U.S. SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                              --------------------

                                   FORM 10-QSB

                              --------------------

   [X] QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE
                                   ACT OF 1934

                For the quarterly period ended September 30, 1996

                                       OR

   [ ] TRANSITION REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE
                                   ACT OF 1934

                              --------------------

                          Commission File Number 0-9459

                                NUMEX CORPORATION
               Incorporated pursuant to the Laws of Delaware State

                              --------------------

        Internal Revenue Service -- Employer Identification No.06-1034587
                       

               14115 S. Pontlavoy Ave. Santa Fe Springs, CA 90670
                                 (310) 404-7176
               
                              --------------------

Check  whether the  registrant:  (1) filed all  reports  required to be filed by
Section 13 or 15 (d) of the Securities Act of 1934 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

     Registrant  had  6,167,750  shares of common  stock,  $.10 par  value,  and
170,000 shares of preferred stock, $1.00 par value, outstanding at September 30,
1996.

Traditional Small Business Disclosure Format (check one):

Yes X No
<PAGE>

                         PART I - FINANCIAL INFORMATION

Item 1. - Financial Statements
<TABLE>
<CAPTION>

                                NUMEX CORPORATION
                           CONSOLIDATED BALANCE SHEET
                               September 30, 1996
                                   (Unaudited)


                                     Assets
<S>                                                                <C>

Current Assets:
      Cash and equivalents                                              $ 3,112
      Restricted cash                                                     4,892
      Accounts receivable                                                   151
      Inventory                                                          60,108
      Prepaid expenses                                                  150,326
                                                                    ------------
                Total current assets                                    218,589

Fixed assets, net                                                         2,832
Intangible assets, net                                                  375,774
Dubs                                                                      4,385
Deposits                                                                 13,426
                                                                    ------------
               Total assets                                          $  615,006
                                                                    ============
<CAPTION>
                       Liabilities & Stockholders' Equity
<S>                                                                <C>

Current liabilities:
      Notes payable                                                    $725,500
      Accounts payable                                                   46,683
      Accrued expenses                                                  474,789
      Liabilities subject to assignment of assets of subsidiary         603,565
                                                                    ------------
               Total current liabilities                              1,850,537

Long -term liabilities:
      Notes payable - other, long-term                                  916,000
      Notes payable to related parties, long-term                       376,834
                                                                    ------------
               Total liabilities                                      3,143,371

Stockholders' equity:
      Preferred stock, $1 par value, 10,000,000 shares
           authorized, 170,000 issued                                   170,000 
      Common stock, $.10 par value, 20,000,000 shares authorized,
           6,292,750 issued and 6,167,750 shares outstanding            629,275
      Treasury stock, at cost, 125,000 shares                          (143,324)
      Unearned portion of restricted stock issued                      (562,500)
      Additional paid in capital                                      7,875,343
      Accumulated deficit                                           (10,497,159)
                                                                    ------------
               Total stockholders' equity                            (2,528,365)

               Total liabilities & stockholders' equity               $ 615,006
                                                                    ============
</TABLE>

See Notes to Consolidated Financial Statements.
<PAGE>
                                NUMEX CORPORATION
                      CONSOLIDATED STATEMENTS OF OPERATIONS 
     For the Three Months and Six Months Ended September 30, 1996 and 1995
                                   (Unaudited)
<TABLE>
<CAPTION>

                             Three Months Ended           Six Months Ended
                                September 30,               September 30,
 

                               1996       1995           1996       1995
                           ----------- ----------     ----------- ----------
<S>                       <C>         <C>            <C>         <C>
Net sales                    $148,251   $313,683        $164,391    $932,350

Cost of sales                  63,216    166,487          67,619     512,925
                           ----------- ----------     ----------- -----------
     Gross profit              85,035    147,196          96,772     419,425

Selling, general and
 administrative expenses       77,949    229,886         241,326     634,422
                           ----------- ----------     ----------- -----------
     Loss from operations       7,086   ( 82,690)       (144,554)   (214,997)
                           ----------- ----------     ----------- -----------

Other Income(Expense)
 Interest expense, net       ( 43,258)  ( 14,947)       ( 93,328)   ( 58,817)
 Other Income                  24,027          0          34,203           0 
Loss on assignment of assets
  for benefit of creditors
  - subsidiary                    138   (403,009)            138    (403,009)
 Loss-write-off of goodwill         0   (533,475)              0    (533,475)
                           ----------- ----------     ----------- -----------
     Total Other expense     ( 19,093)  (951,431)       ( 58,987)   (995,301)
                           ----------- ----------     ----------- -----------

Loss before income taxes     ( 12,007)(1,034,121)       (203,541) (1,210,298)

Provision for income taxes          0       (800)           (800)       (800)
                           ----------- ----------     ----------- -----------

     Net  loss               ($12,007)($1,034,921)    ($ 204,341)($1,211,098)
                           =========== ==========     =========== ===========

Per share data:
     Net loss                 ($0.002)   ($0.17)         ($0.03)     ($0.20)
                           =========== ==========     =========== ===========

Weighted average common
     shares outstanding      6,167,750  6,145,600      6,165,414   6,145,600
                           =========== ==========     =========== ===========
</TABLE>

See Notes to Consolidated Financial Statements.
<PAGE>

                                Numex Corporation
                      Consolidated Statements of Cash Flows
              For the Six Months Ended, September 30, 1996 and 1995
                                   (Unaudited)
<TABLE>
<CAPTION>

                                                     Six Months ended Sept 30
                                                     1996                 1995
                                                 ----------           ----------
<S>                                            <C>                    <C>
Cash flows from operating activities:
Net loss                                         ($204,341)         ($1,211,098)
Adjustments required to reconcile net loss to
     net cash used in operating activities:
Loss on assignment of assets to creditors                0              402,789
Loss on write-off of goodwill                            0              533,575
Depreciation and amortization                       18,085               61,123
Conversion of accounts payable to note payable      11,344                    0
Changes in operating assets and liabilities:
     Accounts receivable                               523              (   954)
     Inventory                                    ( 10,178)              68,114 
     Prepaid expenses                             (113,726)             ( 8,058)
     Restricted cash                              (    571)               5,910
     Dubs                                         (  4,385)                   0
     Deposits                                     (    995)               1,249 
     Accounts payable                             ( 19,644)             (37,214)
     Accrued expenses                               39,316              (18,490)
     Customer deposits                              59,943                    0
                                                 ----------           ----------


          Net cash used in operating activities (  224,629)            (203,054)
                                                 ----------           ----------

Cash flows from investing activities:
     Purchase of fixed assets                            0                    0
     Purchase of intangible assets                       0                    0
     Business combination, net                           0                    0
                                                 ----------           ----------

          Net cash used in investing activities          0                    0 
                                                 ----------           ----------

Cash flows from financing activities:
     Proceeds from note payable                     88,000                    0
     Proceeds from n/p to related parties           12,000              230,000
     Repayment of notes payable                  (  25,500)           (  70,730)
     Repayment of n/p to related parties         (  12,000)           (  32,500)
     Proceeds from issuance of preferred stock     153,312                    0
                                                 ----------           ----------

          Net cash provided by financing           215,812              126,770
                                                 ----------           ----------

          Net(decrease)increase in cash
           & cash equivalents                       (8,817)             (76,284)

          Cash and cash equivalents,
           beginning of period                      11,929              113,515
                                                 ----------           ----------

          Cash and cash equivalents,
           end of period                           $ 3,112              $37,231
                                                 ==========           ==========
</TABLE>

See Notes to Consolidated Financial Statements.


<PAGE>
                                NUMEX CORPORATION
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                               September 30, 1996
                                   (Unaudited)



Supplemental cash flow information for the six months ended September 30, was as
follows:
<TABLE>
<CAPTION>

                                                      1995               1994
                                                  -----------        -----------
<S>                                               <C>                <C>
      Interest paid                                  $42,639            $80,251

      Income taxes paid
</TABLE>

<PAGE>






                                NUMEX CORPORATION
                              NOTES TO CONSOLIDATED
                              FINANCIAL STATEMENTS
                               September 30, 1996
                                   (Unaudited)

NOTE 1. GENERAL

     The accompanying unaudited condensed consolidated financial statements have
been prepared in accordance with generally  accepted  accounting  principles for
interim financial  information and with the instructions to Form 10-QSB and Item
310 of Regulation S-B.  Accordingly,  they do not include all of the information
and footnotes required by generally accepted accounting  principles for complete
financial  statements.  In  the  opinion  of  management,  all  adjustments  and
reclassifications   considered   necessary  for  a  fair   presentation  of  the
consolidated financial statements have been included.

     For further information, refer to the consolidated financial statements and
footnotes  thereto  included in  Registrant's  Form 10-KSB for fiscal year ended
March 31, 1996.  Operating  results for the six months ended  September 30, 1996
are not necessarily indicative of the results that may be expected for any other
interim period or for the fiscal year ended March 31, 1997.

NOTE 2. VIASTAR

     In June 1994 the Company issued  1,000,000 shares of the Company's stock to
the  shareholders  of ViaStar  Marketing Inc. in exchange for all the issued and
outstanding  shares  of  that  company's,  which  merged  with  a  wholly  owned
subsidiary of the Company renamed ViaStar Marketing Inc.  ("ViaStar").  Of these
1,000,000 shares, 500,000 were placed in escrow pending ViaStar's achievement of
certain  minimum  profit goals through March 31, 1997.  Insofar as ViaStar is no
longer  in  business  and its  assets  have been  assigned  for the  benefit  of
creditors,  the  achievement  of the  minimum  required  goals  will not be met.
Accordingly,  as provided in the escrow agreement,  the 500,000 shares in escrow
shall be  returned  to the  Company  automatically  at March  31,  1997,  if not
earlier.

     Effective July 31, 1995 an assignment was made for the benefit of creditors
of the  assets of  ViaStar  Marketing,  Inc. a wholly  owned  subsidiary  of the
company,  resulting  in a loss of  $403,000.  These assets are expected to yield
approximately  $15,000 to the creditors.  The goodwill from the 1994 acquisition
of ViaStar of $533,000  has been  written off  resulting  in a combined  loss of
$936,000.
 
<PAGE>

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


Results of Operations

     Net sales for the six months ended September 30,1996 and 1995 were $164,000
and  $932,000  respectively.  $601,000 of this  $768,000  decrease is due to the
discontinuance  of operations  of ViaStar  Marketing , Inc. as of July 31, 1995,
and a  substantial  portion of the balance was due to  manufacturing  delays for
Numex Therapy Plus.  Numex Therapy Plus sales for the six months ended September
30,  1996 were  $164,000  as  compared  to  $331,000  for the six  months  ended
September 30, 1995.  Unfilled Numex Therapy Plus orders as of September 30, 1996
totaled approximately $182,000.

     For the six months ended September 30, 1996 and 1995, selling,  general and
administrative expenses were $241,000 and $634,000 respectively. The decrease of
$393,000 is due entirely to the discontinuance of ViaStar,  insofar as ViaStar's
selling, general and administrative expenses for the period were $418,000.

     Net sales for the three months ended  September  30, 1996 were  $148,000 as
compared to  $314,000  for the  corresponding  period in 1995.  The  decrease of
$166,000  is due  entirely  to  the  discontinuance  of  operations  of  ViaStar
Marketing , Inc. as of July 31, 1995,  insofar as ViaStar  sales for the quarter
ended September 30, 1995 were $172,000. Numex Therapy Plus sales for the quarter
ended  September  30, 1996 were $148,000 as compared to $142,000 for the quarter
ended September 30,1995.

     Selling,  general and administrative expenses during the three months ended
September  30,1996  were  $78,000,  as  compared to $230,000  during  1995.  The
decrease of  $152,000 is a result of a) the absence of ViaStar  expenses in 1996
vs.  $109,000  in 1995;  and b)  $43,000  reduction  in Numex 1996  general  and
administrative expenses vs. 1995.


Financial Condition, Liquidity and Capital Resources

     Cash used in  operations  during the current six month period was $225,000,
which was offset by a net  increase in debt  incurred of $63,000,  net  proceeds
from the sale of  preferred  stock of  $153,000,  and a  decrease  of  $9,000 in
Registrant's cash position.

     In the past,  Registrant's  Chairman of The Board and principal stockholder
has provided Registrant,  either directly or indirectly through guarantees, with
the necessary working capital needed to continue operating.  However, Registrant
has  received  no  assurances,  nor is there  any  agreement  in place  that the
Chairman will continue to provide such funding.


Private Placement

     In April 1996 the Company  commenced a private  placement of 350,000 shares
of $1.00 par  convertible  preferred  stock and warrants of the Company which if
completed  would  provide  proceeds of $350,000.  As of  September  30, 1996 the
Company has sold 170 units for gross  proceeds of $171,000,  and net proceeds of
$153,000.  The net  proceeds  of this  placement  have been used to finance  the
reintroduction of the Product.


Current Plans of Registrant

Numex

     On February 6, 1996 the U.S. Food and Drug Administration (FDA) in response
to a Premarket  Notification  (510-k) advised  Registrant that it may market its
Therapy Plus manual massage  roller for temporary  relief of minor muscular pain
associated  with arthritis.  Registrant  also previously  sponsored a controlled
clinical  study to comply  with an FTC order  with  respect  to  Therapy  Plus's
effectiveness in relief of pain associated with arthritis.

     Accordingly,  Registrant has commenced  efforts to resume marketing Therapy
Plus in the United States using the newly accepted  claims  regarding  arthritis
pain through direct  response  television and other  distribution  channels.  In
addition,  registrant  will  continue  its  wholesale  sales of Therapy Plus for
resale in markets outside of the United States.

     Registrant  continues  to conduct  negotiations  with a number of companies
with  the  intent  of  acquiring  either  them or their  products.  Registrant's
intention is to raise the requisite funding either through the issuance and sale
of Registrant's  stock, by issuing  Registrant's  stock as consideration for the
acquisition,  or by any other means that is agreeable to all parties involved in
the transaction.

<PAGE>


                          PART II. - OTHER INFORMATION


Item 1.  LEGAL PROCEEDINGS

Meir Hayon v. Numex Corporation, et al

     Reference is made to  previously  filed  10-KSB  March 31, 1996  litigation
known as Meir  Hayon v.  Numex  Corporation,  et al that was filed in the United
States  District Court for the Central  District of California,  on November 29,
1995. The court entered its order dismissing the action on July 25, 1996.


Item 2.  CHANGES IN SECURITIES

                  None.

Item 3.  DEFAULT IN SENIOR SECURITIES

                  None.

Item 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY-HOLDERS

     On April 1, 1996 by Written  Consent of  stockholders  owning a majority of
the issued and outstanding shares of Common Stock of the Company,  Article IV of
the Certificate of  Incorporation  was amended to allow the Company to issue ten
million  (10,000,000)  shares of Preferred  Stock with a par value of $1.00,  in
lieu of the one hundred  thousand  (100,000)  shares with a par value of $100.00
previously authorized.
                 
Item 5.  OTHER INFORMATION

                  None.

Item 6.  EXHIBITS AND REPORTS ON FORM 8-K

                  (a)      Exhibits.

                           None.

                  (b)      Reports on Form 8-K.

                           Form 8-K dated August 2, 1995.  *


                  *        previously filed













<PAGE>


                                    SIGNATURE


Pursuant to the requirements of Securities Exchange Act of 1934, the Company has
duly caused this report to be signed on its behalf by the undersigned  thereunto
duly authorized.

                               NUMEX CORPORATION

                               By /s/ Jack I. Salzberg President and Chairman

Dated: November 12, 1996