UNITED
        STATESSECURITIES
        AND EXCHANGE COMMISSION
 Washington,D.C.20549
 
 FORM
        10-KSB-AMENDED
 
 
 T
              Annual
                  Report pursuant to Section 13 or 15(d) of the Securities Exchange
                  Act of
                  1934 for the fiscal year ended December 31, 2006
  £
              Transition
                  Report pursuant to Section 13 or 15(d) of the Securities Exchange
                  Act of
                  1934 for the transition period from ___to___
  
 Commission
        File Number 0-29711
 
 Subjex
        Corporation
 (Exact
        name of issuer as specified in its charter)
 
 Minnesota
              
              41-1596056(State
                  or other jurisdiction of incorporation or organization)
              
              (IRS
                  Employer Identification No.)3245
                  Hennepin Ave S Suite 1, Minneapolis MN
              
              55408(Address
                  of Principal Executive Offices)
              
              (Zip
                  Code)
 
 (612)
        827-2203
 (Issuer’s
        telephone number)
  (Former
        Name, Former Address and Former Fiscal Year, if Changed Since Last
        Report)
 
 Securities
        registered pursuant to
        Section 12(b) of the Exchange Act:None
  Securities
        registered pursuant to Section 12(g) of the Exchange Act:
 
 Common
        Stock, no par value
 
 Check
        whether the issuer is not required to file reports pursuant to Section 13
        or
        15(d) of the Exchange Act. £
  Check
        whether the issuer (1) filed all reports required to be filed by Section
        13 or
        15(d) of the Securities Exchange Act of 1934 during the past 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 T No £
 
 Check
        if
        there is no disclosure of delinquent filers pursuant to Item 405 of Regulation
        S-B is not contained herein, and no disclosure will be contained, to the
        best of
        registrant’s knowledge, in definitive proxy or information statements
        incorporated by reference in Part III of this Form 10-KSB or any amendment
        to
        this Form 10-KSB. £
 
 Indicate
        by check mark whether the registrant is a shell company (as defined in Rule
        12b-2 of the Exchange Act). Yes £ No T
  
 
  SUBJEX
        CORPORATION
 FORM
        10-KSB
 YEAR
        ENDEDDECEMBER 31, 2006
 
 INDEX
 ITEM
              
              
              
              PAGE6.
              
              Management's
                  Discussion &
                  Analysis of Financial Condition and
                  Results of Operations(Adjusted)
              
              27.
              
              Financial
                  Statements    (Adjusted)
              
              3
 
 
 ITEM
        6:  Management's Discussion
& Analysis of Financial Condition and Results of
        Operations
 
 The
        Company’soperating expenseswere$456,267in 2006compared to $527,990in 2005. The decreasewas
        caused by a change inits spending in 2006and
        due toits new marketing
        approach.
 
 The
        Company generated revenues of
        $32,753and$72,958in 2006 and 2005, respectively.$82,000cashwas
        received in2006andwas
        generated fromSubjexCSRExpert sales.  Due to the
        breach of contract by FarSuperior the company canceled its contract in 2006
        however that did not affect the sales made by FarSuperior from a contractual
        perspective. The failure of the FarSuperior’s agreement did not undue the sales
        made by FarSuperior because FarSuperior was selling (in part) existing Subjex
        Corporation products. Therefore the FarSuperior agreement and the sales made by
        them were completely different transactions and the company was still under
        obligation to make good on these sales in 2006. In 2007 the Company realized
        that it was unable to complete these sales therefore it made refund offers
        to
        these clients which were accepted.  These refunds were not part of any
        agreements with FarSuperior nor were they part of the original sales
        agreements.  Since the breach of contract by FarSuperior occurred in
        2006 the agreements made with each client in 2007 represent a Type I subsequent
        event (i.e. indicative of conditions existing at the balance-sheet date)
        therefore the $82,000 cash received has been determined not to be revenue
        and
        has been reversed and was pending refund as ofDecember 31, 2006.  The
        financial statements as
        restated now show the revenues to be $32,753 for the year
        2006.
 
 Revenue
        levels by themselves were not
        sufficient to sustain the Company’s
        operations in 2006;
        therefore funds were raised from the
        sale of common stock to the Company’s
        investor base to meet its financial
        needs.  The Companyuseda“just-in-time”funding
        method, in an effort to hold off
        dilution of its stock, by not raising more funds than necessary while its
        stock
        pricewaslow.
 
 The
        Company does not expect to raise additional capital from the issuance of
        common
        stock for operations. However the Company is currently considering the sale
        of
        common stock for its direct usage in SubjexFMS for the direct benefit of
        Subjex
        Corporation. This funding is expected to bring the Company sizeable revenue
        gains and is the only stock sale dilution being considered at this
        time.  Factors that may affect the Company's operating results include
        the success of marketing efforts and potential mergers or
        acquisitions.
 
 Liquidity
        and Capital
        Resources
 
 The
        accumulated deficit from inception
        to December 31, 2006was$5,362,776.To
        date, most of the
        operations of the Company have been funded by monies raised through the issuance
        of common stock. However management believes it has enough funds on hand
        along
        with revenues to sustain operations on a going forward basis.
 
 The
        Company is now focused on its use of capital resources which support enhancement
        of sales growth.  . Management is also developing further plans with
        its finder’s network and systems to increase the growth curve in the Company’s
        profit margin. It is managements desire to hold expenditures to a minimum
        by
        means of the Company’s reliance on it own software solutions. The Company plans
        to use its profits to further grow its market share, start its dividend program,
        and buy back its stock. This stock buy back program is intended to support
        the
        public stock price and build a stock reserve for future use in possible
        acquisitions or as security in debt financings. Any proceeds from debt
        financings will be used in the Company’s own FMS implementation to further build
        its revenues.
  2
  ITEM
        7: Financial
        Statements
 
 Theadjustedfinancial
        statements of the Company are
        included herein.
 
 SUBJEX
        CORPORATION
 FINANCIAL
        STATEMENTS
 YEARS
        ENDEDDECEMBER 31, 2006AND
        2005
 
 TABLE
        OF
        CONTENTS
 
 
 
 Financial
        Statements:
 
 Balance
        Sheet(Adjusted)
 
 Statements
        of Operations(Adjusted)
 
 Statements
        of Shareholders' Equity
        (Deficit)
        (Adjusted)
 
 Statements
        of Cash Flows(Adjusted)
 
 Notes
        to Financial
        Statements(Adjusted)
 
 Report
        of Independent Registered Public
        Accounting Firm
  3
  SUBJEX
        CORPORATION
 BALANCE
        SHEETS
 
 December
                  31,
              
              
              December
                  31,2006
              
              
              2005(Restated)ASSETSCurrent
                  Assets:Cash
              
              $
              96,835
              
              
              $
              2,215Accounts
                  receivable
              
              
              -
              
              
              
              150Prepaid
                  expenses
              
              
              8,395
              
              
              
              19,045Total
                  current assets
              
              
              105,230
              
              
              
              21,410Property
                  and Equipment, net
              
              
              13,676
              
              
              
              17,370Other
                  Assets, net
              
              
              8,101
              
              
              
              -Total
                  assets
              
              $
              127,007
              
              
              $
              38,780LIABILITIES
                  AND
                  STOCKHOLDERS' DEFICITCurrent
                  Liabilities:Short-term
                  notes payable
              
              $
              58,634
              
              
              $
              32,150Subordinated
                  convertible notes payable
              
              
              23,000
              
              
              
              23,000Current
                  portion of long -term debt
              
              
              -
              
              
              
              1,873Accounts
                  payable
              
              
              77,985
              
              
              
              92,281Accrued
                  expenses:Payroll
                  and payroll taxes
              
              
              11,226
              
              
              
              129,373Refunds
                  payable
              
              
              82,000
              
              
              
              -Interest
              
              
              20,783
              
              
              
              17,909Total
                  current liabilities
              
              
              273,628
              
              
              
              296,586Long-term
                  Debt:Long-term
                  debt, less current portion
              
              
              -
              
              
              
              20,611Total
                  liabilities
              
              
              273,628
              
              
              
              317,197Stockholders'
                  Deficit:Common
                  stock, no par or stated value;100,000,000 shares authorized: 64,051,737
                  and 49,105,648 shares issued and outstanding at December 31, 2006
                  and
                  December 31, 2005, respectively
              
              
              5,216,155
              
              
              
              4,624,730Subscription
                  received
              
              
              -
              
              
              
              29,000Accumulated
                  deficit
              
              
              (5,362,776
              )
              
              
              (4,932,147
              )Total
                  stockholders' Deficit
              
              
              (146,621
              )
              
              
              (278,417
              )Total
                  liabilities and stockholders’ deficit
              
              $
              127,007
              
              
              $
              38,780
 
  The
        accompanying notes are an integral part of these financial
        statements.
  4
 
 SUBJEX
        CORPORTION
 STATEMENTS
        OF OPERATIONS
 
 Years
                  Ended December 31,2006
              
              
              2005(Restated)Revenues:Gross
                  revenue
              
              $
              32,753
              
              
              $
              72,958Expenses:Selling,
                  general and administrative
              
              
              456,267
              
              
              
              527,990Total
                  operating expense
              
              
              456,267
              
              
              
              527,990Operating
                  loss
              
              
              (423,514
              )
              
              
              (455,032
              )Other
                  income (expense):Interest
                  expense
              
              
              (7,115
              )
              
              
              (12,759
              )Net
                  loss
              
              $
              (430,629
              )
              
              $
              (467,791
              )Net
                  loss per basic and diluted common share
              
              $
              (0.01
              )
              
              $
              (0.01
              )Weighted
                  average common shares outstanding - basic and diluted
              
              
              64,051,737
              
              
              
              45,588,655
 
  The
        accompanying notes are an integral part of these financial
        statements.
  5
 
 STATEMENT
        OF SHAREHOLDERS EQUITY (DEFICIT)
 
 YEARS
        ENDED DECEMBER 31, 2006 AND 2005
 
 Common
                  Stock Shares
              
              
              Amount
              
              
              Accumulated
                  Deficit
              
              
              Shareholders'
                  Equity (Deficit)BALANCE,
                  January 1, 2005
              
              
              42,558,096
              
              
              $
              4,305,342
              
              
              $
              (4,464,356
              )
              
              $
              (159,014
              )Common
                  stock issuance
              
              
              5,523,267
              
              
              
              254,409
              
              
              
              
              
              
              
              254,409Subscription
                  received
              
              
              
              
              
              
              29,000
              
              
              
              
              
              
              
              29,000Common
                  stock issuance for consulting services
              
              
              500,000
              
              
              
              50,000
              
              
              
              
              
              
              
              50,000Restricted
                  stock compensation
              
              
              524,285
              
              
              
              14,979
              
              
              
              
              
              
              
              14,979Net
                  Loss
              
              
              
              
              
              
              
              
              
              
              (467,791
              )
              
              
              (467,791
              )BALANCE,
                  December 31, 2005
              
              
              49,105,648
              
              
              
              4,653,730
              
              
              
              (4,932,147
              )
              
              
              (278,417
              )Common
                  stock issuance
              
              
              13,076,089
              
              
              
              474,425
              
              
              
              
              
              
              
              474,425Common
                  stock issuance for consulting services
              
              
              1,000,000
              
              
              
              55,000
              
              
              
              
              
              
              
              55,000Restricted
                  stock compensation
              
              
              500,000
              
              
              
              27,500
              
              
              
              
              
              
              
              27,500Stock
                  added to outstanding due to found certificates
              
              
              370,000
              
              
              
              -
              
              
              
              
              
              
              
              -Payments
                  received for stock issued in previous years
              
              
              -
              
              
              
              5,500
              
              
              
              
              
              
              
              5,500Net
                  Loss
              
              
              
              
              
              
              
              
              
              
              (430,629
              )
              
              
              (430,629
              )BALANCE,
                  December 31, 2006
              
              
              64,051,737
              
              
              $
              5,216,155
              
              
              $
              (5,362,776
              )
              
              $
              (146,621
              )
  6
 
 SUBJEX
        CORPORTION
 STATEMENTS
        OF CASH FLOWS
 
 Years
                  Ended December 31,2006
              
              
              2005(Restated)Cash
                  flows from operating activities:Net
                  loss
              
              $
              (430,629
              )
              
              $
              (467,791
              )Adjustments
                  to reconcile net loss to net cash flows from operating
                  activities:Depreciation
                  and amortization
              
              
              7,999
              
              
              
              10,761Restricted
                  stock compensation expense
              
              
              27,500
              
              
              
              14,979Non
                  cash common stock issued for consulting services
              
              
              55,000
              
              
              
              50,000Changes
                  in operating assets and liabilities:Accounts
                  receivable
              
              
              150
              
              
              
              (150
              )Prepaid
                  expenses
              
              
              (10,272
              )
              
              
              (17,045
              )Accounts
                  payable
              
              
              (14,296
              )
              
              
              20,161Refunds
                  payable
              
              
              82,000
              
              
              
              -Payroll
                  and payroll taxes payable
              
              
              (118,147
              )
              
              
              12,870Other
                  liability
              
              
              4,000
              
              
              
              -Accrued
                  interest
              
              
              2,874
              
              
              
              4,905Net
                  cash flows used in operating activities
              
              
              (393,821
              )
              
              
              (371,310
              )Cash
                  flows from investing activities:Purchase
                  of property and equipment
              
              
              (12,028
              )
              
              
              (10,546
              )Net
                  cash flows used in investing activities
              
              
              (12,028
              )
              
              
              (10,546
              )Cash
                  flows from financing activities:Proceeds
                  from issuance of common stock
              
              
              474,425
              
              
              
              254,409Subscriptions
                  received
              
              
              -
              
              
              
              29,000Proceeds
                  from issuance of notes payable
              
              
              15,044
              
              
              
              64,000Proceeds
                  from subordinated note payable
              
              
              -
              
              
              
              200Principal
                  payments on long-term debt
              
              
              11,000
              
              
              
              (26,490
              )Net
                  cash flows provided by financing activities
              
              
              500,469
              
              
              
              321,119Net
                  increase (decrease) in cash and equivalents
              
              
              94,620
              
              
              
              (60,737
              )Cash
                  and cash equivalents at beginning of year
              
              
              2,215
              
              
              
              62,952Cash
                  and cash equivalents at end of year
              
              $
              96,835
              
              
              $
              2,215
 
  The
        accompanying notes are an integral part of these financial
        statements.
  7
 
 NOTES
        TO THE FINANCIAL
        STATEMENTS
 YEARS
        ENDEDDECEMBER 31, 2006AND
        2005
 
 NOTE
        1. NATURE OF BUSINESS AND
        SUMMARY OF SIGNIFICANT
        ACCOUNTING POLICIES
 
 Nature
        ofPast
        and
        CurrentBusiness
 
 The
        financial statements have been
        adjusted to reflect the cash of $82,000 that has been reversed and was pending
        refund as of December 31, 2006.  See Item 6. Other items in the Cash
        flow statement have been adjusted due to being omitted by an oversight. All
        adjustments are as follows:
 
 Statements
        of Cash
        Flows:
 Net
        loss was originally stated as
        $348,630. $82,000 was counted in revenue originally. Correct restated loss
        is
        430,629 for 2006.
 Refunds
        payable of 82,000 was not on the
        original 2006 10ksb filing.
 Prepaid
        expenses were entered
        inadvertently as a positive.
 Other
        liability of 4,000 was omitted by
        an oversight in the original 2006 10ksb filing.
 Purchase
        of property and equipment was
        originally stated as (4,029) but depreciation of 7,999 was included in this
        figure therefore counting it twice. The correct restated amount is (12,028)
        for
        2006.
 Proceeds
        from issuance of notes payable
        in the amount of 15,044 and Principal payments on long-term debt of 11,000
        was
        omitted and left out of the original filing by an oversight. The corrected
        restated amounts are included in the “Statement of Cash Flows”. (See complete
        financials)
 Adjusted
                
                
                Difference
                
                
                Original2006
                
                
                
                
                
                2006Cash
                    flows from operating activities:Net
                    loss
                
                
                (430,629
                )
                
                
                (82,000
                )
                
                
                (348,630
                )Changes
                    in operating assets and liabilities:Prepaid
                    expenses
                
                
                (10,272
                )
                
                typo
                
                
                
                10,272Refunds
                    payable
                
                
                82,000
                
                
                
                82,000
                
                
                
                -Other
                    liability
                
                
                4,000
                
                
                
                4,000
                
                
                
                -Net
                    cash flows used in operating activities
                
                
                (393,821
                )
                
                
                
                
                
                
                (377,278
                )Cash
                    flows from investing activities:Purchase
                    of property and equipment
                
                
                (12,028
                )
                
                
                7,999
                
                
                
                (4,029
                )Cash
                    flows from financing activities:Proceeds
                    from issuance of notes payable
                
                
                15,044
                
                
                
                15,044
                
                
                
                -Principal
                    payments on long-term debt
                
                
                11,000
                
                
                
                11,000
                
                
                
                -Net
                    cash flows provided by financing activities
                
                
                500,469
                
                
                
                
                
                
                
                474,424
 8
 Statement
        of Shareholders
        Equity:
 Net
        loss has been restated to the
        corrected loss of 430,629 for 2006. The Statement of Shareholders Equity
        now
        reflects this figure in the Accumulated Deficit and the Shareholders Equity.
        The
        corrected restated amounts are shown in this 10ksb/a for 2006. (See complete
        financials)
 2006
                Adjusted
                Difference
                2006
                OriginalShareholders'
                
                
                Shareholders'Accumulated
                Equity
                
                Accumulated
                EquityDeficit
                (Deficit)
                
                Deficit
                (Deficit)(430,629)
                (430,629)
                (82,000)
                (348,629)
                (348,629)(5,362,776)
                (146,621)
                
                (346,623)
                (64,621)
 
 Statement
          of
          Operations:
 Revenue
        has been restated to actual.
        $82,000 cash received was originally counted in revenue however the
        determination was made that it did not constitute revenue so it was reversed.
        The actual revenue for 2006 was $32,753. (See complete
        financials)
 2,006
                
                
                
                
                
                
                2,006Adjusted
                
                
                Difference
                
                
                OriginalRevenues
                
                
                32,753
                
                
                
                82,000
                
                
                
                114,752Expenses:Selling,
                    general and administrative
                
                
                456,267
                
                
                
                -
                
                
                
                456,267Total
                    operating expense
                
                
                456,267
                
                
                
                -
                
                
                
                456,267Operating
                    loss
                
                
                (423,514
                )
                
                
                82,000
                
                
                
                (341,515
                )Other
                    income (expense):Interest
                    expense
                
                
                (7,115
                )
                
                
                -
                
                
                
                (7,115
                )Net
                    loss
                
                
                (430,629
                )
                
                
                82,000
                
                
                
                (348,630
                )
 9
  Balance
        Sheet:
 Refunds
        payable of $82,000 was not in
        the original 2006 10ksb filing for all the reasons stated above. The restated
        Balance Sheet now reflects this figure therefore affecting the accumulated
        deficit and total stockholder’s deficit.  The corrected restated
        amounts are shown on this 10ksb/a for 2006. (See complete
        financials)
 2,006
                
                
                
                
                
                
                2,006Current
                    Liabilities:
                
                Adjusted
                
                
                Difference
                
                
                OriginalShort-term
                    notes payable
                
                
                58,634
                
                
                
                -
                
                
                
                58,634Subordinated
                    convertible notes payable
                
                
                23,000
                
                
                
                -
                
                
                
                23,000Accounts
                    payable
                
                
                77,985
                
                
                
                -
                
                
                
                77,985Accrued
                    expenses:Payroll
                    and payroll taxes
                
                
                11,226
                
                
                
                -
                
                
                
                11,226Refunds
                    payable
                
                
                82,000
                
                
                
                82,000
                
                
                
                -Interest
                
                
                20,783
                
                
                
                -
                
                
                
                20,783Total
                    current liabilities
                
                
                273,628
                
                
                
                82,000
                
                
                
                191,628Stockholders'
                    Deficit:Common
                    stock, no par or stated value;100,000,000 shares authorized:
                    64,051,737
                    and 49,105,648 shares issued and outstanding at December 31,
                    2006 and
                    December 31, 2005, respectively
                
                
                5,216,155
                
                
                
                -
                
                
                
                5,216,155Accumulated
                    deficit
                
                
                (5,362,776
                )
                
                
                82,000
                
                
                
                (5,280,776
                )Total
                    stockholders' Deficit
                
                
                (146,621
                )
                
                
                82,000
                
                
                
                (64,621
                )Total
                    liabilities and stockholders’ deficit
                
                
                127,007
                
                
                
                
                
                
                
                127,007
 Subjex
        Corporation provideda
        software service, Subject CSR, through
        an ASP (application service provider) model. Customers can use the software
        online or by downloading it, and do not need to install it on their server.
        This
        software service is wrapped in a subscription model, and is billed monthly
        until
        customer cancellation.
 
 In
        October 2006 Subjex
        Corporationannounced
        that it has begun to license a significant new software technology. The software
        called SubjexFMS ("Forecast Market Software") is an Artificial Intelligence
        trade-timing and index forecasting engine built on a similar Neural Network
        structure as Subjex's dialogue technology. This flagship product, SubjexFMS
        is
        an intelligent software product that forecasts the DJIA, the XAU, the DJT
        and
        the US dollar Index so that subscribers, when "plugged into" the software,
        can
        find capital appreciation with a third party investment account. The forecasting
        engines' objective is to provide accurate next day forecasts, long or short,
        allowing clients to take market neutral profits via short term trades. SubjexFMS
        is not a Mutual Fund or a brokerage service; it is software that clients
        subscribe to and use for their trading. SubjexFMS is based upon a proprietary
        Artificial Intelligence trade timing engine invented by Andrew Dean Hyder.
        The
        Subjex Corporation license of FMS is to facilitate its mission is to give
        value
        to our client base while providing clear-continuous revenue and profit growth
        for our investor base.
  10
  Revenue
        Recognition
 
 Revenue
        from the sale of software and other products is recognized when an agreement
        is
        made, delivery is complete, no significant obligations remain unfulfilled,
        and
        collection of the resulting receivable is probable. In instances where a
        significant obligation exists, revenue recognition is delayed until theobligation has been satisfied.
        Revenue
        from services, including training and consulting are recognized as the services
        are performed.
 
 Use
        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 reported amounts of revenues and expenses during
        the reporting period.  Actual results could differ from those
        estimates.
 
 Cash
        Deposits in Excess of
        Federally Insured Limits
 
 The
        Company maintains its cash in bank deposit accounts which, at times, may
        exceed
        federally insured limits. The balances are insured by the Federal Deposit
        Insurance Company up to $100,000.  At December 31, 2006 the Company
        had no uninsured cash balances.
 
 Cash
        and Cash
        Equivalents
 
 The
        Company considers highly liquid investments with original maturity of three
        months or less when purchased to be cash equivalents.
  Segment
        Reporting
  The
        Company operates as one reporting
        segment.
  Fair
        Value of Financial
        Instruments
 
 The
        company considers that the carrying amount of financial instruments, including
        accounts receivable, accounts payable, accrued liabilities and notes payable,
        approximates fair value.  Interest on the notes payable is payable at
        rates which approximate fair value.
 
 Fixed
        Assets
 
 Fixed
        assets are stated at cost. 
Depreciationand
        amortizationisprovidedusing
        the straight-line method over the
        estimated useful lives of the related assets.  When assets are retired or
        otherwise disposed of, the cost and related accumulated depreciation are
        removed
        from the accounts and the resulting gain or loss isincludedinoperatingincome
        for the period.  The cost of
        maintenance and repairs is expensed as incurred; significant renewals and
        betterments are capitalized.  Deduction is made for retirements resulting
        from renewals and betterments.
 
 The
        estimated useful lives are as
        follows:
 Computers
                  & Equipment
              3
                  to 5
                  yrsFurniture
              5
                  to 7 yrsOperations
                  Equipment
              5
                  yrs
  11
  Impairment
        of Long-Lived Assets
 
 Long-lived
        assets, such as equipment are reviewed for impairment whenever changes in
        circumstances indicate that the carrying amount of an asset may not be
        recoverable.  Recoverability of assets to be held and used is measured
        by comparison of the carrying amount of an asset to estimated undiscounted
        future cash flows expected to be generated by the asset. If the carrying
        amount
        of an asset exceeds its estimated future cash flows, an impairment charge
        is
        recognized in the amount by which the carrying amount of the asset exceeds
        the
        fair value of the asset.
 
 Research
        and
        Development
  Research
        and development costs, whether
        performed by the Company or by outside parties under contract, arecharged
        to operations as
        incurred.The company
        incurred no R&D expenses during 2006 and 2005.
 
 Software
        Development Costs
  The
        Company capitalizes certain software
        development and production costs once technological feasibility has been
        achieved.  Software development costs incurred prior to achieving
        technological feasibility are expensed as incurred.
 
 The
        Company fully expensed the software
        maintenance incurred and there were no software development costs in 2006
        and
        2005.
 
 Basic
        and
        Diluted Net Loss Per Share
 
 Basic
        per-share amounts are computed,
        generally, by dividing net income or loss by the weighted-average number
        of
        common shares outstanding.  Diluted per-share amounts assume the
        conversion, exercise, or issuance of all potential common stock instruments,
        unless their effect is antidilutive, thereby reducing the loss or increasing
        the
        income per common share.The
        Company has granted options and
        warrants to purchase shares of common stock at various amountsper
        share.  Those options and
        warrants were not included in the computation of diluted earnings per share
        because the Company incurred losses in both years.  The inclusion of
        potential common shares in the calculation of diluted loss per share would
        have
        an antdilutive effect.  Therefore, basic and diluted loss per share amounts
        are the same in each year presented.
 
 Stock-Based
        Consideration
 
 As
        permitted by Statement of Financial Accounting Standards (“SFAS”) No. 123,
“Accounting for Stock-Based Compensation,” the Company accounts for share-based
        payments to employees and directors using the intrinsic value method under
        Accounting Principles Board (“APB”) Opinion No. 25. As such, we do not recognize
        compensation cost related to these stock option grants if the exercise price
        of
        the options equals or exceeds the fair value of the underlying stock at issuance
        date. Our general policy is to grant stock options and warrants at fair value
        at
        the date of grant. We recorded expense related to stock based compensation
        issued to non-employees in accordance with SFAS No. 123.
 For
        the years ended
        December 31, 2006 and 2005, we recorded no compensation expense pursuant
        to APB
        Opinion No. 25 and no options were granted.
 
 No
        employee stock options were granted
        during 2006 and 2005.
 
 Trade
        Accounts
        Receivable
 
 Trade
        accounts receivable are recorded at the invoiced amount. The Company grants uncollateralized
        credit to customers, but requires deposits on unique orders.  The Company
        reviews
        customers’ credit history before extending unsecured credit. The allowance for
        doubtful accounts is the Company’s best estimate of the amount of probable
        credit losses in the Company’s existing accounts receivable.  The
        Company determines the allowance based on historical write-off
        experience.  The Company reviews its allowance for doubtful accounts
        monthly or quarterly depending on the service offered the
        account.  Past due balances over 90 days and over a specified dollar
        amount are reviewed individually for collectibility. Account balances are
        charged off against the allowance after all means of collection have been
        exhausted and the potential for recovery is considered remote.
  12
  Comprehensive
        Income(Loss)
 
 SFAS
        No. 130 establishes standards for
        the reporting and disclosure of comprehensive income(loss)and
        its components which will be
        presented in association with the Company’s
        financial statements. 
Comprehensive income(loss)is
        defined as the change in a business
        enterprise’s
        equity during a period arising from
        transactions, events or circumstances relating to non-owner
        sources, such as foreign currency
        translation adjustments and unrealized gains or losses on available-for-sale
        securities.  It includes all changes in equity during a period except those
        resulting from investments by or distributions to owners.  For the years
        endedDecember 31,
        2006and
        2005,
        netlossand
        comprehensivelosswere
        equivalent.
 
 Income
        Taxes
 
 The
        Company accounts for income taxes in
        accordance with Statement of Financial Accounting Standards No.
        109, Accounting for Income Taxes which require the use of the liability
        method of accounting for income taxes.See Note 6.
 
 Liquidity
        Going Concern and
        Subsequent events.
 
 The
        Company had a working capital
        deficit and recurring net losses from operations in 2006. These factors had
        created doubt in 2006 about the Company's ability to continue as a going
        concern. However,subsequent
        events in the first and second
        quartersof
        2007 have substantially and
        significantly changed the outlook of theCompany.
        The financial performance and
        operational data for the first quarter of 2007 indicate that the Company
        does
        have the ability to continue as a going concern and can operatewithout the intention
        or threat of
        liquidation for the foreseeable future.It is management’sassertion
        based upon the operational
        performance of the first quarter of 2007 that theCompany
        can in fact survive on current
        revenues;will continue in
        operation for the foreseeable future and will be able to realize assets and
        discharge liabilities in the normal course of operations.
 
 In
        the last quarter of 2006 and the
        first quarter of 2007 the company substantially paid down most of its
        outstanding debt, leaving only necessary operational expenses of approximately
        $20,000 per month. With substantial funds mirroringFMStrades
        at the current and historical
        audited run/performance rate, the company is currently generating more than
        double the revenue necessary to cover its operational expenditures. This
        earnings ramp is expected to continue to grow at an exponential rate for
        foreseeable future. To further illustrate the changes which have taken place
        in
        2007, consider that the Company began the year of 2007 with funds of $784,443
        operating underFMSand
        closed the first quarter of 2007
        with $2.6 million in client funds mirroringFMStrades.
        As of April 17th2007
        there were $3.5 million in client
        funds mirroring the trades. Further, there is no reason to expect that the
        current growth rate in new mirrored funds will slow down and every reason
        to
        expect it to continue to grow as fast or faster in the current and future
        quarters.
 
 The
        Company also keeps all idle cash on
        hand and profits in its ownFMSimplementation
        with Rydex. The Company
        therefore receives 100% of the proceeds on this implementation, as apposed
        to
        receiving only 25% of the gains from its client’s
        implantations ofFMS.
        The results of these profits accounted
        for 17% of the Company revenue in the first quarter of 2007.
 
 The
        ability of the Company to continue
        as a going concern is not in question from managements view based upon current
        operations. The Company is generating profits and cash flow from its operations
        that cover its operations. Management's plans do not include selling its
        equity
        securities or obtaining debt financing to fund its ongoing operations; however,
        the Company does plan on considering these options for further funding its
        ownFMSimplementation.
  13
  NOTE
        2 –
FIXED ASSETS
 
 Property
        and equipment consisted of the
        following at December 31,
 2006
              2005Office
                  and Computer Equipment
              $  
                   59,737
              $                55,433Furniture
                  and Fixtures
              13,176
              13,176Accumulated
                  Depreciation
              (44,429)
              (36,431)Impairment
                  of Fixed Assets
              (14,808)
              (14,808)Property
                  and Equipment, net
              $  
                   13,676
              $               17,370
 
 Depreciationand
        amortizationexpenseon
        property and equipmentwas $7,998and
        $10,761forthe
        years ended December 31, 2006 and
        2005, respectively.
 
 NOTE3–FINANCING
        ARRANGEMENTS
 
 Short-Term
        Notes
        Payable
 There
        were several short term notes that were obtained from shareholders and unrelated
        parties and are due at various dates through 2006. The interest rate on these
        notes is 10%.
 Short-term
        notes payable consisted of the following:
 
 2006
              2005Shareholders
              $  
                   15,000
              $  
                   16,650Unrelated
                  third parties
              1,500
              15,500$  
                   16,500
              $  
                   32,150
 
 SubordinatedNotes
        Payable
 
 Thesubordinated
        convertible notes payable
        are unsecured,
        bear interest at 10% and were due at various dates, with all currently being
        due.  Due to cash flow difficulties the Company has been unable to repay
        these amounts.The
        outstanding balance atDecember 31, 2006and
        2005 is $23,000 and $23,000
        respectively.
 
 Long-Term
        Debt
 Long
        term debt consisted of the
        following at December 31:
 
 2006
              2005Equipment
                  note, 25% interest.
                  Principal
              $
  -
              $                 
                  2,484Third
                  party notes, 10% interest
                  due in 2007
              -
              20,000-
              22,484Less
                  current portion
              -
              (1,873)$
  -
              $20,611
 
 NOTE4-
        SHAREHOLDERS’EQUITY
 
 Stock
        Options
  14
  During
        1999, the Company adopted the
        Pagelab Network, Inc. Stock Option and Stock Award Plan (the Plan).  The
        Plan permits the granting of incentive stock options meeting the requirements
        of
        Section 422 of the Internal Revenue Code of 1986, as amended and nonqualified
        options, which do not meet the requirements of Section 422.  A total of
        2,500,000 shares have been reserved under the Plan.  All options will be
        granted at an exercise price not less than the fair market value of the common
        stock on the grant date according to the Plan provisions.  The options
        granted to participants owning more than 10 percent of the Company’s
        outstanding voting stock must be
        granted at an exercise price not less than 110 percent of fair market value
        of
        the common stock on that date.  The options shall expire on the date
        determined by the Board of Directors, but not greater than 10 years from
        the
        grant date. No options were granted under the Plan during the years endedDecember 31,
        2006and
        2005.
 
 A
        summary of outstanding options under
        the Plan as of December 31is as follows:
 
 2006
              2005Shares
              WeightedAverage
                  Exercise
                  Price
              Shares
              Weighted
                  Average Exercise
                  PriceOutstanding
                  at beginning of
                  yr
              142,500
              $.91
              407,600
              $.75
                  to 1.10Canceled/Expired
              (130,000)
              $.75
              (265,100)
              $  1.10Outstanding
                  at end of
                  year
              12,500
              $.83
              142,500
              $.91
 All
        options were fully vested and have a
        have weighted average remaining contractual life of1.02
        years atDecember 31, 2006.
 
 Stock
        Warrants
 The
        Company issued detachable warrants
        with the sale of common stock to purchase 654,800 shares of common stock
        in
        2002. Warrants for 300,000 shares expiredin
        June 2004 and hadan
        exercise price of $0.10 per share.
        Warrants for 354,800 shares of common stock expire from June 2005 to June
        2017,
        become exercisable when the Company’s
        share price reaches $1.00 per share
        and have an exercise price of $0.25per
        share.
 
 The
        Company issued detachable warrants
        with the sale of common stock to purchase 60,000 shares of common stock in
        December 2003. The warrants have a three year life and an exercise price
        of
        $0.25 per share. The Company issued warrants related to the sale of common
        stock
        during 2004. The warrants for2,275,500
        shares expiredin
        2006 and hadan
        exercise an average exercise price of
        $0.13per
        share.
 
 A
        summary of outstandingwarrantsas
        of December 31is as follows:
 
 2006
              
              2005Shares
              
              Weighted-AverageExercisePrice
              
              Shares
              
              Weighted-AverageExercisePriceOutstanding
                  at beginning of
                  year
              
              
              2,376,500
              
              
              $
              .16
              
              
              
              3,235,200
              
              
              $
              .18Granted
              
              
              -
                -
              
              
              
              -
                -
              
              
              
              101,500
              
              
              
              .40Exercised
              
              
              -
                -
              
              
              
              -
                -
              
              
              
              -
                -
              
              
              
              -
                -Canceled/Expired
              
              
              (2,275,500
              )
              
              
              .13
              
              
              
              (960,200
              )
              
              
              .23Outstanding
                  at end of
                  year
              
              
              101,000
              
              
              $
              .16
              
              
              
              2,376,500
              
              
              $
              .16
 All
        warrants were fully vested and have
        a have weighted average remaining contractual life of 1.13 years atDecember 31, 2006.
  15
  NOTE5-
        INCOME TAXES
  2006
              2005Amount
              %
              Amount
              %Expected
                  Federal
              $(118,300)
              (34%)
              $(157,800)
              (34%)Expected
                  State
              (13,900)
              (4%)
              (18,600)
              (
                  4%)Valuation
                  allowance
              132,200
              38%
              176,400
              38%Total
              $-
              -%
              $-
              -%
 
 
 The
        Companyhas anet
        operating loss carry
        forwardtotaling
        approximately $4,280,000 atDecember 31, 2006that
        can be used to offset future
        taxable income.  Due to the uncertainty of the Company’s future
        taxable income, a valuation allowance has been established. The following is
        a listing of the
        Company's net deferred tax assets as of December 31:
 2006
              2005Deferred
                  tax asset relating to net operating loss carry-forwards
              $1,349,200
              $
                  1,217,000Valuation
                  allowance
              (1,349,200)
              (1,217,000)Net
                  deferred tax asset
              0
              0
 
 
 At
        December 31, 2006,
        the Company hasfederal net operating
        losscarry forwards as
        follows:
 
 Federal2019
              49,0002020
              1,010,0002021
              1,051,0002022
              778,0002023
              300,0002024
              280,0002025
              464,0002026
              348,000$
                  4,280,000
 
 NOTE6-
        STOCK BASED
        COMPENSATION
 
 EffectiveJanuary
        1, 2006 ,
the
        Companyadopted the
        provisions of Statement ofFinancial Standards
        No. 123 (revised
        2004), Share-Based Payment ("SFAS
        No. 123(R)"),
        which is a revision of SFAS No. 123.
        SFAS No. 123 (R) supersedes APBOpinion No. 25, Accounting
        for Stock
        Issued to Employees, and amends FASBStatement No. 95, Statement
        of Cash
        Flows. Generally, the approach to accountingfor share-based payments
        in SFAS No.
        123(R) is similar to the approach describedin SFAS No. 123. However,
        SFAS No.
        123(R) requires all new share-based paymentsto employees, including
        grants of
        employee stock options, to be recognized inthe financial statements
        based on their
        fair values. Pro forma disclosure of thefair value of new share-based
        payments
        is no longer an alternative to financialstatement
        recognition.
 
 Prior
        to 2006,the Companyaccounted
        for its employee stock option
        plans underthe intrinsic
        value method, in accordance with the provisions of AccountingPrinciples Board ("APB")
        Opinion No. 25,"Accounting
        for
        Stock Issued toEmployees",
        and related interpretations.
        Compensation expense related to thegranting of employee
        stock options is
        recorded over the vesting period only, if,on the date of grant,
        the fair value of
        the underlying stock exceeds theoption's exercise price.The
        Companyhad adopted the disclosure-onlyrequirements of SFAS
        No.
        123,"Accounting
        for
        Stock-Based Compensation",
        whichallowed entities to
        continue to apply the provisions of APB No. 25 fortransactions with employees
        and provide
        pro forma net income and pro formaincome per share disclosures
        for
        employee stock grants made as if the fair valuebased method of accounting
        in SFAS No.
        123 had been applied to thesetransactions.
  16
 
 NOTE7-
        SUPPLEMENTALCASHFLOWSINFORMATION
 Supplemental
        disclosure of cash flow
        information.
 
 
 2006
              2005Cash
                  paid during year for interest
              $  -
              $300Liabilities
              $  -
              $    -Cash
                  paid during year for income tax
              $  -
              $    -
 
 NOTE8–LEASE
 
 The
        Companyrentsits
        offices under amonth to monthlease.Rent
        expense was $19,748in 2006and $43,934in 2005.
  NOTE10–RECENT
        ACCOUNTING PRONOUNCEMENTS
  In
        February 2006, the FASB issued SFAS No. 155, Accounting for Certain
        Hybrid
        Financial Instruments-an amendment of FASB Statements No. 133 and 140, to
        simplify and make more consistent the accounting for certain financial
        instruments. SFAS No. 155 amends SFAS No. 133, Accounting for Derivative
        Instruments and Hedging Activities, to permit fair value remeasurement
        for any hybrid financial instrument with an embedded derivative that otherwise
        would require bifurcation, provided that the whole instrument is accounted
        for
        on a fair value basis. SFAS No. 155 amends SFAS No. 140, Accounting for the Impairment
        or
        Disposal of Long-Lived Assets, to allow a qualifying special-purpose
        entity to hold a derivative financial instrument that pertains to a beneficial
        interest other than another derivative financial instrument. SFAS No. 155
        applies to all financial instruments acquired or issued after the beginning
        of
        an entity's first fiscal year that begins after September 15, 2006, with
        earlier
        application allowed. This standard is not expected to have a significant
        effect
        on the Company’s future reported financial position or results of
        operations.
  In
        March
        2006, the FASB issued SFAS No. 156, "Accounting for Servicing of Financial
        Assets, an amendment of FASB Statement No. 140, Accounting for Transfers
        and
        Servicing of Financial Assets and Extinguishments of Liabilities". This
        statement requires all separately recognized servicing assets and servicing
        liabilities be initially measured at fair value, if practicable, and permits
        for
        subsequent measurement using either fair value measurement with changes in
        fair
        value reflected in earnings or the amortization and impairment requirements
        of
        Statement No. 140. The subsequent measurement of separately recognized servicing
        assets and servicing liabilities at fair value eliminates the necessity for
        entities that manage the risks inherent in servicing assets and servicing
        liabilities with derivatives to qualify for hedge accounting treatment and
        eliminates the characterization of declines in fair value as impairments
        or
        direct write-downs. SFAS No. 156 is effective for an entity's first fiscal
        year
        beginning after September 15, 2006. This adoption of this statement is not
        expected to have a significant effect on the Company’s future reported financial
        position or results of operations.
  In
        June 2006, the Financial Accounting
        Standards Board (“FASB”)
        issued FASB Interpretation No.
        48,“Accounting
        for
        Uncertainty in Income Taxes”(“FIN
        48”).
        FIN 48 clarifies the accounting for
        uncertainty in income taxes recognized inthe Company
        'sfinancial statements in accordance
        with
        FASB Statement No. 109”Accounting
        for
        Income Taxes.”FIN
        48 also prescribes a
        recognition threshold and measurement attribute for the financial statement
        recognition and measurement of a tax position taken or expected to be taken
        in a
        return, as well as guidance on derecognition, classification, interest and
        penalties and financial statement reporting disclosures. FIN 48 is effective
        forthe
        Company on January
        1, 2007.
        Based on the
        Company's evaluation and analysis, FIN 48 is not expected to have a
        material impact on the
        Company'sfinancial
        statements.
  17
  In
        June 2006, the Emerging Issues Task
        Force ("EITF")
        ratified EITF Issue 06-3,How
        Taxes Collected
        From Customers and Remitted to Governmental Authorities Should Be Presented
        in
        the Income Statement (That Is, Gross versus Net Presentation). A consensus was reached
        that entities
        may adopt a policy of presenting taxes in the income statement on either
        a gross
        or net basis. An entity should disclose its policy of presenting taxes and
        the
        amount of any taxes presented on a gross basis should be disclosed, if
        significant. The guidance is effective for periods beginning afterDecember
        15,
        2006. We present revenues
        net of taxes. EITF 06-3 will not impact the method for recording these sales
        taxes in our financial statements.
 
 In
        September 2006, the FASB issued FASB
        Statement No. 157,“Fair
        Value
        Measurements”(“FAS
        157”),
        which addresses how companies should
        measure fair value when they are required to use a fair value measure for
        recognition or disclosure purposes under generally accepted accounting
        principles. The FASB believes that the new standard will make the measurement
        of
        fair value more consistent and comparable and improve disclosures about those
        measures. FAS 157 is effective for fiscal years beginning afterNovember
        15, 2007 .
  The
        Companyis currently
        evaluating the requirements and impact of FAS 157 onthe Company's
        consolidated financial statements, and will adopt the provisions on January 1, 2008. FAS
        157 is not expected to have a material impact on the Company's
        financial statements.
 
 In
        September 2006, the
        SEC issued Staff Accounting Bulletin 108 (“SAB108”),
        which expresses the
        Staff's views regarding the process of quantifying financial statement
        misstatements. The bulletin was effective at fiscal year end 2006. The
        implementation of this bulletin had no impactonthe
        Company'sresults
        of operations,
        cash flows or financial position.
  18
  Report
        of Independent Registered Public
        Accounting Firm:
 
 Maddox
                  Ungar Silberstein, PLLCCPAs
                  and Business AdvisorsPh(248)203-0080Fx
                  (248) 281-094030600
                  Telegraph Road, Suite 2175Bingham
                  Farms, MI 48025www.maddoxungar.com
 
 REPORT
        OF
        INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
 
 Board
        of
        Directors
 Subjex
        Corporation
 Minneapolis,
        Minnesota
 
 We
        have
        audited the accompanying balance sheet of Subjex Corporation as of December
        31,
        2006 and the related statements of operations, changes in stockholders' equity
        and cash flows for the year then ended. These financial statements are the
        responsibility of the Company's management. Our responsibility is to express
        an
        opinion on these financial statements based on our audit.
 
 We
        conducted our audit in accordance with the standards of the Public Company
        Accounting Oversight Board (United States). Those standards require that
        we plan
        and perform the audit to obtain reasonable assurance about whether the financial
        statements are free of material misstatement. The Company has determined
        that it
        is not required to have, nor were we engaged to perform, an audit of its
        internal control over financial reporting. Our audit included consideration
        of
        internal control over financial reporting as a basis for designing audit
        procedures that are appropriate in the circumstances, but not for the purpose
        of
        expressing an opinion on the effectiveness of the Company's internal control
        over financial reporting. Accordingly, we express no such opinion. An audit
        includes examining on a test basis, evidence supporting the amounts and
        disclosures in the financial statements. An audit also includes assessing
        the
        accounting principles used and significant estimates made by management,
        as well
        as evaluating the overall financial statement presentation. We believe that
        our
        audit provides a reasonable basis for our opinion.
  In
        our
        opinion, the financial statements referred to above present fairly, in all
        material respects, the financial position of Subjex Corporation as of December
        31, 2006, and the results of its operations and cash flows for the year then
        ended in conformity with U.S. generally accepted accounting
        principles.
 
 
 Maddox
        Ungar Silberstein, PLLC
 Bingham
        Farms, Michigan
 March
        30,
        2007 (except for Note 1, as to
 which
        the
        date is September 21, 2007)
  19
  SIGNATURES
 
 Pursuant
        to the requirements of Section
        13 or 15(d) of the Securities and Exchange Act of 1934, the Issuer has duly
        caused this report to be signed on its behalf by the undersigned officers
        and/or
        Directors, there unto duly authorized.
 
 Subjex
        Corporation
 Date:January
        2,
        2008
 
 NAME
              
              TITLE/s/AndrewD.Hyder
              
              President
                  and Chief Executive
                  Officer,






20