SECURITIES AND EXCHANGE COMMISSION
                                WASHINGTON, D.C.

                                   FORM 1O-QSB

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

                For the Quarterly Period Ended September 30, 2006

                         Commission File Number 0-17977

                              BOUNDLESS CORPORATION
             (Exact name of registrant as specified in its charter)

                                    Delaware
         (State or other Jurisdiction of Incorporation or Organization)

                                   13-3469637
                      (I.R.S. Employer Identification No.)

                            50 Engineers Lane Unit 2
                                 Farmingdale, NY
                    (Address of principal executive offices)

                                      11735
                                   (Zip Code)

                                 (631) 962-1500
              (Registrant's telephone number, including area code)

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 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 |_|

Indicate by check mark whether the registrant is an accelerated filer (as
defined in Exchange Act Rule 12b-2)

                              Yes |_|     No |X|

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

                              Yes |X|     No |_|

As of November 6, 2006, the Registrant had approximately 4,000,000 shares of
Common Stock, $.01 par value per share which will be issued upon validation of
unsecured claims pursuant to the Amended Plan of Bankruptcy Reorganization.


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<PAGE>

                              BOUNDLESS CORPORATION

                                      INDEX

<TABLE>
<CAPTION>
                                                                                                Page
                                                                                                 No.
                                                                                                 ---
<S>                                                                                             <C>
Part I.  Financial Information

         Item 1. Financial Statements of Shell Company (the "Reorganized Company")

                 Condensed Balance Sheet of Boundless Corporation
                     as of September 30, 2006 (Unaudited)                                        3

                 Condensed Statement of Operations of Boundless Corporation
                     for the period June 10 through September 30, 2006 (Unaudited)               4

                 Condensed Statement of Cash Flows of Boundless Corporation
                     for the period June 10 through September 30, 2006 (Unaudited)               5

                 Notes to Condensed Financial Statements of the
                    Reorganized Company (Unaudited)                                              6

         Item 2. Management's Discussion and Analysis of Financial Condition and Results
                   of Operations                                                                 8

         Item 3. Controls and Procedures                                                        10

Part II. Other Information

         Item 1. Legal Proceedings                                                              11

         Item 6. Exhibits                                                                       11

                 Signature                                                                      12


</TABLE>


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<PAGE>

                              BOUNDLESS CORPORATION
                              (REORGANIZED COMPANY)
                             CONDENSED BALANCE SHEET
                                 (in thousands)

                                                                  September 30,
                                                                       2006
                                                                  -------------
ASSETS                                                            (unaudited)

  Current assets                                                   $       --
  Other assets                                                             --
                                                                   ----------
    Total assets                                                   $       --
                                                                   ==========

LIABILITIES  AND STOCKHOLDERS' DEFICIT

  Current liabilities                                              $       --
  Other liabilities                                                        --
                                                                   ----------
     Total liabilities                                                     --
                                                                   ----------

         COMMITMENTS AND CONTINGENCIES (See Notes)

Stockholders' equity: (Note 3)
  Common stock to be issued                                                40
  Additional paid-in capital                                              164
  Asset value to be recognized upon
    distribution of distributable shares                                 (200)
  Accumulated deficit                                                      (4)
                                                                   ----------
     Total stockholders'  equity                                           --
                                                                   ----------
    Total liabilities and stockholders' equity                     $       --
                                                                   ==========

            SEE ACCOMPANYING NOTES TO CONDENSED FINANCIAL STATEMENTS


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<PAGE>

                              BOUNDLESS CORPORATION
                              (REORGANIZED COMPANY)
                        CONDENSED STATEMENT OF OPERATIONS
                                 (in thousands)

<TABLE>
<CAPTION>
                                                             Three Months         Period
                                                                 Ended          June 10 to
                                                             September 30,     September 30
                                                                 2006               2006
                                                             -------------     ------------
<S>                                                           <C>               <C>
  Revenues                                                    $       --        $       --
  General and administrative expense (Note 3)                          3                 4
                                                              ----------        ----------
Net loss                                                      $       (3)       $       (4)
                                                              ==========        ==========

Basic and diluted loss per common share                       $       --        $       --
                                                              ==========        ==========

Basic and diluted weighted average shares outstanding                 --                --
                                                              ==========        ==========

Proforma basic and diluted loss per common
  share(1)                                                    $       --        $       --
                                                              ==========        ==========

Proforma basic and diluted weighted average
  shares outstanding(1)                                            4,000             4,000
                                                              ==========        ==========
</TABLE>

(1)   Giving effect to the distribution of distributable shares (Note 1)

            SEE ACCOMPANYING NOTES TO CONDENSED FINANCIAL STATEMENTS


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<PAGE>

                              BOUNDLESS CORPORATION
                              (REORGANIZED COMPANY)
                        CONDENSED STATEMENT OF CASH FLOWS
                                 (in thousands)


                                                                    Period
                                                                  June 10 to
                                                                 September 30,
                                                                     2006
                                                                 -------------
Cash flows from operating activities:
  Net loss                                                        $       (4)
  Adjustments to reconcile net loss to net cash provided
       by (used in) operating activities:
    Imputed expense                                                        4
 Changes in assets and liabilities:                                       --
                                                                  ----------
Net cash from operating activities                                        --
                                                                  ----------
Net cash from investing activities                                        --
                                                                  ----------
Net cash from financing activities                                        --
                                                                  ----------
Net change in cash and cash equivalents                                   --
Cash and cash equivalents at beginning of period                          --
                                                                  ----------
Cash and cash equivalents at end of period                        $       --
                                                                  ==========

Cash paid for:
  Interest                                                        $       --
  Taxes                                                                   --

            SEE ACCOMPANYING NOTES TO CONDENSED FINANCIAL STATEMENTS


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<PAGE>

                              BOUNDLESS CORPORATION
                     NOTES TO CONDENSED FINANCIAL STATEMENTS
                OF THE SHELL COMPANY (THE "REORGANIZED COMPANY")
                                 (in thousands)
                                   (unaudited)

      1.  Voluntary Reorganization Under Chapter 11 of the Bankruptcy Code

On June 9, 2006 (the "Effective Date"), the Company and its subsidiaries emerged
from  proceedings  under  Chapter 11 of Title 11 of the United  States Code (the
"Bankruptcy  Code")  pursuant to the terms of its Amended Plan (as defined).  On
June 1, 2006, the United States Bankruptcy Court for the Eastern District of New
York (the  "Bankruptcy  Court")  approved the Company's  fourth  amended plan of
reorganization  filed with the Bankruptcy Court, as modified at the confirmation
hearing (the "Amended Plan") and established June 9, 2006 as the Effective Date.

As used in this  Form  10-QSB,  the term  "Predecessor  Company"  refers  to the
Company and its  operations  for periods prior to June 10, 2006,  while the term
"Reorganized  Company" is used to describe  the Company and its  operations  for
periods thereafter.

Material Features of the Amended Plan Relating to the Reorganized Company

As soon as practicable  after the Effective Date, the Reorganized  Company shall
take all steps necessary to arrange for the  cancellation of each class of their
existing  common  stock and  preferred  stock.  Holders of  existing  common and
preferred  stock on the record date shall have his, her or its stock  cancelled,
and shall receive nothing on account thereof from the Company. As of October 31,
2006, the  Reorganized  Company had cancelled each class of the existing  common
stock and preferred stock.

On the Effective Date, the Reorganized  Company shall be authorized to issue one
hundred  (100,000,000) million shares of common stock ("Boundless Common Stock")
of which four million  shares  shall be issued to the  claimants as set forth in
the Amended Plan.

All  assets  of  the  Reorganized  Company,  if  any,  not  owned  by  Boundless
Technologies,   Inc.   ("Technologies"),   a  wholly-owned   subsidiary  of  the
Predecessor  Company,  shall  be  transferred  to  Technologies  and any and all
liabilities of the Reorganized Company,  including guarantees,  shall be assumed
by Technologies  or canceled.  On the Effective  Date,  Boundless  Manufacturing
Services, Inc. and Boundless Acquisition Corp. shall be dissolved.

On the  Effective  Date,  Boundless  shall issue to Vision  Technologies,  Inc.,
2,040,000 shares of Boundless  Common Stock. In addition,  each holder of Claims
shall also  receive its pro rata share of 1,960,000  shares of Boundless  Common
Stock,  which  shares  shall  be  issued  in  accordance  with  ss.  1145 of the
Bankruptcy  Code.  As of November 6, 2006,  the  Reorganized  Company was in the
process of validating the Claims for the purpose of determining  the appropriate
share distribution amongst the holders of approved Claims.

Subsequent to the Effective Date, the Reorganized Company contemplates acquiring
(the  "Acquisition") an interest in an operating company which desires to become
a public  company.  In effecting this subsequent  transaction  under the Amended
Plan, the Reorganized  Company will issue Boundless  Common Stock to acquire its
interests in the operating company.  The Boundless Common Stock issued to Vision
and holders of Claims will represent approximately 10% of the outstanding common
stock of the  Reorganized  Company after the  Acquisition is consummated and the
owners of the operating  company will own  approximately  90% of the outstanding
common stock of the Reorganized Company after the transaction.  The consummation
of this transaction will be undertaken in compliance with the Securities Laws of
the United  States  and all other  jurisdictions,  if any,  which  require  such
compliance.  In this regard,  the Predecessor  Company filed a Form 8-K with the
Securities and Exchange  Commission with respect to this transaction on June 13,
2006.

Pursuant to the Amended  Plan,  the amount of cash  payable by  Technologies  to
holders of Claims shall be subject to reduction  pro rata, in an amount equal to
75% of the average  closing  prices of the Boundless  Common Stock traded on the
electronic  bulletin  board  during the twenty  trading day period  beginning 60
calendar  days  after the shares  are


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<PAGE>

listed on any of the following:  (i) the Nasdaq Electronic  Bulletin Board, (ii)
Nasdaq'a  Small Cap or National  Market or (iii) any exchange  (collectively,  a
"Trading Market"). For this purpose, if such shares do not trade on a particular
trading  day, the closing  price for that day that shall be used in  determining
the  average  closing  price of such shares  shall be the closing  price for the
shares on the last day it did trade.  No holder of a Claim  shall be required to
return any cash  distributions  to  Technologies  as a result of the adjustments
provided herein notwithstanding the value of the Boundless Common Stock. Holders
of Claims  will be  notified  promptly  after any such  shares  are  listed on a
Trading Market and of any adjustments hereunder.

Financial Statement Presentation.

The unaudited  condensed interim financial  statements,  and accompanying  notes
included herein,  have been prepared by the Reorganized  Company pursuant to the
rules and  regulations  of the Securities  and Exchange  Commission  ("SEC") and
reflect all adjustments which are of a normal recurring nature and which, in the
opinion of  management,  are necessary for the fair  statement of the results of
the three months ended  September 30, 2006, and the period June 10, 2006 through
September  30, 2006.  Certain  information  and footnote  disclosures  have been
condensed or omitted pursuant to such regulations.  The Reorganized  Company has
no operating  business,  no assets, and its imputed operating overhead is funded
by Technologies. The results for the current interim periods are not necessarily
indicative  of the  results  for the  full  year,  particularly  if the  Company
consummates an acquisition.  These consolidated  financial  statements should be
read in conjunction  with the  consolidated  financial  statements and the notes
thereto in the Predecessor  Company's latest annual report filed with the SEC on
Form 10-K for the year ended December 31, 2005.

      Comparability of Financial Information/ Going Concern

The accompanying  financial  statements have been prepared  assuming the Company
will  continue  as  a  going  concern  and,  accordingly,  do  not  include  any
adjustments  that might result from the outcome of the  uncertainties  described
herein.

Since the Effective Date, the Reorganized Company has no operating business,  no
assets,  and its  imputed  operating  overhead  is  funded by  Technologies.  As
described herein, the Reorganized Company is actively  negotiating to acquire an
operating business. There can be no assurances that the operating entity will be
acquired or that a merger transaction will be consummated. As a result, there is
substantial doubt about the Reorganized Company's ability to continue as a going
concern. No adjustments have been made with respect to the financial  statements
to record  the  results  of the  ultimate  outcome  of this  uncertainty  on the
Reorganized Company.

      2. Summary of Certain Accounting Policies

Pervasiveness of Estimates

The preparation of financial  statements in conformity  with generally  accepted
accounting principles requires management to make estimates and assumptions that
affect  the  reported  amounts  of assets  and  liabilities  and  disclosure  of
contingent  assets and  liabilities at the date of the financial  statements and
the  reported  amounts of revenues  and expenses  during the  reporting  period.
Actual results could differ from those estimates.

      3. Stockholders' Equity

At  September  30,  2006 the  stockholders'  equity of the  Reorganized  Company
consisted of the


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following:

                                                               Reorganized
                                                                 Company
                                                              -------------
                                                              September 30,
                                                                   2006
                                                              -------------
Common stock, $0.01 par value, 100,000,000 shares
  authorized, 4,000,000 shares distributable                   $        40
Additional paid-in capital                                             164
Asset value to be recognized upon
    distribution of distributable shares                              (200)
Accumulated deficit                                                     (4)
                                                               -----------
     Total stockholders' deficit                               $        --
                                                               ===========

As of the Effective  Date,  the  Reorganized  Company is authorized to issue one
hundred  (100,000,000) million shares of common stock ("Boundless Common Stock")
of which four million shares are distributable to Vision Technologies,  Inc. and
the claimants as set forth in the Amended  Plan.  (See Note 1) As of October 31,
2006, the shares have not been distributed.

For the period June 10, 2006 through September 30, 2006, the Reorganized Company
recognized  imputed  expenses  of $4,  representing  the  estimate  of  expenses
(principally   salaries)  incurred  by  Technologies  for  the  benefit  of  the
Reorganized Company following emergence from Chapter 11.

      4. Income Taxes

The Company's loss for the interim  period is not a tax loss and  accordingly no
tax benefit is recorded herein.

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

RESULTS OF OPERATIONS - REORGANIZED COMPANY

Upon emergence from  bankruptcy,  the assets and  liabilities of the Predecessor
Company were assumed by Technologies. The Reorganized Company is a shell company
as defined by Rule 12b-2 of the Exchange Act.

For the three  months and  cumulative  period  ended  September  30,  2006,  the
Reorganized  Company  recognized  imputed  expenses of $3 and $4,  respectively,
representing  the  estimate  of  expenses  (principally  salaries)  incurred  by
Technologies for the benefit of the Reorganized Company following emergence from
Chapter 11.

LIQUIDITY AND CAPITAL RESOURCES

The matters  described in "Liquidity and Capital  Resources," to the extent that
they relate to future events or expectations,  may be significantly  affected by
the terms of the Amended Plan.

As discussed in Note 1, on the Effective Date, the assets and liabilities of the
Predecessor Company were assumed by Technologies.


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<PAGE>

Subsequent to the Effective Date, the Reorganized Company contemplates acquiring
(the  "Acquisition") an interest in an operating company which desires to become
a public  company.  In effecting this subsequent  transaction  under the Amended
Plan, the Reorganized  Company will issue Boundless  Common Stock to acquire its
interests in the operating  company.  As a result of these stock issuances,  the
Boundless  Common Stock issued to Vision and to holders of Claims will represent
approximately  10% of the outstanding  common stock of the  Reorganized  Company
after the  Acquisition  is consummated  and the owners of the operating  company
will own  approximately  90% of the outstanding  common stock of the Reorganized
Company after the  transaction.  The  consummation of this  transaction  will be
undertaken in compliance  with the Securities  Laws of the United States and all
other jurisdictions,  if any, which require such compliance. In this regard, the
Reorganized  Company  will  file a Form  8-K with the  Securities  and  Exchange
Commission with respect to this transaction.

Since the Effective Date, the Reorganized Company has no operating business,  no
assets,  and its  imputed  operating  overhead  is  funded by  Technologies.  As
described herein, the Reorganized Company is actively  negotiating to acquire an
operating business. There can be no assurances that the operating entity will be
acquired or that a merger transaction will be consummated. As a result, there is
substantial doubt about the Reorganized Company's ability to continue as a going
concern.  No  adjustments  have  been  made  with  respect  to the  consolidated
financial  statements  to record  the  results of the  ultimate  outcome of this
uncertainty on the Reorganized Company.

FORWARD-LOOKING INFORMATION MAY PROVE INACCURATE

This Form  10-QSB  contains  various  "forward-looking  statements"  within  the
meaning of Section 27A of the  Securities  Act of 1933, as amended,  and Section
21E  of the  Securities  Exchange  Act  of  1934,  as  amended.  Forward-looking
statements  represent the Company's  expectations and beliefs  concerning future
events,  based on information  available to us on the date of the filing of this
Form 10-QSB, and are subject to various risks and uncertainties. We disclaim any
intent or obligation to update or revise any of the forward-looking  statements,
whether  in  response  to  new   information,   unforeseen   events  or  changed
circumstances  except as required to comply with the disclosure  requirements of
the federal securities laws.

      Forward looking  statements  necessarily  involve known and unknown risks,
uncertainties  and other  factors that may cause the actual  results,  levels of
activity,  performance,  or  achievements  to be materially  different  from any
future results,  levels of activity,  performance,  or achievement  expressed or
implied by such  forward-looking  statements.  Readers are  cautioned  to review
carefully the discussion  concerning  these and other risks which can materially
affect  the  Company's  business,  operations,  financial  condition  and future
prospects.

      In some cases, you can identify forward-looking  statements by terminology
such as "may," "will,"  "should,"  "could,"  "intend,"  "expect,"  "anticipate,"
"assume",    "hope",   "plan,"   "believe,"   "seek,"   "estimate,"   "predict,"
"approximate,"   "potential,"  "continue",   or  the  negative  of  such  terms.
Statements including these words and variations of such words, and other similar
expressions, are forward-looking statements.  Although the Company believes that
the  expectations  reflected in the  forward-looking  statements  are reasonable
based upon its knowledge of its business,  the Company cannot absolutely predict
or  guarantee  its  future  results,   levels  of  activity,   performance,   or
achievements.  Moreover,  neither  the  Company  nor any  other  person  assumes
responsibility for the accuracy and completeness of such statements.


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<PAGE>

Item 3. Controls and Procedures

An evaluation was carried out under the supervision  and with the  participation
of the Company's  management,  including the Chief Executive Officer ("CEO") and
Chief  Financial  Officer  ("CFO"),   of  the  effectiveness  of  the  Company's
disclosure  controls  and  procedures  as of September  30, 2006.  Based on that
evaluation,  the Company's management,  including the CEO and CFO, has concluded
that the Company's disclosure controls and procedures are effective.  During the
period  covered by this report,  there was no change in the  Company's  internal
control over financial reporting that has materially affected,  or is reasonably
likely to materially  affect,  the  Company's  internal  control over  financial
reporting.


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<PAGE>

                           PART II - OTHER INFORMATION

Item 1. Legal Matters

None.

Item 2. Changes in Securities

None.

Item 6. Exhibits and Reports on Form 8-K

(a) Exhibits

Exhibit 31.1:  Certification of Acting Chief Executive  Officer pursuant to Rule
13a-14(a) and Rule 15d-14(a) of the Securities Exchange Act, as amended.

Exhibit  31.2:  Certification  of  Chief  Financial  Officer  pursuant  to  Rule
13a-14(a) and Rule 15d-14(a) of the Securities Exchange Act, as amended.

Exhibit 32:  Certification of Acting Chief Executive Officer and Chief Financial
Officer  pursuant to 18 U.S.C.  1350, as adopted  pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002

(b) Reports on Form 8-K

A  Current  Report  on Form 8-K was  filed  with  the  Securities  and  Exchange
Commission  on June 13, 2006,  announcing  the  emergence  from  bankruptcy  and
describing the terms of the Amended Plan.


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<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 thereunto duly authorized.

Dated: November 08, 2006

Boundless Corporation


By: /s/ Joseph Gardner
----------------------------------------
Joseph Gardner
Vice President and Chief Financial Officer
(Principal Accounting and Financial Officer)


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