            62,320Common
      stock issued for services and interest
            
            
            317
            
            
            
            -
            
            
            
            6,317Changes
      in operating assets and liabilities:Accounts receivable
            
            
            -
            
            
            
            -
            
            
            
            -Taxes
      payable
            
            
            -
            
            
            
            -
            
            
            
            -Accounts
      payable and accrued liabilities
            
            
            40, 795
            
            
            
            1,423
            
            
            
            65,073NET CASH USED IN OPERATING ACTIVITIES
            
            
            (4,174)
            
            
            
            (5,935
            )
            
            
            (2,931)CASH FLOWS FROM FINANCING ACTIVITIESStockholder contributions
            
            
            4,174
            
            
            
            5,435
            
            
            
            10,259Deferred offering costs
            
            
            -
            
            
            
            (10,000
            )
            
            
            (34,678
            )Common
      shares issued for cash
            
            
            -
            
            
            
            -
            
            
            
            27,350CASH FLOWS PROVIDED BY (USED IN) FINANCING
ACTIVITIES
            
            
            4,174
            
            
            
            (4,565
            )
            
            
            2,931NET DECREASE IN CASH
            
            
            -
            
            
            
            (10,500
            )
            
            
            -CASH, BEGINNING OF PERIOD
            
            
            -
            
            
            
            11,044
            
            
            
            -CASH, END OF PERIOD
            
            $
            -
            
            
            $
            544
            
            
            $
            -






The
accompanying notes are an integral part to these financial
statements.








6


MPLEX
CORPORATION (formerly Wellentech Services, Inc.)


(A
Development Stage Company)


NOTES
TO THE FINANCIAL STATEMENTS


30
September 2008






1.
            ORGANIZATION
      AND NATURE OF BUSINESS




Implex
Corporation (the "Company"), was incorporated on 7 November 2005, under the laws
of the State of Nevadaas Wellentech Services,
Inc. and changed its name to Implex Corporation on 29 September
2008.  The Company is a development stage company, structured as a
holding company, engaged in the acquiring, financing, mentoring and spinning-off
of mezzanine stage companies.




2.
            GOING
      CONCERN






The
accompanying financial statements have been prepared in accordance with
accounting principles generally accepted in the United States of America with
the assumption that the Company will be able to realize its assets and discharge
its liabilities in the normal course of business.  The Company has had
limited revenues and has an accumulated deficit which raises substantial doubt
about the Company's ability to continue as a going concern.  The
financial statements do not include any adjustments to the amounts and
classifications of assets and liabilities that might be necessary should the
Company be unable to continue as a going concern.




The
Company's ability to continue as a going concern is contingent upon its ability
to complete public equity financing and generate profitable operations in the
future.  Management's plan in this regard is to secure additional
funds through equity financing and through loans made by the Company's
stockholders.




3.
            BASIS
      OF PRESENTATION






Unaudited
Interim Financial Statements




The
accompanying unaudited interim financial statements have been prepared in
accordance with accounting principles generally accepted in the United States of
America for interim financial information and the SEC instructions to Form
10-Q.  Accordingly, certain information and disclosures normally
included in financial statements prepared in accordance with accounting
principles generally accepted in the United States of America have been
condensed or omitted pursuant to the rules and regulations of the Securities and
Exchange Commission.  The financial statements reflect all adjustments
(consisting only of normal recurring adjustments), which, in the opinion of
management, are necessary for a fair presentation of the results for the periods
presented.  There have been no significant changes of accounting
policy since 31 December 2007. The results from operations for the interim
periods are not indicative of the results expected for the full fiscal year or
any future period.  These financial statements should be read in
conjunction with the audited financial statements and notes thereto included in
the Company's Annual Report to stockholders on Form 10-KSB for the fiscal year
ended 31 December 2007, as filed with the Securities and Exchange
Commission.


7







IMPLEX
CORPORATION (formerly Wellentech Services, Inc.)


(A
Development Stage Company)


NOTES
TO THE FINANCIAL STATEMENTS


30
September 2008




4.
            SUMMARY
      OF SIGNIFICANT ACCOUNTING POLICIES




Stock Based
Compensation




In
Decemeber 2004, the Financial Accounting Standard Board ("FASB") issued SFAS No.
123R, Share-Based
Payment ("SFAS No. 123R). SFAS No. 123R establishes standards for the
accounting for transaction in which an entity exchanges its equity instruments
for goods for services. It also addresses transactions in which an entity incurs
liabilities in exchange for goods or services that are based on the fair value
of the entity's equity instruments or that may be settled by the issuance of
those equity instruments. SFAS No. 123R focuses primarily on accounting for
transactions in which an entity obtains employee services in shared-based
payment transactions. SFAS No. 123R requires that the compensation cost relating
to share-based payment transactions be recognized in the consolidated financial
statements. That cost will be measured based on the fair value of the equity or
liability instruments issued.





Non-Employee
Stock Based Compensation





Stock-based
compensation awards issued to non-employees for services is recorded at either
the fair value of the services rendered or the instruments issued in exchange
for such services, whichever is more readily determinable, using the measurement
date guidelines enumerated in Emerging Issues Task Force Issue EITF No. 96-18,
"Accounting for Equity
Instruments That Are Issued to Other Than Employees for Acquiring, or in
Conjunction with Selling, Goods or Services" ("EITF 96-18").





Recent
Accounting Pronouncements




In
December 2007, the Financial Accounting Standards Board ("FASB") issued SFAS No.
160, Noncontrolling Interests
in Consolidated Financial Statements - An amendment of ARB No. 51.SFAS
160 requires companies with noncontrolling interests to disclose such interests
clearly as a portion of equity but separate from the parent's equity. The
noncontrolling interest's portion of net income must also be clearly presented
on the statement of operations. SFAS 160 is effective for financial statements
issued for fiscal years beginning after 15 December 2008. The adoption of this
statement is not expected to have a material effect on the Company's future
financial position or results of operations




In April
2008, the FASB issued FSP No. 142-3, Determination of the Useful Life of
Intangible Assets ("FSP 142-3").  FSP 142-3 amends the factors
an entity should consider in developing renewal or extension assumptions used in
determining the useful life of recognized intangible assets under FASB Statement
No. 142, Goodwill and Other
Intangible Assets. This new guidance applies prospectively to intangible
assets that are acquired individually or with a group of other assets in
business combinations and asset acquisitions. FSP 142-3 is effective for
financial statements issued for fiscal years and interim periods beginning after
15 December 2008. Early adoption is prohibited.  The adoption of this
statement is not expected to have a material effect on the Company's financial
statements.




In  May
2008, the FASB issued SFAS No. 162, The Hierarchy of Generally Accepted
Accounting Principles. SFAS 162 identifies the sources of accounting
principles and the framework for selecting the principles to be used in the
preparation of financial statements of  non-governmental entities that
are presented in conformity with generally accepted accounting principles in the
United States.  It is  effective 60 days following the SEC's
approval of the Public Company Accounting Oversight Board amendments to AU
Section 411, The Meaning of
Present Fairly in Conformity With Generally Accepted Accounting
Principles.  We have not yet commenced evaluating the potential
impact, if any, of the adoption of FASB Statement No. 162 on our
consolidated financial position, results of operations and cash
flows





8


IMPLEX
CORPORATION (formerly Wellentech Services, Inc.)


(A
Development Stage Company)


NOTES
TO THE FINANCIAL STATEMENTS


30
September 2008





5.
            CAPITAL
      STOCK





On 3
September 2008, the Company’s board of directors declared a two-for-one forward
stock split on the shares of the Company’s common stock. Each shareholder of
record on 3 September 2008 received two additional shares of common stock for
each share of common stock then held. The Company retained the current par value
of $0.001 per share for all shares of common stock. All references in the
financial statements to the number of shares outstanding, per share amounts,
common stock, additional paid-in capital and stock option data of the Company’s
common stock have been restated retroactively to reflect the effect of the stock
split for all periods presented.





On 29
September 2008, the Company’s articles of incorporation were amended with the
following changes: the authorized capital structure has been changed from only
common stock to one with both preferred stock and common stock. The Company was
previously authorized to issue 160,000,000 shares of common stock having a par
value of $.001 per share.  This has been changed to the authorization
to issue 100,000,000 shares of preferred stock having a par value of $.001 per
share and 100,000,000 shares of common stock also having a par value of $.001
per share.





Holders
of common stock are entitled to one vote for each share held. There are no
restrictions that limit the Company's ability to pay dividends on its common
stock. The Company has not declared any dividends since
incorporation.





During
the three months ended 30 September 2008, the Company issued 10,000 shares of
common stock for interest. The shares were valued at the value of the services
provided which was determined to be $317 in interest expense.








6.
            STOCK
      OPTION PLAN





On 25
August 2008 the Company’s board of directors adopted a 2008 Employees
Compensation and Stock Option Plan, permitting the issuance of shares or of
common stock purchase warrants, and a 2008 Stock Option Plan, permitting the
issuance of both qualified and non-qualified stock options. For the period from
7 November 2005 (inception) to 30 September 2008, the Company has not issued any
stock or stock options to employees under these plans.








7.
            RELATED
      PARTY TRANSACTIONS





For the
three and nine months ended 30 September 2008 and 2007 and from inception to 30
September 2008, the Company's directors and stockholders have devoted time to
the development of the Company. Compensation expense totaling $28,000, $18,000
and $64,000 has been recorded for these periods, respectively. In addition,
these stockholders have contributed cash of $4,174, $5,435 and $10,260 for the
three and nine months ended 30 September 2008 and 2007 and from inception to 30
September 2008, respectively. These directors and stockholders have waived
reimbursement and have considered these services and cash contributions as an
addition to additional paid-in capital. Accordingly, the contributions have been
recorded as additional paid-in capital.





8.
            SUPPLEMENTAL
      CASH FLOW INFORMATION





During
the three months ended 30 September 2008, the Company issued 10,000 shares of
common stock for services. The shares were valued at the value of the services
provided which was determined to be $317 in interest expense.





No
interest or taxes were paid by the Company for the three and nine months ended
30 September 2008 and 2007 and from inception to 30 September
2008.


9


Item
2:Management’s Discussion and Analysis of Plan of Operation




The
following discussion and analysis should be read in conjunction with our
Financial Statements and notes appearing elsewhere in this
report.  The following discussion contains forward-looking statements
that reflect our plans, estimates and beliefs. Our actual results could differ
materially from those discussed in the forward looking
statements.  Factors that could cause or contribute to such
differences include, but are not limited to those discussed below and elsewhere
in this report. Our financial statements are stated in United States Dollars and
are prepared in accordance with United States Generally Accepted Accounting
Principles.





Implex
Corporation (“Implex”) was incorporated on November 7, 2005 under the laws of
the State of Nevadaas Wellentech Services,
Inc. and changed its name to Implex Corporation on September 29, 2008. The
Company was orginally organized to design and install systems for data, voice,
video and telephonic communications.  To date, however, the Company
has had minimal success in obtaining contracts, has raised only minimal seed
capital, and lacks the business, on the one hand, to attract additional
financing, and lacks the financing, on the other hand, to expand its current
business activities.  Given the substantial competition in its current
business field, the Company’s Board of Directors has decided to pursue an
alternative business plan.





On August
25, 2008 the Board of Directors approved the acquisition of a business plan and
concept proposed by Richard C. Fox, a business attorney, as discussed below
under New Operations of Implex. To accomplish the acquisition of the business
plan and concept, the Company’s President and majority shareholder, Irwin
Rapoport, transferred 11,500,000 of the shares of common stock of the Company
owned by him to Mr. Fox.  The effect is that the Company has not paid
directly for the acquired business plan and concept.  The Company has
concluded that since the required financing required to execute the new the
business plan has not been received, and in substance this is a related party
transaction, no value has been assigned to the business plan.





New
Operations of Implex





Implex is
a holding company which (1) acquires mezzanine-stage companies, (2) provides
structured funding to the portfolio companies based upon the meeting of
intermediate goals and (3) provides business and management guidance and
mentoring to assist in the growth of the portfolio companies, and (4) spins-off
the portfolio companies as stand-alone public companies when they reach the
desired level of maturity.





Implex is
structured to be a holding company with 100%-owned
subsidiaries. Implex acquires its portfolio companies by issuing, to the
original owners at the time of the acquisition, shares of Implex convertible
preferred stock which convert back into shares of the portfolio company at the
time of the spin-off.  That is the original owner’s protection, while
their company is an Implex portfolio company, that they will receive their
correct percentage of their company at the time of the spin-off.





During
the period that a portfolio company is being funded, the Implex funding is made
as a series of loans, collateralized by the assets of the portfolio
company.  Additional funding is advanced upon accomplishment of
pre-agreed interim benchmarks or goals.  These advances are the
primary basis for Implex’s return as a percentage of the portfolio company at
the time of its spin-off.  Implex will issue its convertible preferred
stock, convertible into shares of the portfolio company at the time of the
spin-off, if an outside, third-party investment is in the form of equity, which
will be advanced to the portfolio company as additional Implex
debt.  If a portfolio company obtains debt investments from outside,
third-parties, the portfolio company will issue its own debt instruments,
subordinated to the debt to Implex.





At the
time of the spin-off, Implex receives its formula-calculated percentage off of
the top. The spin-off is accomplished by Implex issuing, to its own
shareholders, a portion of the shares received by it, with other shares being
sold into the market to replenish Implex’s capital account.  Shares
owed to outside, third-party equity investors will be distributed by Implex as
required.


Second,
other lenders and investors, if any, get the number of shares which their
investment documents entitle them to.  This would include outside,
third-party debt investors who loaned directly to the portfolio company and
received convertible debt instruments. Third, management gets the number of
shares, if any, which their employment agreements, stock options, etc. entitle
them to. Fourth, the original owners of the company receive all of the
shares which are left.








10


Business
Division





The
business of “Wellentech” remains as a division of Implex. The division is a
separate business that designs and installs systems for data, voice, video and
telecom including Wireless Fidelity, or Wi-Fi, with the deployment of a fixed
Wireless Local Area Network. This division’s management believes that it can
integrate superior solutions across a vast majority of communication
requirements. We intend to earn revenue for rendering services which will
include; (i) the installation of data, voice, video and telecom networks; (ii)
the sale of networking products that are installed and (iii) consulting services
in the assessment of existing networks.





With its
expertise in the wired networking infrastructure industry; we can design,
manage, install and service our wireless customers with the same processes,
personnel and management. As well as the services we provide, we purchase and
resell products such as networking routers, cable, software and video equipment
that are involved in our project installations. We purchase our products from
various distributors. In the event that any of these distributors cease
operations, our business would not be adversely affected because these products
are readily available from multiple distributors locally, regionally or
nationally.





Employees,
Officers and Directors





Presently,
the Company continues to have one employee, a single officer, and two
directors.  Prior to August 25, 2008 the sole employee and sole
director was Irwin Rapoport and the two directors were James D. Beatty and Irwin
Rapoport.  On August 25, 2008 the Company, with the support of Mr.
Rapoport, entered into an arrangement with Richard C. Fox, whereby Mr. Fox (1)
assigned a certain business concept and business plan to the Company, (2) became
a director and the sole officer, in replacement of Mr. Rapoport, and (3) became
an employee under a certain Employment Agreement.  At the present
time, Mr. Fox remains the sole officer and the sole employee, while Mr. Fox and
Mr. Beatty remain as the two directors.





Under his
employment agreement, Mr. Fox is to be paid $20,000 per month for legal services
for the period September 1, 2008 to December 31, 2008.  On January 1,
2009 Mr. Fox was to begin being compensated at the same rate as Chief Executive
Officer, but with the compensation deferred until the required in financing
is raised.  Mr. Fox provided substantial legal services during the
period for the month of September 2008 covering the various corporate, corporate
governance, securities law filings, and financing negotiation
matters.  The financing negotiations were completed and all related
documents were agreed upon and executed by the Company by September 29,
2008.  However, due to US economic conditions, the closing of the
financing was delayed and finally the financing entity determined that it could
not proceed.  As a result, the Company accrued the $20,000 owing to
Mr. Fox for the month of September and  Mr. Fox waived any other
compensation for the balance of 2008, for which period Mr. Fox is contributing
his services.  The employment agreement remains in effect pending the
securing of financing.





Also on
August 25, 2008 the Company adopted a plan for the compensation of
directors.  Under the plan, the Chairman of the Board was to have
received, in shares, the equivalent of $6,000 per month, the Vice-Chairman was
to have received, in shares, the equivalent of $5,500 per month, and the
remainder of the directors were to have received, in shares the equivalent of
$5,000 per month.  The shares issued as compensation were to have been
valued at $5.00 per share pending a public market for them, after which the
value would be 85% of the average Closing price of the stock for the preceding
month.  Because the anticipated financing did not close, Messrs.
Beatty and Fox have waived all compensation under the plan and are contributing
their services as directors.  The plan remains in place pending
further developments.





Also on
August 25, 2008 the Company adopted The 2008 Employees Compensation and Stock
Option Plan and The 2008 Stock Option Plan.  As of December 17, 2008,
no shares or stock options have been granted under the first plan and no options
have been granted under the second plan.




From time
to time, we may employ additional independent contractors to support our
development, marketing, sales, support and administrative organization. We
believe that our future success will depend in part on our continued ability to
attract, hire or acquire and retain qualified employees.





RESULTS
OF OPERATIONS FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2008 AND
2007





The
Company did not generate any revenues for the three and nine months ended
September 30, 2008 and for the three months and nine months ended September 30,
2007.





Services
contributed by shareholder were $16,000 and $28,000 for the three and nine
months ended September 30, 2008, respectively, as compared to $6,000 and $18,000
the three and nine months ended September 30, 2007. Professional fees include
legal and accounting fees and filing fees. Professional fees increased to
$30,794 and $44,969 for the three and nine months ended September 30, 2008,
respectively, as compared to the three and nine months ended September 30, 2007
which were $2,392 and $7,619, respectively. The increase in professional fees
were mainly from $20,000 owed to Richard Fox for legal services provided to the
Company for the month of September 2008.





Net loss
for the three and nine months ended September 30, 2008 was $47,111 and $73,286,
respectively.  Net loss for the three and nine months ended September
30, 2007 was $8,131 and $25,358 respectively.  The increase in
loss was primarily due to the increase in professional fees.


11





Loss per
share was $0.00 for the period ended September 30, 2008, and a loss of $0.00 per
share for the period ended September 30, 2007.





There
were no gain on foreign exchange for the three month and nine months ended
September 30, 2008 and $261 for the three month and nine months ended September
30, 2007.





There
were no consulting and contracting expenses for the three and nine months ended
September 30, 2008 and the three and nine months ended September 30,
2007.





LIQUIDITY
AND CAPITAL RESOURCES





As of
September 30, 2008, we had a working capital deficiency of $65,073, which
represented a working capital decrease of $40,796 as compared to the working
capital deficiency position of $24,277 as of December 31, 2007. The decrease is
mainly due to the increase of our accounts payable and accrued liabilites. We
did not raise any cash from issuance of common stock.





Cash
flows used in operating activities for the nine month period ended September 30,
2008 was $4,174.  Cash flows used in operating activities for the nine
month period ended September 30, 2007 was $5,935.





Cash
flows provided by financing activities for the nine month period ended September
30, 2008 was $4,174, which was due to stockholder contributions. Cash flows
provided by financing activities for the nine month period ended September 30,
2007 was $4,565, consisting primarily of payment of $10,000 for preparation of
the SB-2, offset by proceeds from stockholder contributions of
$5,435.





During
September 2008, Mr. Fox was negotiating financing of $500,000 with a financing
source and the various legal documents for the agreed financing transaction were
drafted, executed by the Company (and Messrs. Beatty and Fox, as required), and
escrowed with the law firm representing the fund by September 29,
2008.  However, due to the deteriorating economic conditions and the
withdrawal demands made by the investors, the financing source concluded that
they could not proceed.  The lack of this financing has prevented the
Company from proceeding with various portfolio acquisitions which had been under
discussion and negotiation.





The
Company continues to seek alternative financings, including a Regulation S
offering in Europe.  However, as of December 17, 2008 there are no
agreements or understandings in place and the Company’s working capital deficit
continues.  The Company is continuing its discussions with potential
portfolio companies which would not require an immediate infusion of capital,
but again there are no agreements or understandings in place.





GOING
CONCERN





Due to
the uncertainty of our ability to meet our current operating and capital
expenses, in their report on our audited financial statements for the period
ended December 31, 2007, our independent registered accountants included an
explanatory paragraph expressing substantial doubt about our ability to continue
as a going concern. Our financial statements contain additional note disclosures
describing the circumstances that lead to this disclosure by our independent
auditors.





INCOME
TAXES





Deferred
tax assets and liabilities are recorded for differences between the financial
statements and tax basis of the assets and liabilities that will result in
taxable or deductible amounts in the future based on enacted tax laws and rates.
Valuation allowances are established when necessary to reduce deferred tax
assets to the amount expected to be realized. Income tax expense is recorded for
the amount of income tax payable or refundable for the period increased or
decreased by the change in deferred tax assets and liabilities during the
period. As of September 30, 2008, a deferred tax asset (which arises solely as a
result of net operating losses), has been entirely offset by a valuation reserve
due the uncertainty that this asset will be realized in the future.






12




CRITICAL
ACCOUNTING POLICIES AND ESTIMATES





Our most
critical accounting policies, which are those that require significant judgment,
include: income taxes and revenue recognition. In-depth descriptions of these
can be found in our Annual Report on Form 10-KSB for the fiscal year ended
December 31, 2007 (the “2007 Form 10-KSB”). There have been no material changes
in our existing accounting policies from the disclosures included in our 2007
Form 10-KSB.





OFF-BALANCE
SHEET ARRANGEMENTS





We do not
have any off-balance sheet guarantees, interest rate swap transactions or
foreign currency contracts. We do not engage in trading activities involving
non-exchange traded contracts.





Item
3.    Quantitative and Qualitative Disclosures about Market
Risks





We
conduct our business in United States dollars. Our market risk is limited to the
United States domestic, economic and regulatory factors.





Item
4T. Controls and Procedures




Evaluation of Disclosure
Controls and Procedures





Pursuant
to Rule 13a-15(b) under the Securities Exchange Act of 1934 (“Exchange Act”),
the Company carried out an evaluation, with the participation of the Company’s
management, including the Company’s Chief Executive Officer (“CEO”) and Chief
Accounting Officer (“CAO”) (the Company’s principal financial and accounting
officer), of the effectiveness of the Company’s disclosure controls and
procedures (as defined under Rule 13a-15(e) under the Exchange Act) as of the
end of the period covered by this report. Based upon that evaluation, the
Company’s CEO and CAO concluded that the Company’s disclosure controls and
procedures are effective to ensure that information required to be disclosed by
the Company in the reports that the Company files or submits under the Exchange
Act, is recorded, processed, summarized and reported, within the time periods
specified in the SEC’s rules and forms, and that such information is accumulated
and communicated to the Company’s management, including the Company’s CEO and
CAO, as appropriate, to allow timely decisions regarding required
disclosure.





Management’s Report on
Internal Controls over Financial Reporting





There
were no changes in internal control over financial reporting that occurred
during the fiscal period covered by this report that have materially affected,
or are reasonably likely to materially affect, the Company’s internal control
over financial reporting.






13




PART
II – OTHER INFORMATION




Item
1.   Legal Proceedings.




None




Item
2.    Changes in Securities.




On
September 3, 2008, the Company’s board of directors declared a two-for-one
forward stock split on the shares of the Company’s common stock. Each
shareholder of record on September 3, 2008 received two additional shares of
common stock for each share of common stock then held. The Company retained the
current par value of $0.001 per share for all shares of common stock. All
references in the financial statements to the number of shares outstanding, per
share amounts, common stock, additional paid-in capital and stock option data of
the Company’s common stock have been restated retroactively to reflect the
effect of the stock split for all periods presented.





On
September 29, 2008, the Company’s articles of incorporation were amended with
the following changes: the authorized capital structure has been changed from
only common stock to one with both preferred stock and common stock. The Company
was previously authorized to issue 160,000,000 shares of common stock having a
par value of $.001 per share.  This has been changed to the
authorization to issue 100,000,000 shares of preferred stock having a par value
of $.001 per share and 100,000,000 shares of common stock also having a par
value of $.001 per share.




Item
3.   Defaults Upon Senior Securities.




None




Item
4.    Submission of Matters to a Vote of Security
Holders.




On August
25, 2008, the holders of a majority in interest of the voting power of the
Company's common stock adopted various resolutions in lieu of a special
meeting.  The resolution were adopted by 12,000,000 votes out of
14,925,000 (80.4%) and related to Amending and Restating the Articles of
Incorporation and the approval of The 2008 Employees Compensation and Stock
Option Plan and The 2008 Stock Option Plan.  An Information Statement
was mailed to all shareholders on or about September 5, 2008.




Item
5.   Other Information




None




Item
6. Exhibits and Reports on Form 8-K




(A)           
Exhibits




31.1
            Certification
      Pursuant to 18 U.S.C Section 1350, As adopted pursuant to Section 302 of
      the Sabanes-Oxley Act of 200232.1
            Certification
      of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, As adopted
      pursuant to Section 906 of the Sarbanes-Oxley Act of
  2002






(B)  Reports
on Form 8-K




Form 8-K
Filed on August 28, 2008 reporting:




(a)
            change
      the name of the corporation;




(b)
            change
      the authorized capital stock, with the addition of authorization for
      preferred stock as well as a reduction in the number of authorized shares
      of common stock;




(c)
            amend
      the purposes of the corporation;




(d)
            add
      provisions governing the Board of
Directors;




(e)
            add
      a provision limiting the liability of
directors;




(f)
            permitting
      the votes of interested directors to be counted in certain
      transactions;




(g)
            add
      a provision for the indemnification of officers and directors;
      and




(h)
            add
      a provision permitting the Board of Directors to approve future stock
      splits without a vote of the stockholders without affecting the authorized
      capital stock.


14




SIGNATURES




In
accordance with Section 13 or 15 (d) of the Exchange Act, the registrant caused this report to be signed on
its behalf by the undersigned, there unto duly authorized.







IMPLEX
      CORPORATIONRegistrantDate:
      December 19, 2008
            By:/s/
      Richard C.
      FoxRichard
      C. FoxPresident,
      Chief Executive Officer,
              Principal
      Accounting Officer and Director












15