U.S. SECURITIES AND EXCHANGE ~~COMMISSION~~COMMISSIONWashington, D.C. 20549

Washington, D.C. 20549

FORM 10-Q

(Mark One)

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

~~For~~FOR ~~the~~THE ~~quarterly~~QUARTERLY ~~period~~PERIOD ~~ended~~ENDED ~~March~~DECEMBER 31, 2013

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

~~For~~¨ ~~the~~TRANSITION ~~transition~~REPORT ~~period~~PURSUANT ~~from~~TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

~~Commission~~FOR ~~File~~THE ~~No.~~TRANSITION ~~000-52177~~PERIOD FROM ___________ TO ___________

~~KALEX~~COMMISSION ~~CORP.~~FILE NUMBER: 0-52177

KALEX CORP. (Exact ~~name~~Name of ~~small~~Company ~~business issuer~~ as ~~specified~~Specified in its ~~charter~~Charter)

Delaware	~~13-3305161~~	13-3305161
(State or other jurisdiction of incorporation Or organization)	(I.R.S. Employer Identification No.)
(State or Other Jurisdiction of Incorporationor Organization)		(I.R.S. EmployerIdentification No.)

~~330~~1717 WMcKinney ~~33rd~~Avenue, ~~Street~~ Suite ~~15M~~700, ~~New~~Dallas ~~York,~~Texas ~~NY 10016~~75202

(Address of Principal Executive Offices)

(~~212~~214) ~~686~~ 418-~~7171~~6940

(~~Issuer~~Company’s ~~telephone~~Telephone ~~number~~Number)

Check whether the issuer (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the preceding 12 months (or for such shorter period that the issuer was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes________________________________________________________________ ~~ No x~~

~~Indicate~~(Former byName, ~~check~~Former ~~mark~~Address, ~~whether the registrant has submitted electronically~~ and ~~posted~~Former onFiscal ~~its corporate Web site~~Year, if ~~any,~~Changed ~~every~~Since ~~Interactive~~Last ~~Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter~~Report) ~~during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes  No x~~

Indicate by check mark whether the ~~registrant~~Company is(1) ahas ~~large~~filed ~~accelerated~~all ~~filer,~~reports anrequired ~~accelerated~~to ~~filer,~~be afiled ~~non-accelerated~~by ~~filer,~~Section 13 or a15(d) ~~smaller~~of ~~reporting~~the ~~company. See~~Securities ~~the~~Exchange ~~definitions~~Act of ~~“large~~1934 ~~accelerated~~during ~~filer,”~~the ~~“accelerated~~preceding ~~filer,”~~12 ~~“non-accelerated~~months ~~filer~~(or for such shorter period that the Company was required to file such reports),” and ~~“smaller~~(2) ~~reporting~~has ~~company”~~been insubject ~~Rule~~to ~~12b-2~~such offiling requirements for the ~~Exchange~~past ~~Act~~90 days. Yes ¨ No x.

~~Large~~Indicate ~~accelerated~~by ~~filer~~check ~~¨ Accelerated~~mark ~~filer~~whether the Company has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes ¨ No x.

~~Non~~Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, ~~¨ Smaller~~or a smaller reporting company. þSee the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act:

~~(Do~~Large ~~not~~accelerated ~~check~~filer if¨ aAccelerated ~~smaller~~filer ¨ Non-accelerated filer ¨ Smaller reporting company) x

Indicate by check mark whether the ~~registrant~~Company is a shell company (as defined in Rule 12b-2 of the Exchange Act): Yes x No ¨.

As of ~~May~~September 15, ~~2013~~2015, the ~~Issuer~~Company had ~~800~~770,~~000,000~~200 ~~authorized~~ shares of common stock ~~and 770,200~~ issued and outstanding.

TABLE OF CONTENTS

		Page
			PAGE
PART I – FINANCIAL INFORMATION
Item 1. Financial Statements		4
ITEM 1.	FINANCIAL STATEMENTS		3
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations		10
	BALANCE SHEETS AS OF DECEMBER 31, 2013 (UNAUDITED) AND JUNE 30, 2013			3
Item 3. Quantitative and Qualitative Disclosures About Market Risk.		13
	STATEMENTS OF OPERATIONS (UNAUDITED) FOR THE THREE AND SIX MONTHS ENDED DECEMBER 31, 2013 AND DECEMBER 31, 2012			4
Item 4. Controls and Procedures		13
	STATEMENTS OF CASH FLOWS (UNAUDITED) FOR THE SIX MONTHS ENDED DECEMBER 31, 2013 AND DECEMBER 31, 2012			5
PART II – OTHER INFORMATION
	NOTES TO UNAUDITED FINANCIAL STATEMENTS			6
Item 1. Legal Proceedings		14
ITEM 2.	MANAGEMIENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS			12
Item 1A. Risk Factors		14
ITEM 3.	QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK			17
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds		14
ITEM 4.	CONTROLS AND PROCEDURES			17
Item 3. Defaults Upon Senior Securities		14
ITEM 4(T).	CONTROLS AND PROCEDURES
Item 4. (Removed and Reserved)		14
PART II – OTHER INFORMATION
Item 5. Other Information		14
ITEM 1.	LEGAL PROCEEDINGS			19
Item 6. Exhibits		14
ITEM 1A.	RISK FACTORS			19
SIGNATURES		15
ITEM 2.	UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS			19
ITEM 3.	DEFAULTS UPON SENIOR SECURITIES			19
ITEM 4.	SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS			19
ITEM 5.	OTHER INFORMATION			19
ITEM 6.	EXHIBITS			19
SIGNATURE				20

~~Table~~PART ofI ~~Contents~~– FINANCIAL INFORMATION

~~PART~~ITEM 1. -FINANCAL ~~FINANCIAL INFORMATION~~STATEMENTS.

KALEX ~~CORPORATION~~CORP.

BALANCE SHEETS

March 31, 2013

	December 31, 2013			June 30, 2013
	(Unaudited)
ASSETS
Current assets
Cash	$	2,099		$	2,918
Total current assets		2,099			2,918

Total assets	$	2,099		$	2,918

LIABILITIES AND STOCKHOLDERS’ DEFICIT
Current liabilities
Accounts payable and accrued expenses	$	17,077		$	15,002
Due to affiliates		34,700			34,700
Advances payable		1,000			17,577
Convertible notes payable, net of discount of $33,197 and $0, respectively		126,023			125,000

Total current liabilities		178,800			192,279

Stockholders’ deficit
Preferred stock - $0.00001 par value, 2,000 shares authorized;
Series A - 1,000 shares authorized, issued and outstanding		--			--
Series B - 100 shares authorized, -0- issued and outstanding		--			--
Common stock - $0.00001 par value, 800,000,000 shares authorized; 845,000 shares issued and 770,200 outstanding		8			8
Treasury stock - at cost, 74,800 shares		(23,025	)		(23,025	)
Additional paid in capital		19,092			19,092
Additional paid in capital - BCF		33,617			--
Accumulated deficit		(206,393	)		(185,436	)

Total stockholders’ deficit		(176,701	)		(189,361	)

Total liabilities and stockholders’ deficit	$	2,099		$	2,918

~~(Unaudited)~~The accompanying notes are an integral part of these financial statements

~~ASSETS~~3

	March 31, 2013			June 30, 2012
Cash and cash equivalents	$	555		$	555
Prepaid expenses		-			41,667
TOTAL ASSETS	$	555		$	42,222
LIABILITIES AND DECIENCY IN ASSETS
Accounts payable and accrued expenses	$	9,406		$	6,239
Due to affiliates		35,387			34,700
Due to non-affiliate		6,979			-
Convertible note payable		125,000			125,000
TOTAL LIABILITIES		176,772			165,939
Preferred stock - $.00001 par value, 100,000 shares authorized
none outstanding		-			-
Series A Preferred stock - $0.0001 par value, 1,000 shares
authorized; 1,000 shares issued and outstanding		-			-
Common stock - $.00001 par value, 800,000,000 shares
authorized, 800,000 shares issued and 725,200 outstanding		8			8
Treasury stock - 74,800 shares		(23,025	)		(23,025	)
Additional paid in capital		10,992			10,992
Accumulated deficit		(164,192	)		(111,692	)
Deficiency in assets		(176,217	)		(123,717	)
TOTAL LIABILITIES AND DEFICIENCY IN ASSETS	$	555		$	42,222

KALEX CORP.

3STATEMENTS OF OPERATIONS

~~Table of Contents~~(Unaudited)

KALEX CORPORATION

	Three Months Ended			Three Months Ended		Six Months Ended			Six Months Ended
	December 31,			December 31,		December 31,			December 31,
	2013			2012		2013			2012

Revenues	$	--		$	--	$	--		$	--

Operating expenses:
General and administrative		2,029			24,649		19,934			48,146

Total operating expenses		2,029			24,649		19,934			48,146

Loss from operations		(2,029	)		24,649		(19,934	)		(48,146	)

STATEMENTS OF OPERATIONS

Interest expense		(1,563	)		(1,563	)		(3,126	)		(3,126	)
Amortization of debt discount		(950	)		--			(1,023	)		--

Net income (loss)	$	(4,542	)	$	(24,649	)	$	(20,957	)	$	(48,146	)

Basic and diluted net loss per common share	$	(0.00	)	$	(0.03	)	$	(0.03	)	$	(0.06	)

Weighted average number of common shares outstanding		770,200			725,200			725,200			725,200

~~For~~The ~~the~~accompanying ~~Quarter~~notes ~~Ended~~are ~~March~~an ~~31,~~integral ~~2013~~part of these unaudited financial statements

~~(Unaudited)~~4

	For the 3 months ended Mach 31, 2013			For the 3 months ended March 31, 2012				For the 9 months ended March 31, 2013			For the 9 months ended March 31,2012
General and administrative expenses	$	2,341			$	20,834		$	44,008		$	62,500
Net loss before other expenses	$	(2,341	)		$	(20,834	)	$	(44,008	)		(62,500	)
Other Expenses
Interest Expense	$	1,563			$	1,563		$	8,492		$	2,605
Total Other Expenses	$	1,563			$	1,563		$	8,492		$	2,605
Net Loss	$	(3,904	)		$	(22,397	)	$	(52,500	)		(65,105	)
Basic and diluted net loss per common share	$	(0.01	)		$	(0.03	)	$	(.07	)	$	(.09	)
Weighted average number of common shares outstanding		725,200				725,200			725,200			725,200

KALEX CORP.

4STATEMENTS OF CASH FLOWS

~~Table of Contents~~(Unaudited)

KALEX CORPORATION

	For the Six Months Ended
	December 31, 2013			December 31, 2012
Cash flows from operating activities:
Net loss	$	(20,957	)	$	(48,146	)
Adjustments to reconcile net loss to net cash used in operating activities:
Amortization of debt discount		1,023
Changes in operating assets and liabilities:
Prepaid expenses		--			20,834
Accounts payable and accrued expenses		2,075			3,257
Due to non-affiliate		--			558

Net cash used in operating activities		(17,859	)		--

Cash flows from financing activities:
Advances paid		(16,577	)		--
Proceeds from issuance of convertible notes		33,617			--

Net cash provided by financing activities		17,040			--

Net change in cash		(819	)		--

Cash, beginning of period		2,918			555

Cash, end of period	$	2,099		$	555

Supplemental disclosure of cash flow information:
Cash paid for interest	$	--		$	--
Cash paid for taxes	$	--		$	--

~~STATEMENTS~~The OFaccompanying ~~DEFICIENCY~~notes INare ~~ASSETS~~an integral part of these financial statements

~~Quarter Ended March 31, 2013~~5

	Common Stock
	800,000,000 shares authorized				Additional		Treasury Stock
	Shares		Par Value		Paid-in		No. of					Accumulated
	Issued		$.00001 per share		Capital		Shares		Amount			Deficit			Total
DEFICIENCY IN ASSETS - DECEMBER 31, 2012		800,000	$	8	$	10,992		74,800	$	(23,025	)	$	(160,288	)	$	(172,313	)
Net loss		-		-		-		-		-			(3,904	)		(3,904	)
DEFICIENCY IN ASSETS - MARCH 31, 2013		800,000		8		10,992		74,800		(23,025	)		(164,192	)		(176,217	)

KALEX CORP.
NOTES TO FINANCIAL STATEMENTS

5(Unaudited)

~~Table~~1. ofNATURE ~~Contents~~OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

~~KALEX~~Nature ~~CORPORATION~~of Operations.

~~STATEMENTS~~Kalex OFCorp ~~CASH~~(“Kalex”, ~~FLOWS~~or the “Company”) was incorporated in the State of Delaware on March 27, 1984. The Company was initially organized under the name “Pennate Corp.” On January 2, 1996, a Certificate of Amendment of Certificate of Incorporation was filed with the State of Delaware changing the Company’s name to “Kalex Corp.” During the past five years the Company was not actively engaged in any business. The Company’s is currently seeking the acquisition of, or merger with, an existing operating business.

~~Quarter~~Summary ~~Ended~~of ~~March~~Significant ~~31,~~Accounting ~~2013~~Policies.

	For the 9 Months ended March 31, 2013			For the 9 months ended March 31, 2012
Cash Flows from Operating Activities
Net loss from operations	$	(52,500	)	$	(65,105	)
Changes in operating assets and liabilities
Pre-paid Expenses		(62,500	)		(62,500	)
Accounts payable and accrued expenses		9,406			2,605
Due to Affiliate		687			-
Due to Non-Affiliate		6,979			-
Net cash used in operating activities		(97,928	)		(125,000	)
Promissory Note Payable		-			125,000
Net Cash Flows provided by Investing Activities		-			125,000
Net change in cash and cash equivalents
Cash and cash equivalents - beginning of quarter	$	555		$	555
Cash and cash equivalents - end of quarter	$	555		$	555
Supplemental Disclosure of Cash Flow Information:
Cash paid for interest	$	-		$	-
Cash paid for taxes	$	-		$	-

Use of Estimates.

6The preparation of financial statements in conformity with generally accepted accounting principles in the United States of America 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 can differ from those estimates.

~~Table~~Cash ofand ~~Contents~~Cash Equivalents.

~~KALEX~~For ~~CORP~~purposes of the balance sheets and statements of cash flows, the Company considers all highly liquid debt instruments with original maturities of three months or less to be cash equivalents.

(AFair ~~DELAWARE~~Value ~~CORPORATION)~~of Financial Instruments.

~~NOTES~~The TOCompany ~~FINANCIAL~~is ~~STATEMENTS~~required to estimate the fair value of all financial instruments included on its balance sheets. The carrying value of prepaid expenses, accounts payable and accrued expenses, due to affiliates and advances payable approximate their fair value due to the short period to maturity of these instruments.

~~March~~Stock ~~31,~~Based ~~2013~~Compensation.

~~NOTE~~The 1Company –periodically ~~SUMMARY~~issues OFshares ~~ACCOUNTING~~of ~~POLICIES~~its common stock in exchange for, or in settlement of, services. The Company’s management values the shares issued in such transactions at either the then market price of the Company’s common stock, as determined by the Board of Directors and after taking into consideration factors such as volume of shares issued or trading restrictions, or the value of the services rendered, whichever is more readily determinable.

Kalex Corp. ("the Company") was incorporated on March 27, 1984 under the laws of the State of Delaware. The company is a publicly-owned company, not currently operating in any business. The company, through a wholly-owned subsidiary, was previously in the real estate business.6

~~The~~Income ~~Company’s business is to pursue a business combination through acquisition, or merger with, an existing company~~Taxes. As of the date of the financial statements, the Company is not conducting negotiations with any target business. No assurances can be given that the Company will be successful in locating or negotiating with any target company.

~~Since~~The ~~inception,~~Company accounts for income taxes under the asset and liability method. The Company ~~has~~recognizes deferred tax assets and liabilities for the expected future tax consequences of events that have been ~~engaged~~included in ~~organizational~~the ~~efforts~~financial statements or tax returns. Under this method, deferred tax assets and liabilities are determined based on the difference between the financial statement amounts and their tax bases using enacted tax rates in effect for the year in which the differences are expected to be recovered or settled. The components of the deferred tax assets and liabilities are classified as current and non-current depending on their characteristics. A valuation allowance is provided for certain deferred tax assets if it is more likely than not that the Company will not realize tax assets through future operations.

~~Method~~In addition, the Company’s management performs an evaluation of ~~Accounting~~all uncertain income tax positions taken or expected to be taken in the course of preparing the Company’s income tax returns to determine whether the income tax positions meet a “more likely than not” standard of required to be performed for all open tax years, as defined by the various statutes of limitations for federal and state purposes.

~~The~~Comprehensive ~~Company maintains its books and prepares its financial statements on the accrual basis of accounting~~Loss.

~~Cash~~The ~~and~~Company ~~Cash~~reports ~~Equivalents~~items of comprehensive income or loss with the same prominence as other financial statements. The Company had no other components of comprehensive loss other than net loss as reported on the statement of operations.

~~Cash~~Basic and ~~cash~~Diluted ~~equivalents~~Loss ~~include~~Per ~~time deposits, certificates of deposit, and all highly liquid debt instruments with original maturities of three months or less~~Share. ~~The Company maintains cash and cash equivalents at financial institutions, which periodically may exceed federally insured amounts.~~

~~Loss~~Basic ~~Per~~loss ~~Common~~per ~~Share~~common share is computed by dividing net loss available to common stockholders by the weighted average number of common shares outstanding during the period. Diluted loss per common share is computed similar to basic loss per common share except that the denominator is increased to include the number of additional common shares that would have been outstanding if the potential common shares had been issued and if the additional common shares were dilutive.

~~Loss~~Recent ~~per common share is computed in accordance with FASB ASC 260-10 (Prior authoritative literature Statement of Financial~~ Accounting ~~Standards No~~Pronouncements. ~~128, “Earnings Per Share”), by dividing income (loss) available to common stockholders by weighted average number of common shares outstanding for each period.~~

~~Use~~The Company does not expect the adoption of ~~Estimates~~recently issued accounting pronouncements to have a significant impact on the Company’s results of operations, financial position, or cash flows.

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 period2. ~~Actual~~ ~~results~~GOING ~~can differ from those estimates.~~CONCERN

~~Income~~As ~~Taxes~~shown in the accompanying financial statements, the Company has incurred operating losses and has a working capital deficiency and accumulated deficit of $176,701 and $206,393 respectively, as of December 31, 2013. The Company is subject to those risks associated with blank check companies. The Company has sustained recurring losses and additional debt and equity financing will be required by the Company to find its acquisition activities and to support operations. However, there is no assurance that the Company will be able to obtain additional financing. Furthermore, there is no assurance that the Company will be able to identify and assimilate any target acquisition and that once an acquisition has been made, that profitable operations will be achieved. These factors, among others, raise substantial doubt that the Company will be able to continue as a going concern.

The Company accounts for income taxes in accordance with FASB ASC 740-10 (Prior authoritative literature Statement of Financial Accounting Standards No. 109, “Accounting for Income Taxes”), using the asset and liability approach, which requires recognition of deferred tax liabilities and assets for the expected future tax consequences of temporary differences between the carrying amounts and the tax basis of such assets and liabilities. This method utilizes enacted statutory tax rates in effect for the year in which the temporary differences are expected to reverse and gives immediate effect to changes in income tax rates upon enactment. Deferred tax assets are recognized, net of any valuation allowance, for temporary differences and net operating loss and tax credit carry forwards. Deferred income tax expense represents the change in net deferred assets and liability balances.7

~~Recent~~3. ~~Pronouncements~~RELATED PARTY TRANSACTIONS

~~The~~Due ~~Company does not expect the adoption of recently issued accounting pronouncements~~ to ~~have a significant impact on the Company’s results of operations, financial position, or cash flow~~Affiliates.

7Due to affiliates represents cash advances from various entities owned or affiliated with the Company used for working capital purposes. These advances bear no interest, are due on demand, and are to be repaid as cash becomes available.

~~Table~~As of ~~Contents~~December 31, 2013 and June 30, 2013, the Company had amounts due to the following affiliates:

Equity Securities

Kumala,Inc.	$	13,000
Kuno Laren		8,000
Grant lnc.		10,000
Norman King		3,700
	$	34,700

~~Holders of shares of common stock shall be entitled to cast one vote for each common share held at all stockholder’s meetings for all purposes, including the election of directors~~4. ~~The~~ ~~common~~ADVANCES ~~stock~~PAYABLE ~~does not have cumulative voting rights.~~

~~The~~Periodically ~~preferred~~throughout ~~stock~~the ofyear, the Company ~~shall~~also bereceives ~~issued~~cash byadvances ~~the~~for ~~Board~~working ofcapital ~~Directors~~purposes offrom ~~the~~various ~~Company~~third inparties. ~~one~~These oradvances ~~more~~bear ~~classes~~no orinterest, ~~one~~are ordue ~~more~~on ~~series~~demand, ~~within any class~~ and ~~such~~are ~~classes~~to orbe ~~series~~repaid ~~shall~~as ~~have~~cash ~~such~~becomes ~~voting~~available. ~~powers,~~As ~~full~~of orDecember ~~limited~~31, or2013 ~~no voting powers,~~ and ~~such designations~~2012, ~~preferences,~~the ~~limitations~~Company orhad ~~restrictions~~outstanding asadvances in the ~~Board~~amounts of ~~Directors~~$1,000 ofand ~~the Company may determine~~$17,577, ~~from time to time~~respectively.

No5. ~~holder~~CONVERTIBLE ofPROMISSORY shares of stock of any class shall be entitled as a matter of right to subscribe for or purchase or receive any part of any new or additional issue of shares of stock of any class, or of securities convertible into shares of stock or any class, whether now hereafter authorized or whether issued for money, for consideration other than money, or by way of dividend.NOTES

~~NOTE~~On November 2, –2011, ~~LIQUIDITY~~the ~~AND~~Company ~~GOING~~issued ~~CONCERN~~to its securities counsel a convertible promissory note, in lieu of cash payment, for past, current, and future legal work in the amount of $125,000 (“Note”). The legal and professional services include the Company’s continuing Securities and Exchange Commission reporting requirements and certain general corporate matters, including, review and drafting of general corporate documents (e.g., press releases, minutes of meetings or consents of directors and/or shareholders, employment agreements, shareholder agreements and consulting agreements). Such representation covers conferences, correspondence and teleconferences with corporate officers and consultants. The representation also includes the preparation, drafting and filing of the Company’s Annual, Periodic and other reports (such as Forms 10-Q, 10-K, 8-K, and Forms 3, 4 and 5) to be filed with the Securities and Exchange Commission, as well as the preparation, drafting and filing of the Company’s Proxy Statement in connection with its Annual Meeting of Shareholders. Also provided shall be information on material updates to SEC filing requirements and review of press releases prior to dissemination. The Note bears interest at 5 percent per annum, and is due on March 1, 2014. It is convertible into common stock of the Company at a conversion price equal to the lesser of 50% of the average closing price of the common stock price during the ten trading days immediately prior to the conversion date as quoted by Bloomberg LP or such other quotation service as mutually agreed by the parties, or $0.025, subject to certain limitations and conditions. Legal fees, in connection with the note, equates to $6,945 per month until fully utilized on June 30, 2013. The Company’s management is currently negotiating an extension of the Note.

The Company’s financial statements have been presented on the basis that it is a going concern, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company has reported recurring losses from operations. As a result, there is an accumulated deficit of $176,772 at March 31, 2013.8

~~NOTE~~On 3September –23, ~~DUE~~2013, TOthe ~~AFFILIATES~~Company entered into a Convertible Promissory Note (“WBD Note”) with WBD Holdings, LLC (“WBD”) pursuant to which the Company received $5,000 as a loan from WBD. The WBD Note is convertible to common stock, in whole or in part, at any time and from time to time before maturity at the option of WBD at $0.0005 per share. The WBD Note has a term of three years and accrues interest at 10.0% per year. Conversion rights have not been exercised by WBD. The beneficial conversion feature resulting from the discounted conversion price compared to market price was valued on the date of grant $5,000. This value was recorded as a discount on debt and offset to additional paid in capital.

~~Due~~On September 23, 2013, the Company entered into a Convertible Promissory Note (“Silverman 1 Note”) with C. Silverman Family Property Trust (“Silverman FPT”) pursuant to ~~affiliates~~which ~~represents~~the ~~cash~~Company ~~advances~~received $7,500 as a loan from ~~various~~Silverman ~~persons~~FPT. ~~who~~The Silverman 1 Note is convertible to common stock, in whole or in part, at any time and from time to time before maturity at the option of Silverman FPT at $0.0005 per share. The Silverman 1 Note has a term of three years and accrues interest at 10.0% per year. Conversion rights have ~~loaned~~not been exercised by Silverman FPT. The beneficial conversion feature resulting from the ~~company~~discounted ~~funds~~conversion price compared to market price was valued on the date of grant $7,500. ~~There~~As ~~are~~of noSeptember ~~repayment~~30, ~~terms~~2013, the Company had received an advance of $5,000 under the Silverman 1 Note. The beneficial conversion feature resulting from the discounted conversion price compared to market price was valued on the date of grant $5,000. This value was recorded as a discount on debt and offset to additional paid in capital.

AOn September 23, 2013, the Company entered into a second Convertible Promissory Note (“Silverman 2 Note”) with C. ~~The~~ ~~company~~Silverman ~~has~~Family ~~been~~Property ~~operating~~Trust ~~out~~(“Silverman ofFPT”) pursuant to which the ~~premises~~Company ~~either~~received ~~owned~~$23,617 byas a loan from Silverman FPT. The Silverman 2 Note is convertible to common stock, in whole or ~~leased~~in part, at any time and from time to time before maturity at the ~~president~~option of Silverman FPT at $0.0005 per share. The Silverman 2 Note has a term of three years and ~~CEO~~accrues interest at 10.0% per year. Conversion rights have not been exercised by Silverman FPT from inception of the ~~company~~agreement through June 30, 2014. AsThe beneficial conversion feature resulting from the ~~company~~discounted isconversion ~~not~~price ~~generating~~compared ~~any~~to ~~operational~~market ~~income~~price was valued on the date of grant $23,617. noThis ~~rent~~value ~~has~~was ~~been~~recorded ~~charged~~as a discount on debt and offset to ~~the~~additional ~~company~~paid in capital.

~~B. Some~~The ofdiscounts ~~the~~on ~~company's~~debt ~~bills~~are ~~have~~being ~~been~~amortized ~~paid~~effective byinterest ~~its~~method ~~former~~over ~~president~~the ~~and~~terms ~~CEO, and its current CEO, as well as other companies and individuals affiliated with them. As~~ of ~~March 31, 2013 a total of $35,837 is owed to~~ the ~~related~~convertible ~~parties as follows:~~notes.

Kumala,Inc.			13,000
Kuno Laren			8,000
Grant lnc.			10,000
Estate of Norman King			687
Norman King			3,700

6. STOCKHOLDERS’ EQUITY

~~NOTE~~On 4November –30, ~~CONVERTIBLE~~2010, ~~PROMISSORY~~the ~~NOTE~~Board of Directors of the Company approved a Certificate of Amendment of Certificate of Incorporation to increase the authorized shares of common stock to 800,000,000 and to increase the authorized shares of preferred stock to 2,000. In addition, the Company decreased its par value of its Common and Preferred stock to $0.00001 per share, respectively.

On ~~November~~March 215, 2011, the ~~Company~~Board ~~issued~~of toDirectors ~~its securities counsel a convertible promissory note, in lieu~~ of ~~cash~~the ~~payment,~~Company ~~for~~approved ~~past,~~the ~~current,~~designation and ~~future~~authorized ~~legal work in~~ the ~~amount~~issuance of ~~$125~~1,000 ~~(“Note”).~~shares ~~The~~of ~~engagement~~Series ~~includes~~A ~~the~~preferred ~~Company’s continuing Securities and Exchange Commission reporting requirements and certain general corporate matters~~stock, ~~including,~~$0.0001 ~~review~~par ~~and drafting of general corporate documents (e~~value.~~g.,~~ ~~press~~Per ~~releases,~~the ~~minutes~~Certificate of ~~meetings or consents of directors and/or shareholders~~Designation, ~~employment~~each ~~agreements,~~Series ~~shareholder~~A ~~agreements~~preferred ~~and~~share ~~consulting~~is ~~agreements).~~convertible ~~Such~~at ~~representation~~any ~~covers~~time ~~conferences,~~into ~~correspondence and telephone conversations with corporate officers and consultants. The representation also includes the actual preparation~~200,000 ~~drafting~~shares ~~and filing~~ of the Company’s ~~Annual,~~common ~~Periodic~~stock. ~~and~~In ~~other~~case ~~reports~~of ~~(such~~any ~~as Forms 10-Q~~reorganization, ~~10-K~~consolidation, ~~8-K,~~or ~~Forms~~merger 3,in 4which ~~and~~the 5)common tostock beholders ~~filed~~become ~~with~~entitled ~~the~~to ~~Securities~~receive ~~and~~other ~~Exchange Commission~~stock, assecurities ~~well~~or ~~as the actual preparation~~property, ~~drafting and filing of~~ the Company’s ~~Proxy Statement in connection with its Annual Meeting of Shareholders. Also provided~~ shall beconvert ~~information~~each onholder’s ~~material~~Series ~~updates~~A topreferred ~~SEC~~shares ~~filing~~into ~~requirements~~the ~~and~~Company’s ~~review~~common ofstock ~~press~~immediately ~~releases~~ prior to ~~dissemination.~~the ~~The~~closing ~~Note~~of ~~bears~~such ~~interest~~reorganization ~~at 5 percent per annum~~consolidation, ~~and~~or ismerger ~~due on March 1, 2014. It is convertible into common stock~~ of the Company. atThose aholders ~~conversion~~shall ~~price~~then ~~equal~~receive to the ~~lesser~~pro ofrate ~~50%~~number of ~~the~~shares ~~average closing price~~ of ~~the common~~ stock ~~price~~or ~~during~~other ~~the~~securities ~~ten~~or ~~trading~~property ~~days~~as ~~immediately~~would ~~prior~~entitle tothem. In the ~~conversion~~event ~~date~~of asany ~~quoted~~liquidation, bydissolution ~~Bloomberg LP~~ or ~~such~~winding ~~other~~up ~~quotation~~of ~~service as mutually agreed by~~ the ~~parties~~Company, orthe ~~$0.025.~~holders’ ~~The~~of ~~conversion~~the ~~price~~Company’s ~~may~~Series beA ~~adjusted~~preferred ~~for~~stock ~~issuance~~obtain ofa ~~common~~liquidation ~~shares~~preference of the ~~Company~~assets available for ~~less~~distribution ~~than~~on ~~the~~an ~~conversion~~as ~~price~~converted ~~under~~basis ~~the~~with ~~Note,~~other ~~and~~holders ~~for~~of ~~share~~the ~~reclassifications~~Company’s common stock.

~~Legal fees, in connection with the note, equates to $6,945 per month. They became fully utilized as of December 31, 2012.~~9

~~NOTE~~7. 5DIRECTOR –AND ~~EQUITY~~OFFICER DEPARTURES

~~The~~On ~~Articles~~November of1, ~~Incorporation~~2011, ~~reflect that~~ the ~~Company~~following ispersons ~~authorized~~resigned toas ~~issue~~members ~~800,000,000 shares~~ of ~~common~~the ~~stock~~Company’s ~~having~~Board aof ~~par~~Directors: ~~value~~Albert ofSolomon, $John H.~~00001~~ ~~per~~Jackson, ~~share~~Inga ~~and 2~~Lamonica,~~000~~ ~~shares~~Russell ofMachover, ~~preferred~~Noel ~~stock~~Raskin, ~~having~~Adam aSeitz, ~~par~~and ~~value~~Mubada ofGaby $Dakwar.~~00001~~ ~~per~~The ~~share.~~resignations ~~The~~of ~~Company~~these ~~has~~board ~~725,200~~members ~~common~~were ~~shares~~not ~~outstanding~~the ~~and~~result ~~74,800~~of ~~common~~any ~~shares~~disagreement inwith ~~treasury~~the ~~stock.~~Company ~~There~~on ~~1,000~~any ~~shares~~matter ofrelating ~~Series~~to Aour ~~preferred~~operations, ~~shares~~policies, ~~outstanding~~or practices.

8On February 2, 2012, Leonard Isaacson resigned as a director, and as the Chief Financial Officer and the Secretary of the Company.

~~Table~~The resignation of ~~Contents~~Leonard Isaacson was not the result of any disagreement with the Company on any matter relating to our operations, policies, or practices.

~~NOTE~~On 6June –12, ~~SUBSEQUENT~~2012, ~~EVENTS~~Norman King, the Company’s Chief Executive Officer and Chairman, passed away.

On April 2, 2013, the Company entered into a Share Exchange Agreement (the "Share Exchange Agreement"), which Share Exchange Agreement remains subject to closing, with American International Football Corporation, Inc8., aSTOCK ~~Nevada~~AGREEMENTS corporation (“AIFC”), the Estate of Norman King (the “Estate”) and the shareholder owning all the issued and outstanding capital stock of AIFC (the “AIFC Shareholder”). At the closing (the “Closing”) of the share exchange, Kalex will issue to the AIFC Shareholder approximately 90% ownership of Kalex and the AIFC Holders will transfer 100% of the outstanding capital stock of AIFC to Kalex, which transfer will result in AIFC becoming the wholly-owned subsidiary of Kalex (the “Share Exchange”).

InOn ~~connection~~July ~~with~~12, ~~the Share Exchange~~2010, the ~~parties~~Company toentered ~~the~~into ~~Share~~a ~~Exchange~~Stock Agreement ~~agreed~~with toBruce ~~recapitalize~~Zigler ~~Kalex so that, upon the consummation~~ of ~~the~~American ~~Share~~Marketing ~~Exchange~~Complex International, ~~the AIFC Shareholder will hold 90% of the fully diluted ownership of Kalex~~Inc. ~~The Estate, by virtue of the passing of the Company’s former Chief Executive Officer, Norman King, currently owns 1,000 shares of Series A Convertible Preferred Stock of Kalex~~ (~~the~~ “~~Preferred Shares~~AMCII”), ~~which~~(“the ~~Preferred Shares are convertible into 200,000,000 shares of Common~~ Stock ~~and~~Agreement”) ~~have~~for the ~~right~~purchase ~~to the number~~ of ~~votes~~certain ~~equal~~media tocredits ~~51%~~with ofa ~~the~~stated ~~vote~~value ~~required to approve any action~~ of ~~the Company. Accordingly~~$15, ~~the parties to the Share Exchange Agreement agreed that~~000,000 ~~at the Closing, the Estate will surrender for cancellation the Preferred Shares~~ in exchange for ~~the issuance of 200~~60,000,000 shares of ~~Kalex~~the Company’s common stock. ~~Furthermore,~~The atStock ~~the~~Agreement ~~Closing~~was orrescinded ~~within~~in aits ~~reasonable~~entirety, ~~time~~as ~~after~~mutually ~~the Closing~~agreed, ~~the~~on ~~Company~~July ~~will~~12, ~~issue~~2012. ~~100~~Accordingly, ~~shares~~the recission of ~~its~~the ~~newly~~Stock ~~designated~~Agreement ~~Series~~has Bbeen ~~Preferred~~reflected ~~(as~~in ~~defined below) to Edward Vakser,~~ the ~~Chief~~accompanying ~~Executive~~financial ~~Officer~~statements as of ~~AIFC~~June ~~and~~30, ~~the AIFC Shareholder~~2012.

AtOn ~~the~~April ~~Closing~~2, ~~an aggregate of 9~~2013,~~924,300~~ ~~shares of Common Stock will be issued to~~ the ~~AIFC~~Company ~~Shareholder,~~entered ~~100~~into ~~shares~~a ofShare ~~Series~~Exchange BAgreement ~~Preferred~~with ~~will~~American beInternational ~~issued~~Football ~~to the AIFC Shareholder~~Corporation, ~~200~~Inc.,~~000~~ ~~shares of Common Stock will be issued to~~ the Estate ~~and~~of ~~100,000~~Norman ~~shares~~King ofand ~~Common~~the ~~Stock~~stockholder ~~will~~owning beall the issued toand ~~Kalex’s~~outstanding ~~current~~capital ~~President,~~stock ~~Arnold~~of FAIFC. ~~Sock,~~This asagreement ~~compensation~~was ~~for~~terminated ~~prior~~on ~~services~~August to7, ~~the Company and his efforts in consummating the Share Exchange~~2013.

~~The~~9. ~~Company's~~PROVISION ~~obligation~~FOR toINCOME ~~complete the Share Exchange is subject to the fulfillment or waiver by the Company of conditions contained in the Share Exchange Agreement including, but not limited to, the following conditions:~~TAXES

*The ~~AIFC~~Company ~~must~~is ~~deliver~~subject to ~~the~~taxation in various jurisdictions. The Company ~~financial~~continues ~~statements~~to ofremain ~~AIFC~~subject ~~and~~to ~~its~~examination ~~subsidiaries;~~by U.S. taxing authorities for the fiscal years ended June 30, 2011 through June 30, 2013, and tax years 2010-2012.

*As ~~AIFC~~of ~~must~~December ~~pay~~31, ~~all~~2013 ~~costs~~and ~~associated~~June ~~with~~30, ~~getting~~2013, the Company ~~current~~had ~~under~~accumulated operating losses of approximately $206,000 and $185,000, respectively, which can be used to offset future income taxes. The Company, however, has not filed its ~~periodic~~required ~~reporting~~tax ~~requirements~~returns for those years subject to examination. Therefore, utilization of its operating losses against future taxable income will not be available to the Company until the required returns are filed. Although, the Company does not anticipate owing any income taxes for the years ended June 30, 2014 and 2013, the Company’s management is currently engaging a tax professional to file the returns as appropriate. Any interest and penalties, if any, are included in operating expenses in the accompanying statements of operations.

On April 2, 2013, the Company filed a Certificate of Designation for its newly designated Series B Preferred Stock (the “Certificate of Designation”) with the Secretary of State of the State of Delaware to designate 100 shares of the Company authorized preferred stock as Series B Preferred Stock, par value $0.00001 per share (“Series B preferred”). The record holders of the Series B Preferred shall have the right to vote on any matter with holders of Common Stock voting together as one class. The record holder(s) of the 100 shares of Preferred B Stock shall have that number of votes (identical in every other respect to the voting rights of the holders of Common Stock entitled to vote at any regular or special meeting of the shareholders) equal to that number of Common Stock which is not less than 51% of the vote required to approve any action, which Delaware law provides may or must be approved by vote or consent of the holder of Common Stock or the holders of other securities entitled to vote, if any. Holders of the Series B Preferred are not entitled to receive dividends, not entitled to conversion rights and not entitled to liquidation preferences.10

~~In April 2013, the Company issued to its former directors 45,000 shares of common stock pursuant to what might have been considered an oral agreement with our late CEO, Mr~~10. ~~King. Since~~SUBSEQUENT each of the Company's former directors resigned their positions without dispute, the Company’s position was that no shares were due. However, the Company's management decided it was in the best interest of the Company to obtain releases from the former directors. Accordingly, and in honor of Mr. King's relationships with the former directors, the Company issued the 45,000 shares in consideration for their execution of a release to the Company.EVENTS

On April 9, 2015. the Company’s sole board member, Arnold F. Sock, appointed J. Scott Tassan as the chief financial officer (principal financial and accounting officer) of the Company. Mr. Tassan’s experience as the financial officer of several companies in the past led to the conclusion that he should serve as the chief financial officer of the Company in light of the Company’s business and structure.

~~Table~~On May 18, 2015, the Company entered into an Acquisition Agreement with all the owners of ~~Contents~~the common stock of LCP, Inc. for the purchase of 80% of the outstanding common stock of LCP by the Company, thereby making it a majority owned subsidiary of the Company. On June 4, 2015, the parties to the Acquisition Agreement entered into an Addendum to Acquisition Agreement. The effective date of this transaction is the date that the last signature is obtained on the documents, which is June 13, 2015.

~~Item~~In ~~2. Management~~compliance with the terms of the Acquisition Agreement discussed above, on June 15, 2015 the Company’s ~~Discussion~~sole board member, Arnold F. Sock, appointed J. Scott Tassan, Edward Vakser, and ~~Analysis~~Scott N. Weinert, as members of ~~Financial~~the ~~Conditions~~Company’s Board of Directors. Immediately thereafter, Mr. Sock resigned as a director and ~~Results~~officer of ~~Operations~~the Company.

~~The~~On ~~following~~June ~~discussion~~16, ~~and~~2015 ~~analysis~~the ~~should~~Company’s beBoard ~~read~~of inDirectors ~~conjunction~~appointed ~~with~~Scott ~~our~~N. ~~consolidated financial statements~~Weinert, ~~including~~as the ~~notes~~Chieif ~~thereto,~~Executive ~~appearing~~Officer inand ~~this~~President ~~Form~~of ~~10-Q~~the ~~and~~Company. inJ. ~~our~~Scott ~~Annual~~Tassan ~~Report~~was onconfirned ~~Form~~to ~~10-K~~continue ~~for~~to ~~the~~serve ~~fiscal~~as ~~year~~the ~~ended~~Chief ~~June~~Financial ~~30,~~Officer ~~2012,~~of ~~which~~the ~~is hereby referenced~~Company.

~~Certain~~Mr. ~~statements,~~Weinert’s ~~other~~experience ~~than~~as ~~purely historical information, including estimates, projections, statements relating to our business plans, objectives, and expected operating results, and~~ the ~~assumptions~~chief ~~upon~~executive ~~which~~officer ~~those statements are based, are “forward-looking statements” within the meaning~~ of ~~the~~several ~~Private~~companies ~~Securities~~in ~~Litigation Reform Act of 1995, Section 27A of~~ the ~~Securities~~past ~~Act~~led of 1933 and Section 21E of the Securities Exchange Act of 1934. These forward-looking statements generally are identified by the words “believes,” “project,” “expects,” “anticipates,” “estimates,” “intends,” “strategy,” “plan,” “may,” “will,” “would,” “will be,” “will continue,” “will likely result,” and similar expressions. We intend such forward-looking statements to ~~be covered by~~ the ~~safe-harbor~~conclusion ~~provisions~~that ~~for~~he ~~forward-looking~~should ~~statements~~serve ~~contained~~as in the ~~Private~~chief ~~Securities~~executive ~~Litigation~~officer ~~Reform Act~~ of 1995, and are including this statement for purposes of complying with those safe-harbor provisions. Forward-looking statements are based on current expectations and assumptions that are subject to risks and uncertainties which may cause actual results to differ materially from the ~~forward-looking~~Company statements. Our ability to predict results or the actual effect of future plans or strategies is inherently uncertain. Factors which could have a material adverse affect on our operations and future prospects on a consolidated basis include, but are not limited to: changes in ~~economic~~light ~~conditions, legislative/regulatory changes, availability~~ of ~~capital,~~the Company’s interest rates, competition, and generally accepted accounting principles. These risks and uncertainties should also be considered in evaluating forward-looking statements and undue reliance should not be placed on such statements. We undertake no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise. Further information concerning our business, ~~including additional factors that could materially affect our financial results, is included herein~~ and ~~in our other filings with the SEC~~structure.

~~The~~On ~~Company~~June ~~currently~~16, ~~does~~2015, ~~not~~the ~~engage~~Company inhas ~~any~~a ~~business~~new ~~activities~~address ~~that~~and ~~provide~~telephone ~~cash~~number: ~~flow. During~~1717 ~~the~~McKinney ~~next~~Avenue, ~~twelve~~Suite ~~months~~700, weDallas ~~anticipate~~Texas ~~incurring~~75202; ~~costs~~(214) ~~related to:~~418-6940.

~~(i) filing~~On ~~Exchange~~August 19, 2015, the Company received a letter from the SEC’s Division of Corporation Finance stating that the Company is delinquent in its required filings under the 1934 Act. It also stated that if the Company has not filed all required reports within fifteen days from the date of the letter, it could be subject to administrative proceedings to revoke its registration under the 1934 Act. Counsel for the Company has contacted the sender of the letter, by telephone and letter, and requested an extension to October 13, 2015 for filing all required reports, including the 2015 Form 10-K. On September 14, 2015, counsel for the Company was informed that it was acceptable to the Division of Corporation Finance for the Company to bring current all of its delinquent filings, and the 2015 Form 10-K, not later than October 13, 2015.

~~(ii) investigating~~On September 10, ~~analyzing~~2015, Scott N. Weinert resigned as President and ~~consummating~~a anmember ~~acquisition~~of the board of directors of the Company to pursue other interests. There was no disagreement between the Company and Mr. Weinert prior to the resignation. The Company’s board of directors has appointed J. Scott Tassan, the Company’s Chief Financial Officer, as the Company’s interim Chief Executive Officer and President.

We believe we will be able to meet these costs through use of funds in our treasury, through deferral of fees by certain service providers and additional amounts, as necessary, to be loaned to or invested in us by our stockholders, management or other investors.11

~~The~~ITEM Company may consider acquiring a business which has recently commenced operations, is a developing company in need of additional funds for expansion into new products or markets, is seeking to develop a new product or service, or is an established business which may be experiencing financial or operating difficulties and is in need of additional capital2. InMANAGEMENT’S ~~the~~DISCUSSION ~~alternative,~~AND aANALYSIS ~~business~~OF ~~combination~~FINANCIAL ~~may~~CONDITION ~~involve~~AND ~~the~~RESULTS ~~acquisition~~OF of, or merger with, a company which does not need substantial additional capital but which desires to establish a public trading market for its shares while avoiding, among other things, the time delays, significant expense, and loss of voting control which may occur in a public offeringOPERATIONS.

~~Any~~The ~~target~~following ~~business~~management’s ~~that~~discussion isand ~~selected~~analysis ~~may be a financially unstable company or an entity in its early stages~~ of ~~development~~financial orcondition ~~growth,~~and ~~including~~results ~~entities without established records~~ of ~~sales~~operations oris ~~earnings.~~based ~~In that event~~upon, weand ~~will~~should be ~~subject~~read ~~to numerous risks inherent~~ in ~~the~~conjunction ~~business and operations of financially unstable and early stage or potential emerging growth companies. In addition, we may effect a business combination~~ with ~~an entity in an industry characterized by a high level of risk~~, ~~and, although~~ our ~~management~~unaudited ~~will~~financial ~~endeavor~~statements toand ~~evaluate~~related ~~the~~notes ~~risks~~included ~~inherent~~elsewhere in athis ~~particular~~Form ~~target business~~10-Q, ~~there~~which ~~can~~have bebeen noprepared ~~assurance~~in ~~that~~accordance wewith ~~will~~accounting ~~properly~~principles ~~ascertain~~generally oraccepted ~~assess~~in ~~all~~the ~~significant~~United ~~risks~~States.

~~The Company anticipates that the selection of a business combination will be complex and extremely risky~~Overview. Because of general economic conditions, rapid technological advances being made in some industries and shortages of available capital, our management believes that there are numerous firms seeking even the limited additional capital which we will have and/or the perceived benefits of becoming a publicly traded corporation. Such perceived benefits of becoming a publicly traded corporation include, among other things, facilitating or improving the terms on which additional equity financing may be obtained, providing liquidity for the principals of and investors in a business, creating a means for providing incentive stock options or similar benefits to key employees, and offering greater flexibility in structuring acquisitions, joint ventures and the like through the issuance of stock. Potentially available business combinations may occur in many different industries and at various stages of development, all of which will make the task of comparative investigation and analysis of such business opportunities extremely difficult and complex.

10The Company is currently considered to be a “blank check” company in as much as we have no specific business plans, no operations, revenues or employees. The Company currently has no definitive agreements or understanding with any prospective business combination candidates and has not targeted any business for investigation and evaluation nor are there any assurances that it will find a suitable business with which to combine. The implementation of the Company’s business objectives is wholly contingent upon a business combination and/or the successful sale of securities in the company. The Company intends to utilize the proceeds of any offering, any sales of equity securities or debt securities, bank and other borrowings or a combination of those sources to effect a business combination with a target business which it believes has significant growth potential. While the Company we may, under certain circumstances, seek to effect business combinations with more than one target business, unless and until additional financing is obtained, the Company will not have sufficient proceeds remaining after an initial business combination to undertake additional business combinations.

~~Table~~The ofCompany ~~Contents~~does not engage in any business activities that provide cash flow. However, during the next twelve months the Company anticipates incurring costs related to:

Recent Events

	·	filing reports as required to be filed under the Securities Exchange Act of 1934; and
	·	investigating, analyzing and consummating an acquisition.

InThe ~~April 2013, the~~ Company ~~issued~~believes toit ~~its~~will ~~former~~be ~~directors~~able ~~45,000 shares of common stock pursuant~~ to ~~what~~meet ~~might~~these ~~have~~costs ~~been~~through ~~considered~~use anof ~~oral~~funds ~~agreement~~in ~~with~~its ~~our late CEO~~treasury, ~~Mr.~~through ~~King. Since~~deferral ~~each~~ of ~~the~~fees ~~Company's~~by ~~former~~certain ~~directors~~service ~~resigned~~providers ~~their~~and ~~positions~~additional ~~without dispute~~amounts, ~~the~~as ~~Company’s position was that no shares were due. However~~necessary, ~~the~~to ~~Company's~~be ~~management~~loaned ~~decided it was in the best interest of the Company~~ to ~~obtain~~or ~~releases~~invested ~~from the former directors. Accordingly, and~~ in ~~honor of Mr. King's relationships with~~ the ~~former directors, the~~ Company ~~issued~~by ~~the~~its 45stockholders,~~000~~ ~~shares~~management inor ~~consideration~~other ~~for their execution of a release to the Company~~investors.

OnThe ~~April~~Company 2,may ~~2013,~~consider ~~the~~acquiring ~~Company~~a ~~entered~~business ~~into~~which ahas ~~Share~~recently ~~Exchange~~commenced ~~Agreement~~operations, ~~(the~~is ~~"Share~~a ~~Exchange~~developing ~~Agreement"),~~company ~~which~~in ~~Share~~need ~~Exchange~~of ~~Agreement~~additional ~~remains~~funds ~~subject~~for toexpansion ~~closing,~~into ~~with~~new ~~American~~products ~~International~~or ~~Football Corporation~~markets, ~~Inc.,~~is seeking to develop a ~~Nevada~~new ~~corporation~~product ~~(“AIFC”)~~or service, ~~the~~or ~~Estate~~is ofan ~~Norman~~established ~~King~~business ~~(the~~which ~~“Estate”)~~may ~~and~~be ~~the~~experiencing ~~shareholder~~financial ~~owning~~or ~~all~~operating ~~the~~difficulties ~~issued~~ and ~~outstanding~~is ~~capital~~in ~~stock~~need of ~~AIFC~~additional (capital. In the ~~“AIFC~~alternative, ~~Shareholder”).~~a Atbusiness ~~the~~combination ~~closing~~may (involve the ~~“Closing”)~~acquisition of, ~~the~~or ~~share~~merger ~~exchange~~with, ~~Kalex~~a ~~will~~company ~~issue~~which todoes ~~the~~not ~~AIFC~~need ~~Shareholder~~substantial ~~approximately~~additional ~~90%~~capital ~~ownership~~but ofwhich ~~Kalex~~desires ~~and~~to ~~the~~establish ~~AIFC~~a ~~Holders~~public ~~will~~trading ~~transfer~~market ~~100%~~for ofits ~~the~~shares ~~outstanding~~while ~~capital~~avoiding, ~~stock~~among ofother ~~AIFC~~things, tothe ~~Kalex~~time delays, ~~which~~significant ~~transfer~~expense, ~~will~~and ~~result~~loss inof ~~AIFC~~voting ~~becoming~~control ~~the~~which ~~wholly-owned~~may ~~subsidiary~~occur ofin ~~Kalex~~a ~~(the~~public ~~“Share Exchange”)~~offering.

In connection with the Share Exchange, the parties to the Share Exchange Agreement agreed to recapitalize Kalex so that, upon the consummation of the Share Exchange, the AIFC Shareholder will hold 90% of the fully diluted ownership of Kalex. The Estate, by virtue of the passing of the Company’s former Chief Executive Officer, Norman King, currently owns 1,000 shares of Series A Convertible Preferred Stock of Kalex (the “Preferred Shares”), which Preferred Shares are convertible into 200,000,000 shares of Common Stock and have the right to the number of votes equal to 51% of the vote required to approve any action of the Company. Accordingly, the parties to the Share Exchange Agreement agreed that, at the Closing, the Estate will surrender for cancellation the Preferred Shares in exchange for the issuance of 200,000 shares of Kalex’s common stock. Furthermore, at the Closing or within a reasonable time after the Closing, the Company will issue 100 shares of its newly designated Series B Preferred (as defined below) to Edward Vakser, the Chief Executive Officer of AIFC and the AIFC Shareholder.12

AtAny ~~the~~target ~~Closing,~~business that is selected may be a financially unstable company or an ~~aggregate~~entity in its early stages of 9development or growth,~~924,300~~ ~~shares~~including entities without established records of ~~Common~~sales ~~Stock~~or earnings. In that event, the Company will be ~~issued~~subject to ~~the~~numerous ~~AIFC~~risks ~~Shareholder,~~inherent ~~100~~in ~~shares~~the business and operations of ~~Series~~financially Bunstable ~~Preferred~~and ~~will~~early bestage ~~issued~~or topotential ~~the~~emerging ~~AIFC~~growth ~~Shareholder,~~companies. ~~200~~In addition,~~000~~ ~~shares~~the ofCompany ~~Common~~may ~~Stock~~effect ~~will~~a bebusiness ~~issued~~combination towith ~~the~~an ~~Estate~~entity ~~and~~in ~~100,000~~an ~~shares~~industry ofcharacterized ~~Common~~by ~~Stock~~a ~~will~~high belevel ~~issued~~of torisk, ~~Kalex~~and, although the Company’s ~~current~~management ~~President,~~will ~~Arnold~~endeavor F.to ~~Sock~~evaluate the risks inherent in a particular target business, asthere ~~compensation~~can ~~for~~be ~~prior~~no ~~services~~assurance tothat the Company ~~and~~will ~~his~~properly ~~efforts~~ascertain inor ~~consummating~~assess ~~the~~all ~~Share~~significant ~~Exchange~~risks.

The Company' anticipates that the selection of a business combination will be complex and extremely risky. Because of general economic conditions, rapid technological advances being made in some industries and shortages of available capital, the Company’s ~~obligation~~management tobelieves ~~complete~~that there are numerous firms seeking even the ~~Share~~limited ~~Exchange~~additional iscapital ~~subject~~that toit will have and/or the ~~fulfillment~~perceived benefits of becoming a publicly traded corporation. Such perceived benefits of becoming a publicly traded corporation include, among other things, facilitating or ~~waiver~~improving bythe terms on which additional equity financing may be obtained, providing liquidity for the ~~Company~~principals of ~~conditions~~and ~~contained~~investors in ~~the~~a ~~Share~~business, ~~Exchange~~creating ~~Agreement~~a ~~including,~~means ~~but~~for ~~not~~providing ~~limited~~incentive stock options or similar benefits to key employees, and offering greater flexibility in structuring acquisitions, joint ventures and the ~~following~~like ~~conditions:3~~through the issuance of stock. Potentially available business combinations may occur in many different industries and at various stages of development, all of which will make the task of comparative investigation and analysis of such business opportunities extremely difficult and complex.

*As ~~AIFC~~a ~~must~~result ~~deliver~~of the Company’s limited resources, it expects to effect only a single business combination. Accordingly, the prospects for the Company’s ~~financial~~success ~~statements~~will be entirely dependent upon the future performance of ~~AIFC~~a ~~and~~single ~~its~~business. ~~subsidiaries;~~Unlike ~~and~~certain entities that have the resources to consummate several business combinations or entities operating in multiple industries or multiple segments of a single industry, we will not have the resources to diversify our operations or benefit from the possible spreading of risks or offsetting of losses. A target business may be dependent upon the development or market acceptance of a single or limited number of products, processes or services, in which case there will be an even higher risk that the target business will not prove to be commercially viable.

*The ~~AIFC~~Company’s ~~must~~officers ~~pay~~are ~~all~~only ~~costs~~required ~~associated~~to ~~with~~devote ~~getting~~a ~~the~~very limited portion of their time to our affairs on a part-time or as-needed basis. The Company ~~current~~expects ~~under~~to ~~its~~use ~~periodic~~outside ~~reporting~~consultants, ~~requirements~~advisors, attorneys and accountants as necessary, none of which will be hired on a retainer basis. The Company does not anticipate hiring any full-time employees so long as it is seeking and evaluating business opportunities.

OnAlthough ~~April 2, 2013,~~ the Company ~~filed~~intends ato ~~Certificate~~scrutinize ofclosely ~~Designation for its newly designated Series B Preferred Stock (~~the ~~“Certificate~~management of ~~Designation”)~~a ~~with~~prospective ~~the~~target ~~Secretary~~business ofin ~~State~~connection ofwith ~~the~~our ~~State~~evaluation of ~~Delaware~~a tobusiness ~~designate~~combination ~~100~~with ~~shares~~a oftarget ~~the Company authorized preferred stock as Series B Preferred Stock~~business, ~~par value $0.00001 per share (“Series B preferred”). The record holders of~~ the ~~Series~~Company’s Bassessment ~~Preferred shall have the right to vote on any matter with holders~~ of ~~Common~~management ~~Stock~~may ~~voting~~be ~~together as one class~~incorrect. The ~~record~~Company ~~holder(s)~~cannot ofassure ~~the~~you ~~100 shares of Preferred B Stock shall have~~ that ~~number~~we ofwill ~~votes~~find ~~(identical~~a insuitable ~~every~~business ~~other~~with ~~respect to the voting rights of the holders of Common Stock entitled to vote at any regular or special meeting of the shareholders) equal to that number of Common Stock~~ which ~~is not less than 51% of the vote required~~ to ~~approve any action, which Delaware law provides may or must be approved by vote or consent of the holder of Common Stock or the holders of other securities entitled to vote, if any~~combine. ~~Holders of the Series B Preferred are not entitled to receive dividends, not entitled to conversion rights and not entitled to liquidation preferences.~~

~~Critical Accounting Policies~~13

~~Our~~Results ~~financial statements and accompanying notes have been prepared in accordance with United States generally accepted accounting principles applied on a consistent basis. The preparation~~ of ~~financial statements requires management to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues, expenses and related disclosures~~Operations. On an on-going basis, management evaluates these estimates and assumptions, including but not limited to those related to revenue recognition and the impairment of long-lived assets, goodwill and other intangible assets. Management bases its estimates on historical experience and various other assumptions that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions.

~~Stock~~(a) ~~Compensation~~Revenues.

The Company ~~accounts~~had ~~for~~revenues ~~stock-based compensation using the fair value method following the guidance set forth in section 718-10~~ of ~~the~~$0 ~~FASB Accounting Standards Codification~~ for ~~disclosure about Stock-Based Compensation. This section requires a public entity to measure~~ the ~~cost~~three ofand ~~employee~~six ~~services~~months ~~received~~ended inDecember ~~exchange~~31, ~~for~~2013 anand ~~award of equity instruments based on the grant-date fair value of the award (with limited exceptions)~~2012. That cost will be recognized over the period during which an employee is required to provide service in exchange for the award- the requisite service period (usually the vesting period). No compensation cost is recognized for equity instruments for which employees do not render the requisite service.

11(b) Operating Expenses.

~~Table~~The Company had operating expenses of ~~Contents~~$2,029 for the three months ended December 31, 2013 compared to $24,649 for the three months ended March 31, 2012, a decrease of $22,620 or approximately 92%.

~~Revenue~~The ~~Recognition~~Company had operating expenses of $19,934 for the six months ended December 31, 2013 compared to $48,146 for the six months ended March 31, 2012, a decrease of $28,212 or approximately 59%.

WeThese ~~recognize~~decreases ~~revenue on arrangements~~ in ~~accordance~~operating ~~with~~expenses ~~Securities~~was ~~and~~principally ~~Exchange~~due ~~Commission~~to ~~Staff~~reduced ~~Accounting~~operating ~~Bulletin~~costs ~~No. 101, “Revenue Recognition~~ in ~~Financial Statements’ and No. 104, “Revenue Recognition.” In all cases, revenue is recognized only when~~ the ~~price~~most isrecent ~~fixed or determinable, persuasive evidence of an arrangement exists, the service is performed and collectability of the resulting receivable is reasonably assured~~periods.

~~General~~(c) ~~and~~Net ~~Administrative Expenses~~Loss.

WeThe ~~expect~~Company ~~that~~had ~~general~~a ~~and~~net ~~administrative~~loss ~~expenses~~of ~~associated~~$4,542 ~~with~~for ~~executive compensation will increase in~~ the ~~future. Although~~three ~~our~~months ~~current~~ended ~~chief~~December ~~executive~~31, ~~president,~~2013 ~~secretary~~compared ~~and~~to ~~treasurer have currently foregone full salary payments~~$24,649 wefor ~~anticipate~~the ~~retroactive~~three ~~and~~months ~~current~~ended ~~compensation~~December ~~during~~31, ~~2013. In addition~~2012, wea ~~believe~~decrease inof ~~the~~$20,107 ~~2014~~or ~~fiscal~~approximately ~~year that the compensation packages required to attract the senior executives we require to execute our business plan will increase our total general and administrative expenses~~82%.

~~Summary~~The Company had a net loss of ~~Consolidated~~$20,957 ~~Condensed~~for ~~Results~~the six months ended December 31, 2013 compared to $48,146 for the six months ended March 31, 2012, a decrease of ~~Operations~~$27,189 or approximately 56%.

~~Any~~The ~~measurement~~decreases ~~and~~in ~~comparison~~net oflosses ~~revenues~~are ~~and~~the ~~expenses~~result ~~from~~of ~~continuing operations should not be considered necessarily indicative or interpolated as~~ the ~~trend~~factors tomentioned ~~forecast our future revenues and results of operations~~above.

~~Liquidity~~Operating ~~and Capital Resources~~Activities.

AsThe ofnet ~~March 31, 2013, the Company had~~ cash ~~equal~~used toin ~~$555. This~~operating ~~compares~~activities ~~with~~was ~~assets of~~ $6317,~~055, comprised~~859 offor ~~cash~~the ofsix ~~$555,~~months ~~and~~ended ~~prepaid~~December ~~expenses as of March~~ 31, ~~2012. The~~2103 ~~Company’s~~compared ~~current~~to ~~liabilities as of March 31, 2013 totaled~~ $~~176,772,~~0 ~~comprised~~for ofthe ~~related~~six ~~party~~months ~~loans,~~ended aDecember ~~note payable, accrued interest thereon, and loans from non-affiliates. This compares with liabilities of $162,304, as of March~~ 31, ~~2012~~2092. ~~The~~ ~~Company~~This ~~can~~increase ~~provide~~is nomainly ~~assurance~~attributed ~~that it can continue~~ to ~~satisfy~~the ~~its~~absence ~~cash~~of ~~requirements~~prepaid ~~for~~expenses atin ~~least~~ the ~~next~~most ~~twelve~~recent ~~months~~period.

OnLiquidity ~~November 2, 2011, the Company issued to its securities counsel a convertible promissory note, in lieu of cash payment, for past, current,~~ and ~~future~~Capital ~~legal work in the amount of $125,000 (“Note”)~~Resources. The Note bears interest at 5 percent per annum, and is due on March 1, 2014. It is convertible into common stock of the Company at a conversion price equal to the lesser of 50% of the average closing price of the common stock price during the ten trading days immediately prior to the conversion date as quoted by Bloomberg LP or such other quotation service as mutually agreed by the parties, or $0.025. The conversion price may be adjusted for issuance of common shares of the Company for less than the conversion price under the Note, and for share reclassifications.

~~Legal~~As ~~fees,~~of inDecember ~~connection~~31, ~~with~~2013, the ~~note~~Company had total current assets of $2,099 ~~equates~~and tototal current liabilities of $6178,~~945~~800, ~~per~~resulting ~~month~~in a working capital deficit of $176,701. ~~They~~The ~~became~~cash ~~fully~~and ~~utilized~~cash equivalents was $2.099 as of December 31, ~~2012~~2013.

The ~~Company~~net ~~has~~cash ~~nominal~~provided ~~assets~~by ~~and~~financing ~~has~~activities ~~generated~~was no$17,040 ~~revenues.~~for ~~The Company is also dependent upon~~ the ~~receipt~~six ofmonths ~~capital~~ended ~~investment~~December or31, ~~other~~2013 ~~financing~~compared to ~~fund~~$0 ~~its~~for ~~ongoing operations and to execute its business plan of seeking a combination with a private operating company. In addition,~~ the ~~Company~~six ismonths ~~dependent~~ended ~~upon~~December ~~certain related parties to provide continued funding and capital resources. If continued funding and capital resources are unavailable at reasonable terms~~31, ~~the Company may not be able to implement its plan of operations~~2012.

~~Results of Operations~~14

The Company’s ~~has~~current ~~not~~cash ~~conducted~~and ~~any~~cash ~~active~~equivalents ~~operations~~balance inwill ~~several~~not ~~years,~~be ~~except~~sufficient ~~for~~to fund its ~~efforts~~operations tofor ~~locate~~the ~~suitable~~next ~~acquisition~~12 ~~candidates~~months. No ~~revenue~~The ~~has~~Company’s ~~been~~ability ~~generated~~to bycontinue ~~the~~as ~~Company~~a ~~since~~going ~~1995. It~~concern ison ~~unlikely~~a ~~the~~longer-term ~~Company~~basis will ~~have~~be ~~any~~dependent ~~revenues~~upon ~~unless~~its itability ~~is able~~ to ~~effect~~generate ansufficient ~~acquisition~~cash orflow ~~merger~~from ~~with~~operations anto ~~operating~~meet ~~company,~~its ofobligations ~~which~~on ~~there~~a ~~can~~timely bebasis, noand ~~assurance. It~~to isobtain ~~management's~~additional ~~assertion~~financing, ~~that~~and ~~these~~ultimately ~~circumstances~~attain ~~may~~profitability. ~~hinder~~The ~~the~~ Company'’s ~~ability~~continued tooperations, ~~continue~~as well as athe ~~going~~implementation ~~concern. The~~of the Company’s business plan ofwill ~~operation~~depend ~~for~~upon ~~the~~its ~~next~~ability ~~twelve~~to ~~months~~raise ~~shall~~additional befunds tothrough ~~continue~~bank ~~its~~borrowings ~~efforts~~and toequity ~~locate~~or ~~suitable~~debt ~~acquisition candidates~~financing.

~~Off-Balance~~Whereas ~~Sheet~~the ~~Arrangements~~Company has been successful in the past in raising capital, no assurance can be given that these sources of financing will continue to be available to it and/or that demand for the Company’s common stock will be sufficient to meet its capital needs, or that financing will be available on terms favorable to the Company. If funding is insufficient at any time in the future, the Company may not be able to take advantage of business opportunities or respond to competitive pressures, or may be required to reduce the scope of the Company’s planned product development and marketing efforts, any of which could have a negative impact on its business and operating results. In addition, insufficient funding may have a material adverse effect on the Company’s financial condition, which could require it to:

~~The~~ · curtail ~~Company~~operations ~~does~~significantly; · sell ~~not~~significant ~~have~~assets; · seek ~~any off-balance sheet~~ arrangements ~~that~~with ~~have~~strategic partners or ~~are~~other ~~reasonably~~parties ~~likely~~that tomay ~~have~~require ~~a current or future effect on~~ the Company’s ~~financial~~to ~~condition,~~relinquish ~~changes~~significant inrights ~~financial~~to ~~condition~~products, ~~revenues~~technologies or ~~expenses,~~markets; ~~results~~or · explore ofother ~~operations,~~strategic ~~liquidity,~~alternatives ~~capital~~including ~~expenditures~~a merger or ~~capital~~sale ~~resources~~of ~~that~~the ~~is material to investors~~Company.

12To the extent that the Company raises additional capital through the sale of equity or convertible debt securities, the issuance of such securities may result in dilution to the Company’s existing stockholders. If additional funds are raised through the issuance of debt securities, these securities may have rights, preferences and privileges senior to holders of common stock and the terms of such debt could impose restrictions on the Company’s operations. Regardless of whether the Company’s cash assets prove to be inadequate to meet its operational needs, the Company may seek to compensate providers of services by issuance of stock in lieu of cash, which may also result in dilution to the Company’s existing stockholders.

~~Table of Contents~~Inflation.

~~Contractual~~The ~~Obligations~~impact of inflation on the Company’s costs and the ability to pass on cost increases to its customers over time is dependent upon market conditions. The Company is not aware of any inflationary pressures that have had any significant impact on its operations over the past quarter and the Company does not anticipate that inflationary factors will have a significant impact on future operations.

~~As a “smaller reporting company” as defined by Item 10 of Regulation S-K, the Company is not required to provide this information.~~15

~~Critical~~Off-Balance ~~Accounting~~Sheet ~~Policies~~Arrangements.

~~Our~~The ~~financial~~Company ~~statements~~does ~~and~~not ~~related~~maintain ~~public~~off-balance ~~financial~~sheet ~~information~~arrangements ~~are~~nor ~~based~~does onit ~~the~~participate ~~application of accounting principles generally accepted~~ in ~~the~~non-exchange ~~United~~traded ~~States~~contracts ~~(“GAAP”). GAAP~~requiring ~~requires~~fair ~~the~~value ~~use of estimates; assumptions, judgments and subjective interpretations of~~ accounting ~~principles that have an impact on the assets, liabilities, revenue and expense amounts reported~~treatment. These estimates can also affect supplemental information contained in our external disclosures including information regarding contingencies, risk and financial condition. We believe our use if estimates and underlying accounting assumptions adhere to GAAP and are consistently and conservatively applied. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances. Actual results may differ materially from these estimates under different assumptions or conditions. We continue to monitor significant estimates made during the preparation of our financial statements.

~~Item~~Critical ~~3. Quantitative~~Accounting ~~and Qualitative Disclosures about Market Risk~~Policies.

WeThe SEC has issued Financial Reporting Release No. 60, “Cautionary Advice Regarding Disclosure About Critical Accounting Policies” (“FRR 60”), suggesting companies provide additional disclosure and commentary on their most critical accounting policies. In FRR 60, the Commission has defined the most critical accounting policies as the ones that are amost ~~smaller~~important ~~reporting~~to the portrayal of a company’s financial condition and operating results, and require management to make its most difficult and subjective judgments, often as ~~defined~~a byresult ~~Rule~~of ~~12b-2~~the need to make estimates of matters that are inherently uncertain. Based on this definition, the ~~Securities~~Company’s ~~Exchange~~most ~~Act~~critical accounting policies include: (a) use of ~~1934~~estimates; and ~~are~~(b) ~~not~~basic ~~required~~and todiluted ~~provide~~loss ~~information~~per ~~under~~share. ~~this~~The ~~item~~methods, estimates and judgments the Company uses in applying these most critical accounting policies have a significant impact on the results the Company reports in its financial statements.

~~Item~~(a) ~~4. Controls~~Use ~~and~~of ~~Procedures~~Estimates.

~~Evaluation~~The preparation of ~~Disclosure~~financial ~~Controls~~statements requires the Company to make estimates and ~~Procedures~~judgments that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent assets and liabilities. On an on-going basis, the Company evaluates these estimates, including those related to revenue recognition and concentration of credit risk. The Company bases its estimates on historical experience and on various other assumptions that is believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions.

As of the end of the period covered by this report, we carried out, under the supervision and with the participation of our President, an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures (~~as defined in Rule 13a-15(e~~b) ~~and~~Basic ~~15d-15(e) under the Securities Exchange Act of 1934) in ensuring that information required to be disclosed by us in our reports is recorded, processed, summarized~~ and ~~reported~~Diluted ~~within~~Loss ~~the~~Per ~~required time periods~~Share.

~~Accordingly,~~Basic ~~based~~loss onper ~~their~~common ~~evaluation~~share ofis ~~our~~computed ~~disclosure~~by ~~controls~~dividing ~~and~~net ~~procedures~~loss asavailable ofto ~~March~~common ~~31,~~stockholders ~~2013,~~by ~~our~~the ~~President~~weighted ~~has~~average ~~concluded~~number ~~that, as~~ of ~~that~~common ~~date,~~shares ~~our~~outstanding ~~controls~~during ~~and~~the ~~procedures~~period. ~~were~~Diluted ~~not~~loss ~~effective~~per ~~because~~common ~~this~~share ~~quarterly~~is ~~report~~computed onsimilar ~~Form~~to ~~10-Q~~basic isloss ~~not~~per ~~being~~common ~~filed~~share ~~within~~except that the ~~time~~denominator ~~period~~is ~~specified~~increased into include the ~~SEC’s~~number ~~rules~~of ~~and~~additional ~~forms. We~~common ~~are~~shares ~~committed~~that towould ~~improving~~have ~~our~~been ~~financial~~outstanding ~~organization~~if ~~and~~the wepotential ~~are~~common inshares ~~the~~had ~~process~~been ofissued ~~determining~~and ~~how~~if ~~filing~~the ~~delays~~additional ~~may~~common beshares ~~avoided~~were ~~in the future~~dilutive.

~~Changes in Internal Control over Financial Reporting~~16

~~There~~Forward ~~were~~Looking no changes in our internal control over financial reporting during the period covered by this report that have materially affected, or are reasonably likely to materially affect, our internal control over financial reportingStatements.

13Information in this Form 10-Q contains “forward looking statements” within the meaning of Rule 175 of the Securities Act of 1933, as amended, and Rule 3b-6 of the Securities Act of 1934, as amended. When used in this Form 10-Q, the words “expects,” “anticipates,” “believes,” “plans,” “will” and similar expressions are intended to identify forward-looking statements. These are statements that relate to future periods and include, but are not limited to, statements regarding the adequacy of cash, expectations regarding net losses and cash flow, statements regarding growth, the need for future financing, dependence on personnel, and operating expenses.

~~Table~~Forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from those projected. These risks and uncertainties include, but are not limited to, those discussed above as well as the risks set forth above under “Factors That May Affect Operating Results.” These forward-looking statements speak only as of ~~Contents~~the date hereof. The Company expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in expectations with regard thereto or any change in events, conditions or circumstances on which any such statement is based.

~~PART~~ITEM II3. -QUANTITATIVE ~~OTHER~~AND ~~INFORMATION~~QUALITATIVE DISCLOSURES ABOUT MARKET RISK

~~Item~~Not 1applicable. ~~Legal Proceedings~~

WeITEM ~~are not a party to any pending legal proceeding~~4. WeCONTROLS ~~are~~AND not aware of any pending legal proceeding to which any of our officers, directors, or any beneficial holders of 5% or more of our voting securities are adverse to us or have a material interest adverse to usPROCEDURES.

~~Item~~Evaluation ~~1A.~~of ~~Risk~~Disclosure ~~Factors~~Controls and Procedures.

WeThe ~~are~~Company amaintains ~~smaller~~disclosure ~~reporting~~controls ~~company~~and procedures (as defined byin Rule ~~12b~~13a-215(e) ofand ~~the~~Rule ~~Securities~~15d-15(e) under the Exchange Act) ofthat ~~1934~~are ~~and~~designed ~~are~~to ~~not~~ensure that information required to ~~provide~~be ~~information~~disclosed in its periodic reports filed under ~~this~~the ~~item~~Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to management, including the principal executive officer/principal financial officer, to allow timely decisions regarding required disclosure.

~~Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.~~17

~~None~~As of the end of the period covered by this report, the Company’s management carried out an evaluation, under the supervision and with the participation of the principal executive officer/principal financial officer, of disclosure controls and procedures (as defined in Rule 13a-15(e) and Rule 15d-15(e) of the Exchange Act). Based upon the evaluation, the principal executive officer/principal financial officer concluded that the Company’s disclosure controls and procedures were not effective at a reasonable assurance level to ensure that information required to be disclosed by it in the reports that the Company files or submits under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the SEC’s rules and forms. In addition, the principal executive officer/principal financial officer concluded that the Company’s disclosure controls and procedures were not effective at a reasonable assurance level to ensure that information required to be disclosed in the reports that the Company files or submits under the Exchange Act is accumulated and communicated to the Company’s management, including the principal executive officer/principal financial officer, to allow timely decisions regarding required disclosure.

~~Item~~Inherent ~~3. Defaults~~Limitations ~~upon~~of ~~Senior~~Control ~~Securities~~Systems.

~~None~~Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, will be or have been detected. These inherent limitations include the realities that judgments in decision-making can be faulty, and that breakdowns can occur because of simple error or mistake. Additionally, controls can be circumvented by the individual acts of some persons, by collusion of two or more people, and/or by management override of the control. The design of any system of controls also is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions; over time, controls may become inadequate because of changes in conditions, and/or the degree of compliance with the policies and procedures may deteriorate. Because of the inherent limitations in a cost-effective internal control system, misstatements due to error or fraud may occur and not be detected.

~~Item~~Changes ~~4. Submission~~in ofInternal ~~Matters~~Control toOver aFinancial ~~Vote of Security Holders~~Reporting.

~~None~~There have not been any changes in the Company’s internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the three months ended December 31, 2013 that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

~~Item 5. Other Information.~~18

~~None.~~PART II – OTHER INFORMATION

~~Item~~ITEM 61. ~~Exhibits~~ LEGAL PROCEEDINGS.

31.1	Certification of Chief Executive Officer Pursuant to the Securities Exchange Act of 1934, Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2	Certification of Chief Financial Officer Pursuant to the Securities Exchange Act of 1934, Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1	Certifications of Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2	Certifications of Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

There are no known legal or other proceedings against the Company that could at the time of submitting this report that could have a materially adverse effect on the Company’s financial position or operations.

14ITEM 1A. RISK FACTORS.

~~Table~~There have been no material changes in the risk factors as previously disclosed in response to Item 1A.of ~~Contents~~Part I of the Company’s latest Form 10-K.

~~SIGNATURES~~ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.

~~Pursuant~~There towere ~~the~~no ~~requirements~~unregistered sales of the ~~Securities~~Company’s ~~Exchange~~equity ~~Act~~securities ofduring ~~1934,~~ the ~~registrant~~three ~~has~~months ~~duly~~ended ~~caused~~December ~~this~~31, ~~report~~2013 tothat bewere ~~signed~~not onpreviously ~~its behalf by the undersigned, thereunto duly authorized.~~reported

DATED: June 21, 2013	KALEX CORP.
		/s/ Arnold F. Sock
		BY: Arnold F. Sock
		ITS: President (Principal Executive Officer) (Principal Financial Officer)

There were no purchases of the Company’s common stock by the Company or its affiliates during the three months ended December 31, 2013.

15 ITEM 3. DEFAULTS UPON SENIOR SECURITIES.

Not Applicable.

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

None.

ITEM 5. OTHER INFORMATION.

None.

ITEM 6. EXHIBITS.

Exhibits included or incorporated by reference herein are set forth in the Exhibit Index.

SIGNATURE

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	Kalex Corp.

Dated: October 13, 2015	By:	/s/ J. Scott Tassan
		J. Scott Tassan
		President

EXHIBIT INDEX

Number		Description

3.1		Certificate of Incorporation, dated May 1, 1984 (incorporated by reference to Exhibit 3.1 of the Form 10-KSB (for the year ended June 30, 2006) filed on November 20, 2006).

3.2		By-Laws, dated April 5, 1984 (incorporated by reference to Exhibit 3.2 of the Form 10-KSB (for the year ended June 30, 2006) filed on November 20, 2006).

3.3		Certificate of Amendment of Certificate of Incorporation, dated November 29, 1995 (incorporated by reference to Exhibit 3.3 of the Form 10-K (for the year ended June 30, 2010) filed on March 18, 2011).

3.4		Certificate of Amendment of Certificate of Incorporation, dated April 1, 1999 (incorporated by reference to Exhibit 3.4 of the Form 10-K (for the year ended June 30, 2010) filed on March 18, 2011).

3.5		Certificate of Amendment of Certificate of Incorporation, dated November 30, 2010 (incorporated by reference to Exhibit 3.5 of the Form 10-K (for the year ended June 30, 2010) filed on March 18, 2011).

3.6		Certificate of Amendment of Certificate of Incorporation, dated as of December 1, 2010 (incorporated by reference to Exhibit 3.1 of the Form 10-Q (for the periods ended December 31, 2010) filed on February 7, 2012).

3.7		Certificate of Correction of Certificate of Amendment, dated as of March 15, 2011 (incorporated by reference to Exhibit 3.6 of the Form 10-K (for the year ended June 30, 2010) filed on March 18, 2011).

4.1		Specimen form of common stock certificate (incorporated by reference to Exhibit 4.1 of the Form 10-KSB (for the year ended June 30, 2006) filed on November 20, 2006).

4.2		Certificate of Designation, dated as March 15, 2011 (incorporated by reference to Exhibit 4.2 of the Form 10-K (for the year ended June 30, 2010) filed on March 18, 2011).

4.3		Convertible Promissory Note, dated March 4, 2011 (incorporated by reference to Exhibit 4.1 of the Form 10-Q (for the periods ended December 31, 2011) filed on June 21, 2013).

4.4		Certificate of Designation, dated April 2, 2013 (incorporated by reference to Exhibit 3.1 of the Form 8-K filed on April 8, 2013).

10.1		Stock Agreement by and between Kalex Corp, and Bruce Zigler, dated July 12, 2010 (incorporated by reference to Exhibit 10.1 of the Form 10-Q (for the period ended September 30, 2010) filed on February 7, 2012).

10.2		Assignment Agreement, dated February 3, 2011 (incorporated by reference to Exhibit 10.1 of the Form 10-Q (for the periods ended March 31, 2011) filed on February 7, 2012).

10.3		Rescission Agreement, dated July 12, 2012 (incorporated by reference to Exhibit 10 of the Form 8-K filed on October 15, 2012).

10.4		Share Exchange Agreement, dated April 2, 2013 (incorporated by reference to Exhibit 10.1 of the Form 8-K filed on April 8, 2013).

31		Rule 13a-14(a)/15d-14(a) Certification of J. Scott Tassan (filed herewith).

32		Section 1350 Certification of J. Scott Tassan (filed herewith).

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