10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

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 the quarter ended: September 30, 2008

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

For the transition period from _____ to _______

Commission File Number: 0-24721

LEXON TECHNOLOGIES, INC.

(Exact name of registrant as specified in charter)

Delaware	87-0502701
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer I.D. No.)
8 Corporate Park, Suite 300, Irvine, California	92606
(Address of principal executive offices)	(Zip Code)

Issuer's telephone number, including area code: (949)752-7700

Securities registered pursuant to section 12(b) of the Act:

Title of each class	Name of each exchange on which registered
None	N/A

Securities registered pursuant to section 12(g) of the Act:

Common Stock, par value $0.001 per share

(Title of class)

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

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

Large accelerated filer    o	Accelerated filer                      o
Non-accelerated filer      o	Smaller reporting company    x
(Do not check if a smaller reporting company)

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

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

As of November 13, 2008, Lexon had 34,183,778 shares of its common stock, par value $.001 outstanding.

Transitional Small Business Disclosure Format (check one):    Yes ¨   No x

TABLE OF CONTENTS

PART I- FINANCIAL INFORMATION
ITEM 1.	FINANCIAL STATEMENTS	3
ITEM 2.	MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULT OF OPERATIONS	19
ITEM 3.	QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK	20
ITEM 4.	CONTROLS AND PROCEDURES	21
ITEM 4T.	CONTROLS AND PROCEDURES	21
PART II- OTHER INFORMATION
ITEM 1.	LEGAL PROCEEDINGS	21
ITEM 1A.	RISK FACTORS	21
ITEM 2.	UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS	21
ITEM 3.	DEFAULT UPON SENIOR SECURITIES	21
ITEM 4.	SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS	21
ITEM 5.	OTHER INFORMATION	21
ITEM 6.	EXHIBITS	21
SIGNATURES		22

 PART I- FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

LEXON TECHNOLOGIES, INC. AND SUBSIDIARIES

CONSOLIDATED FINANCIAL STATEMENTS

SEPTEMBER 30, 2008

(UNAUDITED)

3

LEXON TECHNOLOGIES, INC. AND SUBSIDIARIES

CONSOLIDATED FINANCIAL STATEMENTS

SEPTEMBER 30, 2008

(UNAUDITED)

CONTENTS		PAGE
FINANCIAL STATEMENTS
	Consolidated Balance Sheets	5
	Consolidated Statements of Operations	6
	Consolidated Statement of Stockholders’ Deficit and Other Comprehensive Income (Loss)	7
	Consolidated Statements of Cash Flows	9
	Notes to Consolidated Financial Statements	11-18

4

LEXON TECHNOLOGIES, INC. AND SUBSIDIARIES

(A Development Stage Company)

Consolidated Balance Sheets

September 30, 2008 and December 31, 2007

(Unaudited)

ASSETS
	September 30, 2008			December 31, 2007
CURRENT ASSETS
Cash and cash equivalents (Note 2)	$	1,017		$	5,255
PROPERTY AND EQUIPMENT, net (Notes 2 and 3)		1,053			1,176
OTHER ASSETS
Investments (Note 4)		81,795			104,189
Deposits and other assets		3,969			5,609
Total Other Assets		85,764			109,798
TOTAL ASSETS	$	87,834		$	116,229
LIABILITIES AND STOCKHOLDERS' DEFICIT
	September 30, 2008			December 31, 2007
CURRENT LIABILITIES
Cash overdraft
Accounts payable	$	416,905		$	535,433
Due to related parties (Note 5)		372,964			402,118
Accrued expenses (Note 6)		837,946			831,642
Convertible debentures (Note 11)		86,960			86,960
Notes payable (Note 7)		190,702			174,982
Total Current Liabilities		1,905,477			2,031,135
CONTINGENT LIABILITIES (Note 6)		274,610			274,610
STOCKHOLDERS' DEFICIT
Common stock, par value $0.001 per share;
100,000,000 shares authorized;
34,183,778 shares issued and outstanding		34,184			34,184
Additional paid-in capital		3,066,839			3,066,839
Accumulated other comprehensive income (loss) (Note 10)		48,446			(115,308	)
Deficit accumulated during the development stage		(5,241,722	)		(5,175,231	)
Total Stockholders' Deficit		(2,092,253	)		(2,189,516	)
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT	$	87,834		$	116,229

The accompanying notes are an integral part of these consolidated financial statements.

5

LEXON TECHNOLOGIES, INC. AND SUBSIDIARIES

(A Development Stage Company)

Consolidated Statements of Operations

For the Three Months and the Nine Months Ended September 30, 2008 and 2007 and

the Period from Inception on July 18, 2001 through September 30, 2008

(Unaudited)

													From Inception
													on July 18, 2001
	For the Three Months Ended						For the Nine Months Ended						Through
	September 30,						September 30,						September 30,			From inception
	2008			2007			2008			2007			2008			2007
REVENUES	$	-		$	-		$	-		$	-		$	22,031		$	22,031
EXPENSES
Research and development		-			-			-			-			495,688			495,688
Selling, general and administrative		19,093			11,834			53,182			91,679			4,008,650			3,955,468
Bad debt expense		-			-			-			-			52,784			52,784
Depreciation and amortization		161			310			679			811			101,978			101,299
Total Expenses		19,254			12,144			53,861			92,490			4,659,100			4,605,239
LOSS FROM OPERATIONS		(19,254	)		(12,144	)		(53,861	)		(92,490	)		(4,637,069	)		(4,583,208	)
OTHER INCOME (EXPENSES)
Interest income		-			-			-			-			40,543			40,543
Other income		-			-			-			-			6,000			6,000
Gain on sale of assets		-			-			-			-			1,296,367			1,296,367
Gain on debt cancellation (Note 6)		-			-			-			888,000			907,872			907,872
Interest expense		(2,117	)		(2,117	)		(6,304	)		(6,208	)		(782,986	)		(776,682	)
Impairment of goodwill		-			-			-			-			(1,851,692	)		(1,851,692	)
Loss from investment		-			-			-			-			(11,667	)		(11,667	)
Loss from discontinued operation		-			-			-			-			(202,764	)		(202,764	)
Total Other Income (Expenses)		(2,117	)		(2,117	)		(6,304	)		881,792			(598,327	)		(592,023	)
NET INCOME (LOSS) BEFORE INCOME TAXES		(21,371	)		(14,261	)		(60,165	)		789,302			(5,235,396	)		(5,175,231	)
INCOME TAXES		-			-			6,326			-			6,326			-
NET INCOME (LOSS)	$	(21,371	)	$	(14,261	)	$	(66,491	)	$	789,302		$	(5,241,722	)
BASIC EARNING (LOSS) PER SHARE (Note 1)	$	(0.001	)	$	(0.001	)	$	(0.002	)	$	0.02
WEIGHTED AVERAGE NUMBER OF SHARES
OF COMMON STOCK OUTSTANDING		34,183,778			34,183,778			34,183,778			34,183,778

The accompanying notes are an integral part of these consolidated financial statements.

6

LEXON TECHNOLOGIES, INC. AND SUBSIDIARIES

(A Development Stage Company)

Consolidated Statement of Stockholders' Equity and Other Comprehensive Income (Loss)

the Period from Inception on July 18, 2001 through September 30, 2008

(Unaudited)

													Deficit
											Accumulated		Accumulated
					Additional						Other		During the
	Common Stock				Paid-in			Subscription			Comprehensive		Development
	Shares		Amount		Capital			Receivable			Income (Loss)		Stage			Total
Balance, July 18, 2001		-	$	-	$	-		$	-		$	-	$	-		$	-
July 2001 - stock issued for provided services		13,720,000		13,720		-			-			-		-			13,720
August 2001 - stock issued for cash at $0.25 per share		2,280,000		2,280		567,720			(220,000	)		-		-			350,000
October 2001 - stock issued for technology at $0.25 pr share		1,500,000		1,500		373,500			-			-		-			375,000
Net loss for the period ended December 31, 2001		-		-		-			-			-		(522,180	)		(522,180	)
Balance, December 31, 2001		17,500,000		17,500		941,220			(220,000	)		-		(522,180	)		216,540
Receipt of subscription receivable		-		-		-			220,000			-		-			220,000
April 2002 - stock issued to acquire Phacon Corporation (Note 1)		1,648,778		1,649		(641,346	)		-			-		-			(639,697	)
September 2002 - stock issued for cash at $0.25 per share		280,000		280		69,720			-			-		-			70,000
December 2002 - stock issued for cash at $0.83 per share		120,000		120		99,880			-			-		-			100,000
Net loss for the period ended December 31, 2002		-		-		-			-			-		(473,510	)		(473,510	)
Balance, December 31, 2002		19,548,778		19,549		469,474			-			-		(995,690	)		(506,667	)
January 2003 - stock issued for cash at $0.83 per share		240,000		240		199,760			-			-		-			200,000
March 2003 - stock issued for cash at $0.25 per share		840,000		840		209,160			-			-		-			210,000
December 2003 - stock issued for cash at $0.25 per share		60,000		60		14,940			-			-		-			15,000
Foreign currency translation		-		-		-			-			4,729		-			4,729
Net loss for the period ended December 31, 2003		-		-		-			-			-		(611,808	)		(611,808	)
Balance, December 31, 2003		20,688,778	$	20,689	$	893,334		$	-		$	4,729	$	(1,607,498	)	$	(688,746	)
(Continued)

The accompanying notes are an integral part of these consolidated financial statements.

7

LEXON TECHNOLOGIES, INC. AND SUBSIDIARIES

(A Development Stage Company)

Consolidated Statements of Stockholders' Equity and Other Comprehensive Income (Loss)

the Period from Inception on July 18, 2001 through September 30, 2008

(Unaudited)

												Deficit
									Accumulated			Accumulated
					Additional				Other			During the
	Common Stock				Paid-in		Subscription		Comprehensive			Development
	Shares		Amount		Capital		Receivable		Income (Loss)			Stage			Total
Balance, December 31, 2003		20,688,778	$	20,689	$	893,334	$	-	$	4,729		$	(1,607,498	)	$	(688,746	)
October 2004 - stock issued for cash at $0.25 per share		4,000,000		4,000		996,000		-		-			-			1,000,000
December 2004 - stock issued for cash at $0.11 per share		6,125,000		6,125		693,875		-		-			-			700,000
December 2004 - stock issued for services at $0.25 pr share		1,000,000		1,000		249,000		-		-			-			250,000
December 2004 - stock issued in lieu of outstanding debt at $0.10 per share		2,370,000		2,370		234,630		-		-			-			237,000
Foreign currency translation		-		-		-		-		1,589			-			1,589
Net loss for the period ended December 31, 2004		-		-		-		-		-			(907,200	)		(907,200	)
Balance, December 31, 2004		34,183,778		34,184		3,066,839		-		6,318			(2,514,698	)		592,643
Foreign currency translation		-		-		-		-		(82,678	)		-			(82,678	)
Net loss for the period ended December 31, 2005		-		-		-		-		-			(448,271	)		(448,271	)
Balance, December 31, 2005		34,183,778		34,184		3,066,839		-		(76,360	)		(2,962,969	)		61,694
Foreign currency translation		-		-		-		-		(20,773	)		-			(20,773	)
Investment loss		-		-		-		-		(22,704	)		-			(22,704	)
Net loss for the period ended December 31, 2006		-		-		-		-		-			(2,961,601	)		(2,961,601	)
Balance, December 31, 2006		34,183,778		34,184		3,066,839		-		(119,837	)		(5,924,570	)		(2,943,384	)
Foreign currency translation		-		-		-		-		4,529			-			4,529
Net income for the period ended December 31, 2007		-		-		-		-		-			749,339			749,339
Balance, December 31, 2007		34,183,778		34,184		3,066,839		-		(115,308	)		(5,175,231	)		(2,189,516	)
Foreign currency translation		-		-		-		-		163,754			-			163,754
Net loss for the period ended September 30, 2008		-		-		-		-		-			(66,491	)		(66,491	)
Balance, September 30, 2008		34,183,778	$	34,184	$	3,066,839	$	-	$	48,446		$	(5,241,722	)	$	(2,092,253	)

The accompanying notes are an integral part of these consolidated financial statements.

8

LEXON TECHNOLOGIES, INC. AND SUBSIDIARIES

(A Development Stage Company)

Consolidated Statements of Cash Flows

For the Nine Months Ended September 30, 2008 and 2007 and

the Period from Inception on July 18, 2001 through September 30, 2008

(Unaudited)

							From Inception
							on July 18, 2001
	For the Nine Months Ended						Through
	September 30,						September 30,
	2008			2007			2008			2007
CASH FLOWS FROM OPERATIONG ACTIVITIES:
Net income (loss)	$	(66,491	)	$	789,302		$	(5,241,722	)		(5,175,231	)
Adjustments to reconcile net income (loss) to net cash
used in operating activities
Depreciation and amortization		679			501			101,269			100,590
Stock for services		-			-			263,720			263,720
Stock for technology		-			-			375,000			375,000
Bad debt expense		-			-			52,784			52,784
Impairment of goodwill		-			-			1,845,124			1,845,124
Gain on forgiveness of debt		-			-			(19,872	)		(19,872	)
Gain on sale of assets		-			-			(1,297,501	)		(1,297,501	)
Change in assets and liabilities (net of acquisition):					-
Increase in other assets		-			-			(18,219	)		(18,219	)
Decrease in other receivable		-			-			359,992			359,992
Decrease in prepaid expenses		-			-			4,684			4,684
Increase in accrued interest		-			-			(76,360	)		(76,360	)
Decrease in inventory		-			-			5,255			5,255
(Decrease) increase in accounts payable		(147,682	)		(25,019	)		144,488			292,170
(Decrease) increase in accrued expenses		6,304			(855,790	)		1,645,741			1,639,437
Net Cash Used in Operating Activities		(207,190	)		(91,006	)		(1,855,617	)		(1,648,427	)
CASH FLOWS FROM INVESTING ACTIVITIES:
Acquisition of property and equipment		-			(1,460	)		(4,576	)		(4,576	)
Proceeds received on sale of fixed assets		-			80			119,466			119,466
Payments made on related party notes		-			-			(235,554	)		(235,554	)
Proceeds received on related party notes		-			-			477,407			477,407
Acquisition of investments		-			-			(1,869,371	)		(1,869,371	)
Proceeds from return of investments		-			-			271,939			271,939
Net Cash Used in Investing Activities		-			(1,380	)		(1,240,689	)		(1,240,689	)
CASH FLOWS FROM FINANCING ACTIVITIES:
Receipt of subscription receivable		-			-			220,000			220,000
Proceeds from related party notes		-			-			239,731			239,731
Proceeds from notes payable		15,720			149,982			314,277			298,557
Payments made on notes payable		-			(41,615	)		(493,822	)		(493,822	)
Proceeds from issuance of common stock		-			-			2,645,000			2,645,000
Net Cash Provided by Financing Activities		15,720			108,367			2,925,186			2,909,466
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS		(191,470	)		15,981			(171,120	)		20,350
EFFECT OF CURRENCY EXCHANGE RATE CHANGES
ON CASH AND CASH EQUIVALENTS		187,232			(6,505	)		172,137			(15,095	)
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD		5,255			227			-
CASH AND CASH EQUIVALENTS AT END OF PERIOD	$	1,017		$	9,703		$	1,017

(Continued)

The accompanying notes are an integral part of these consolidated financial statements.

9

LEXON TECHNOLOGIES, INC. AND SUBSIDIARIES

(A Development Stage Company)

Consolidated Statements of Cash Flows

For the Nine Months Ended September 30, 2008 and 2007 and

the Period from Inception on July 18, 2001 through September 30, 2008

(Unaudited)

	For the Nine Months Ended September 30,				From Inception on July 18, 2001 Through September 30,
	2008		2007		2008		2007
SUPPLEMENTAL CASH FLOW INFORMATION
Cash Payments For:
Interest	$	-	$	-	$	717,548		717,548
Income taxes	$	-	$	-	$	-		-
Non-Cash Investing and Financing Activities
Stock issued for thechnology	$	-	$	-	$	375,000		375,000
Stock issued for services	$	-	$	-	$	263,720		263,720
Stock issued for in lieu of debt	$	-	$	-	$	237,000		237,000

The accompanying notes are an integral part of these consolidated financial statements.

10

LEXON TECHNOLOGIES, INC. AND SUBSIDIARIES

( Development Stage Companies)

Notes to Consolidated Fin ancial Statements

September 30, 2008

(Unaudited)

Note 1 – Nature of Business and Going Concern

(a)   Description of Business

Lexon Technologies, Inc. ("the Company" or "Lexon") was incorporated in April 1989 under the laws of State of Delaware, and owns 90.16% of Lexon Semiconductor Corporation ("Lexon Semi" or  formerly known as Techone Co., Ltd ("Techone")) which develops and manufactures Low Temperature Cofired Ceramic (LTCC) components, including LTCC wafer probe cards, LTCC circuit boards, LTCC Light Emitting Diode (LED) displays and related products for the semiconductor testing and measurement, custom Printed Circuit Board (PCB), and cellular phone industries.  The Company currently has no other business activities.

Initially registered as California Cola Distributing Company, Inc, the Company changed its name twice:  first to Rexford, Inc. in October 1992 and to the current name in July 1999.

In July 1999, Lexon acquired 100% of the outstanding common stock of Chicago Map Corporation (CMC) in exchange for 10,500,000 shares of the Company's common stock through a reverse acquisition accompanied by a recapitalization.  The surviving entity, Lexon, reflected the assets and liabilities of Lexon and CMC at their historical book values. Lexon dissolved CMC in 2002.

In April 2002, Lexon acquired 100% of the outstanding common stock of Phacon Corporation (Phacon) in exchange for 17,500,000 shares of Company's common stock through a reverse acquisition accompanied by a recapitalization.  As part of the agreement, the Company elected a 1 for 10 reverse stock split and the acquired shares of Phacon were entirely canceled leaving the Company as the surviving entity.

In March 2003, the Company incorporated Lexon Korea Corporation (“Lexon Korea”) as a wholly-owned subsidiary in Korea for the purpose of entering into potential business combinations with Korean operating entities. Lexon Korea was reorganized in August 2005, and as a result, the Company’s equity share in Lexon Korea was reduced to 10%.

In December 2004, the Company acquired 90.16% of the voting stock of Techone Company, Ltd, a company in Korea, by investing $1,585,000.  The Company recognized goodwill of $1,851,692 in the acquisition.  The Company acquired Techone to develop it as the Company’s core operating business in Korea for manufacturing and selling LTCC related products.  However, the development of the LTCC related products was not successful, and the operations of Techone became highly leveraged financially.  In August 2005, certain creditors filed an involuntary foreclosure and sold Techone’s assets through public auction to satisfy secured debts.  This disposal of assets resulted in a gain $1,315,469 for the year ended December 31, 2005.  In February 2006, Techone changed its name to Lexon Semiconductor Corporation and all of its operation has been suspended due to lack of operating working capital.    

11

LEXON TECHNOLOGIES, INC. AND SUBSIDIARIES

( Development Stage Companies)

Notes to Consolidated Fin ancial Statements

September 30, 2008

(Unaudited)

(b)   Going Concern

The Company’s consolidated financial statements are presented on a going concern basis, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business.  The Company’s operating losses continued and as of September 30, 2008, the stockholders’ deficit reached $2,092,253 while the assets totaled were $87,834. The development of the LTCC related products by Lexon Semi, which had been pursued as the Company’s core business, was unsuccessful, and most of assets of Lexon Semi were foreclosed and sold by creditors in August 2005. Since then, the operations of Lexon Semi have been suspended.

This situation raises substantial doubt about the Company's ability to continue as a going concern. The Company’s ability to continue as a going concern is contingent upon its ability to secure additional financing, initiate sales of its products and attain profitable operations. The Company’s management is currently pursuing various sources of equity or debt financing, although there can be no assurance that the Company will be able to secure financing when needed or obtain on such terms that are satisfactory to the Company.

The accompanying consolidated financial statements do not include any adjustments relating to the recoverability and classification of asset carrying amounts or the amount and classification of liabilities that might result from the outcome of this uncertainty.  It is the intent of management to continue to raise additional funds to sustain operations and to pursue acquisitions of operating companies in order to generate future profits for the Company.

Note 2 - Significant Accounting Policies

The following summary of significant accounting polices of the Company is presented to assist in understanding the Company’s financial statements. These accounting policies conform to the accounting principles generally accepted in the United States of America, and have been consistently applied in the preparation of the financial statements.

(a)   Basis of Financial Statement Presentation

These financial statements have been prepared with the assumption that the Company will be able to realize its assets and discharge its liabilities in the normal course of business.

(b)   Basis of Consolidation

The consolidated financial statements include the accounts of Lexon Technologies, Inc., and its majority-owned subsidiary, Lexon Semiconductor Co., Ltd.  All material intercompany accounts and transactions have been eliminated in the consolidation.

Minority interests are recorded to the extent of equity owned. Losses in excess of minority interest equity capital are charged against the majority interest and will be reversed when the losses reverse.

12

LEXON TECHNOLOGIES, INC. AND SUBSIDIARIES

( Development Stage Companies)

Notes to Consolidated Fin ancial Statements

September 30, 2008

(Unaudited)

(c)   Unit of Estimates

Preparation of financial statements in accordance with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the amounts reported in the financial statements and related notes to financial statements.  These estimates are based on management's best knowledge of current events and actions the Company may undertake in the future. Actual results may ultimately differ from estimates, although management does not believe such changes will materially affect the financial statements in any individual year.

(d)   Revenue Recognition

Revenue is recognized, in accordance with Staff Accounting Bulletin No. 101 "Revenue Recognition in Financial Statements" ("SAB No. 101"), when delivery has occurred and collection of the related receivable is probable.  As such, the Company recognizes revenue for its products generally when the product is shipped and title passes to the buyer.  There are no multi-deliverables or product warranties requiring accounting recognition.

(e)   Foreign Currency Translation

For the Company's foreign subsidiaries, the functional currency has been determined to be the local currency, Korean Won.  In accordance with the Statement of Financial Accounting Standard No. 52, “Foreign Currency Translation”, the assets and liabilities are translated at year-end exchange rates, and operating statement items are translated at average exchange rates prevailing during the year.  The resultant cumulative translation adjustments to the assets and liabilities are recorded as other comprehensive income (loss) as a separate component of stockholders’ equity.  Exchange rate adjustments resulting from foreign currency transactions are included in the determination of net income (loss).  Such amounts have been insignificant for all years presented.

In accordance with Statement of Financial Accounting Standards No. 95, "Statement of Cash Flows," cash flows from the Company's foreign subsidiaries are calculated based upon the local currencies.  As a result, amounts related to assets and liabilities reported on the consolidated statements of cash flows will not necessarily agree with changes in the corresponding balances on the consolidated balance sheets.

(f)   Cash and Cash Equivalents

Highly liquid investments with maturities of three months or less when purchased are considered cash equivalents and recorded at cost, which approximates fair value.

(g)   Properties and Equipment

Properties and equipment are stated at cost.  Major renewals and betterments are capitalized and expenditures for repairs and maintenance are charged to expense as incurred.  Depreciation is computed using the straight-line method over the following periods:

13

LEXON TECHNOLOGIES, INC. AND SUBSIDIARIES

( Development Stage Companies)

Notes to Consolidated Fin ancial Statements

September 30, 2008

(Unaudited)

Buildings and improvements	20-40 years
Machinery and equipment	10 years
Computer equipment	3 years
Automobiles	5 years
Office and other equipment	5 years

In accordance with Statement of Financial Accounting Standards No. 144, the Company records impairment of long-lived assets to be held and used or to be disposed of when indicators of impairment are present and the undiscounted cash flows estimated to be generated by those assets are less than the carrying amount.  

(h)   Investments

Investments in available-for-sale securities are being recorded in accordance with Statement of Financial Accounting Standards No. 115, "Accounting for Certain Investments in Debt and Equity Securities".  Equity securities that are not held principally for the purpose of selling in the near term are reported at fair market value with unrealized holding gains and losses excluded from earnings and reported as a separate component of stockholders' equity.  Investments in equities where the Company has the ability to exercise influence over the operations are accounted for using the equity method.

(j)   Intangible Assets

Intangible assets such as cost of obtaining industrial rights and patents are stated at cost, net of   amortization computed using the straight-line method over five to ten years.

(k)   Basic Earning (Loss) Per Share

The computations of basic earning (loss) per share of common stock are based on the weighted average number of common shares outstanding during the each period of the consolidated financial statements.  Common stock equivalents, consisting of stock options and warrants, have not been included in the calculation as their effect is anti-dilutive for the periods presented.

The following is a reconciliation of the numerators and denominators of the earning (loss) per share computations at September 30:

	2008			2007
Numerator – net income (loss) for the period	$	(66,491	)	$	789,302
Denominator – weighted average number of shares outstanding		34,183,778			34,183,778
Earning (loss) per share	$	(0.002	)	$	0.02

14

LEXON TECHNOLOGIES, INC. AND SUBSIDIARIES

( Development Stage Companies)

Notes to Consolidated Fin ancial Statements

September 30, 2008

(Unaudited)

(l)   Financial Instruments

Fair values of cash equivalents, short-term and long-term investments and short-term debt approximate their costs.  The estimated fair values of other financial instruments, including debt, equity and risk management instruments, have been determined using market information and valuation methodologies, primarily discounted cash flow analysis.  These estimates require considerable judgment in interpreting market data, and changes in assumptions or estimation methods could significantly affect the fair value estimates.

(m)   Recent Accounting Pronouncements

In June 2006, the FASB issued Interpretation No. 48, Accounting for Uncertainty in Income Taxes (“FIN 48”). FIN 48 clarifies the accounting for uncertainty in income taxes recognized in the Company’s financial statements in accordance with SFAS No. 109. FIN 48 prescribes a recognition threshold and measurement attributes for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. The provisions of FIN 48 are effective for the fiscal years beginning after December 15, 2006. The adoption of FIN 48 did not have a significant effect on the Company’s financial statements.

In February 2007, the Financial Accounting Standards Board ("FASB") issued SFAS No. 159, "The Fair Value Option for Financial Assets and Financial Liabilities" ("SFAS No. 159"), which permits entities to measure many financial instruments and certain other items at fair value that are not currently required to be measured at fair value. An entity would report unrealized gains and losses on items for which the fair value option has been elected in earnings at each subsequent reporting date. SFAS No. 159 requires disclosures that facilitate comparisons (a) between entities that choose different measurement attributes for similar assets and liabilities and (b) between assets and liabilities in the financial statements of an entity that selects different measurement attributes for similar assets and liabilities. SFAS No. 159 is effective for financial statements issued for fiscal years beginning after November 15, 2007. Early adoption is permitted as of the beginning of a fiscal year provided the entity also elects to apply the provisions of SFAS No. 157 "Fair Value Measurements.” Upon implementation, an entity shall report the effect of the first re-measurement to fair value as a cumulative-effect adjustment to the opening balance of retained earnings. Since the provisions of SFAS No. 159 are applied prospectively, any potential impact will depend on the instruments selected for fair value measurement at the time of implementation. The Company does not expect that the adoption of SFAS No. 159 will have a significant effect on its financial statements.

Note 3 - Property and Equipment

Property and equipment consists of the following at:

	September 30, 2008			December 31, 2007
Computer and equipment	$	10,450		$	10,450
Furniture and fixture		4,287			4,287
		14,737			14,737
Accumulated depreciation		(13,684	)		(13,561	)
Net property and equipment	$	1,053		$	1,176

Depreciation expenses for the periods ended September 30, 2008 and 2007 were $679 and $811, respectively.

15

LEXON TECHNOLOGIES, INC. AND SUBSIDIARIES

( Development Stage Companies)

Notes to Consolidated Fin ancial Statements

September 30, 2008

(Unaudited)

Note 4 - Investments

In 2003, the Company’s subsidiary in Korea, Lexon Semi, invested $125,967 in a 10% voting stock of Mirae Sojae Company, a Korean entity.  The investment is recorded under the cost method.  The fair value of this investment as of September 30, 2008 and December 31, 2007 was $81,795 and $104,189, respectively.

Note 5 - Related Party Transactions

As of September 30, 2008 and December 31, 2007, the Company has loans payable to officers, directors and shareholders of the Company and other related individuals totaling $372,964 and $402,118, respectively. These amounts are non-interest bearing and payable on demand.

Note 6 - Commitments and Contingencies

The Company was not able to pay compensations to its executives and the past-due compensations aggregated $1,690,014 in 2007. The claimants waived $888,000, leaving the balances at $802,014 which still remained as payable as of September 30, 2008. The waived amount was recorded as gain on debt cancellation in 2007.

The Company has contingent liabilities of $274,610 to various creditors of a predecessor company. Management determined that it is reasonably certain that the amount will be paid in future.

Note 7 - Notes Payable

Notes payable consisted of the following at:

	September 30, 2008		December 31, 2007
Note payable to a related party with interest at 7.5% per annum, unsecured. Note is in default and due on demand	$	20,000	$	20,000
Note payable to an individual with interest at 7.5% per annum, unsecured. Note is in default and due on demand		5,000		5,000
Note payable to an unrelated party with interest at 7.5% per annum, unsecured. Note is due on demand		149,982		149,982
Note payable to an unrelated party, non-interest bearing and unsecured. Note is due on demand		15,720		-
Total notes payable	$	190,702	$	174,982

16

LEXON TECHNOLOGIES, INC. AND SUBSIDIARIES

( Development Stage Companies)

Notes to Consolidated Fin ancial Statements

September 30, 2008

(Unaudited)

Note 8 - Income Taxes

Deferred income tax assets amounted to approximately $2,153,000 as of the September 30, 2008, resulting primarily from net operating loss carryforwards.  The Company established valuation allowance for these deferred taxes and did not recognize them as assets, as it is more likely than not that these assets will not be realized in the near future.

Note 9 - Stock Option Plan

The Company accounts for its stock options in accordance with SFAS 123(R) "Accounting for Stock - Based Compensation" and SFAS 148 "Accounting for Stock - Based compensation - Transition and Disclosure." Value of options granted has been estimated by the Black Scholes option pricing model. The assumptions are evaluated annually and revised as necessary to reflect market conditions and additional experience.

On September 14, 2000, the Company adopted a Non-Qualified Stock Option Plan (the "2000 Plan") under which options to acquire common stock of the Company may be granted to employees and consultants of the Company or its subsidiaries.  Under this Plan, a total of 250,000 (post-split) shares of options, subject to certain restrictions, are authorized to be granted.  The exercise price of each option is determined by the Board of Directors on the date of grant.  The Board also determines the term, restrictions on vesting and exercise dates with expected life of the option term not exceeding five years.

While 147,000 options remain available for grant under the 2000 Plan, there were no stock options granted during the periods ended September 30, 2008 and 2007.

Note 10 - Other Comprehensive Income (Loss)

The Company reports other comprehensive income in accordance with Statement of Financial Accounting Standards No. 130, “Reporting Comprehensive Income” (“SFAS No. 130").  SFAS No. 130 establishes standards for reporting in the financial statements all changes in equity during a period, except those resulting from investments by and distributions to owners.  The cumulative effect of foreign currency translation adjustments from South Korean Won to U.S. dollars, which is included in other comprehensive income (loss) in the stockholders’ equity section, consisted of the following at:

17

LEXON TECHNOLOGIES, INC. AND SUBSIDIARIES

( Development Stage Companies)

Notes to Consolidated Fin ancial Statements

September 30, 2008

(Unaudited)

	September 30, 2008			December 31, 2007
Balance, beginning of period	$	(115,308	)	$	(119,837	)
Effect of currency translation		163,754			4,529
Balance, end of period	$	48,446		$	(115,308	)

Note 11 - Convertible Debentures

The Company has the following convertible debenture notes outstanding at:

	September 30, 2008		December 31, 2007
A note with 7.5% interest, convertible to 30,000 shares of the Company’s common stock, matured on September 9, 2004 with interest accrued at $10,708.	$	30,000	$	30,000
Two notes with 7.5% interest, convertible to 227,840 shares of common stock, matured on October 30, 2005 with interest accrued at $14,987.		56,960		56,960
Total convertible debentures	$	86,960	$	86,960

18

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

The following discussion and analysis should be read in conjunction with our financial statements, including the notes thereto, appearing elsewhere in this Report.

Cautionary Statement Regarding Forward-looking Statements

This report may contain “forward-looking” statements. Examples of forward-looking statements include, but are not limited to: (a) projections of revenues, capital expenditures, growth, prospects, dividends, capital structure and other financial matters; (b) statements of plans and objectives of our management or Board of Directors; (c) statements of future economic performance; (d) statements of assumptions underlying other statements and statements about us and our business relating to the future; and (e) any statements using the words “anticipate,” “expect,” “may,” “project,” “intend” or similar expressions.

Overview

Effective December 8, 2004, we acquired a majority control (90.16%) of Techone Company, Ltd., a Republic of South Korea corporation (“Techone” ), through an investment of $1,585,000 financed through the sale of our restricted common stock to two accredited investors. During February 2006, the Company changed the name of Techone to Lexon Semiconductor Corporation (“Lexon Semi”). Lexon Semi is a corporation that manufactures and sells Low Temperature Cofired Ceramic (LTCC) components. The Company has operated Lexon Semi as a majority-owned subsidiary and the business of Lexon Semi has been the operating business of the Company.

To date, our source of liquidity has been proceeds from the sale of our common stock, and the issuance of convertible notes and promissory notes to finance operations and business activities. In each year we incurred significant losses which evidently resulted in the suspension of the business operations of Lexon Semi as of July 2006.

Due to our sole reliance on debt and equity financing to fund our operations to date, we have incurred a loss and decided to shift our primary focus to seeking joint venture partners, business acquisitions and business alliances in an effort to commence business operations outside the LTCC-related market, although we have not reached any definitive agreements to date.

Our consolidated financial statements are prepared using the accrual method of accounting in accordance with accounting principles generally accepted in the United States of America and have been prepared on a going concern basis, which contemplates the realization of assets and settlement of liabilities in the normal course of business. The preparation of these financial statements requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses.

Results of Operation for Nine Months Ended September 30, 2008 asCompared to Nine Months Ended September 30, 2007

You should read the selected financial data set forth below along with out discussion of our plan of operation and our financial statements and the related notes. We have derived the financial data from our unaudited financial statements. We believe the financial data shown in the table below include all adjustments consisting only of normal recurring adjustments, that we consider necessary for a fair presentation of such information. Operating results for the period are not necessarily indicative of the results that may be expected in the future.

	Nine Months Ended September 30, 2008			Nine Months Ended September 30, 2007			Percentage Change
	(Unaudited)			(Unaudited)
Revenue	$	-		$	-		$	-
Operating expenses		53,861			92,490			41.8%
Net (loss)	$	( 66,491	)	$	(789,302	)	$	91.6%
Net (loss) per share	$	( .002	)	$	.02		$	90%

19

Revenues.

There were no revenues from operations for the six months ended September 30, 2008 and 2007.

Operating Expenses.

Operating expenses decreased by $38,629 to $53,861 for the nine months ended September 30, 2008 as compared to $92,490 for the nine months ended September 30, 2007.

Operating expenses for the nine months ended September 30, 2008 were $53,861, consisting of $53,182 in selling, general and administrative expenses, and $679 in depreciation and amortization. Operating expenses for the prior year period were $92,490, consisting of $91,679 in selling, general and administrative expenses, and $811 in depreciation and amortization. The decrease in operating expenses is due to the suspension of the business operations of the Company since July 2006 and our continued efforts to reduce expenses due to limited resources.

Operating expenses since inception (July 18, 2001) total $4,659,100.  Our net earnings per share for the nine months ended September 30, 2008 was $0.001, based on a weighted average of 34,183,778 shares outstanding.

Other Expense.

Other expense for the nine months ended September 30, 2008 consisted of $6,304 all in interest expense.  Other income for the prior year period totaled $881,792, consisting of $888,000 in gain on debt cancellation and $6,208 in interest expense.

Liquidity and Capital Resources.

At September 30, 2008, we had current assets of $1,017 and current liabilities of $1,905,477 for a negative working capital of $1,904,460.  Current assets consisted entirely of cash and cash equivalents.

At September 30, 2008, we had property and equipment, net totaling $1,053, consisting of computer and equipment, furniture and fixtures in the amount of $14,737 less the accumulated depreciation of $13,684.  We had other assets of $85,764 in investments, deposits and other assets, for total assets of $98,834.

Current liabilities at September 30, 2008, consisted of accounts payable of $416,905, accounts payable due to related parties of $372,964, accrued expenses of $837,946, convertible notes payable of $86,960, and notes payable of $190,702. We also had contingent liabilities of $274,610, including accrued payables to creditors.

For the nine months ended September 30, 2008, net cash used in operating activities totaled $207,190 compared to net cash used in operating activities of $91,006 in the prior year period. Our operating activities since inception have been funded primarily by the sale of our common stock and the issuance of convertible notes and promissory notes.

We had zero net cash provided by investing activities for the nine months ended September 30, 2008. In the prior year period, net cash used in investing activities totaled $1,380.

Net cash provided by financing activities for the nine months ended September 30, 2008 consisted primarily of $15,720 in proceeds from notes payable. In the prior year period, net cash provided by financing activities totaled $108,367.

To date, our primary source of liquidity has been proceeds from the sale of our common stock and notes payable to finance operations and business activities. In each year we incurred significant recurring losses which have resulted in an accumulated deficit of $5,241,722, and a working capital deficit of approximately $2,179,070, as of September 30, 2008.  Accordingly, our financial statements include a going concern qualification raising substantial doubt about Lexon’s ability to continue as a going concern. Our management hopes to be able to find additional sources of funding and/or a possible business opportunity in order to commence revenue producing business operations during fiscal year 2009. No definitive terms or agreements for funding or a business combination have been reached at the date of this Report.

Off-Balance Sheet Arrangements.

None.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

We are a smaller reporting company as defined by Rule 12b-2 of the Exchange Act and are not required to provide the information under this item.

20

ITEM 4. CONTROLS AND PROCEDURES

Our Chief Executive Officer, President, and Chief Financial Officer (the “Certifying Officer”) is responsible for establishing and maintaining disclosure controls and procedures for the Company.  The Certifying Officer has designed such disclosure controls and procedures to ensure that material information is made known to them, particularly during the period in which this report was prepared.  The Certifying Officer has evaluated the effectiveness of the Company's disclosure controls and procedures as of the end of the period covered by this report, and believes that the Company’s disclosure controls and procedures are effective based on the required evaluation.  During the period covered by this report, there were no changes in internal controls or in other factors that could significantly affect, or are reasonably likely to materially affect, our internal control over financial reporting.

ITEM 4T. CONTROLS AND PROCEDURES

We are smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.

PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

To the best knowledge of management, there are no legal proceedings pending or threatened against the Company.

ITEM 1A. RISK FACTORS

We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.

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

None.

ITEM 3. DEFAULT UPON SENIOR SECURITIES

None.

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

None.

ITEM 5. OTHER INFORMATION

None.

ITEM 6. EXHIBITS

Exhibit 31.1 - CERTIFICATION OF CHIEF EXECUTIVE OFFICER PURSUANT TO THE SECURITIES EXCHANGE ACT OF 1934, RULES 13(A)-14 AND 15(D)-14, AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002.

Exhibit 31.2 - CERTIFICATION OF CHIEF FINANCIAL OFFICER PURSUANT TO THE SECURITIES EXCHANGE ACT OF 1934, RULES 13(A)-14 AND 15(D)-14, AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002.

Exhibit 32 - CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002.

21

SIGNATURES

In accordance with the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, duly authorized.

Date: November 13, 2008

LEXON TECHNOLOGIES, INC.

/s/ Hyung Soon Lee

Hyung Soon Lee

Chief Executive Officer and Chief Financial Officer

22

EX-31.1

Exhibit 31.1

CERTIFICATION OF CHIEF EXECUTIVE OFFICER

PURSUANT TO THE SECURITIES EXCHANGE ACT OF 1934,

RULES 13a-14 AND 15d-14

AS ADOPTED PURSUANT TO

SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Hyung Soon Lee, certify that:

1. I have reviewed this Report;

2. Based on my knowledge, this Report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this Report;

3. Based on my knowledge, the financial statements, and other financial information included in this Report, fairly present in all material respects the financial condition, results of operations and cash flows of the Company, as of, and for, the periods presented in this Report;

4. I am responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the Company and have:

(a) designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the Company, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this Report is being prepared;

(b) designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) evaluated the effectiveness of the Company's disclosure controls and procedures and presented in this Report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this Report based on such evaluation; and

(d) disclosed in this Report any change in the Company’s internal control over financial reporting that occurred during the Company’s most recent fiscal quarter (the Company’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting; and

5. I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the Company’s auditors and the audit committee of the Company’s board of directors (or persons performing the equivalent functions):

(a) all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the Company’s ability to record, process, summarize and report financial information; and

(b) any fraud, whether or not material, that involves management or other employees who have a significant role in the Company’s internal control over financial reporting.

Date: November 13, 2008

/S/Hyung Soon Lee

Chief Executive Officer and President

23

EX-31.2

Exhibit 31.2

CERTIFICATION OF CHIEF FINANCIALOFFICER

PURSUANT TO THE SECURITIES EXCHANGE ACT OF 1934,

RULES 13a-14 AND 15d-14

AS ADOPTED PURSUANT TO

SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Hyung Soon Lee, certify that:

1. I have reviewed this Report;

2. Based on my knowledge, this Report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this Report;

3. Based on my knowledge, the financial statements, and other financial information included in this Report, fairly present in all material respects the financial condition, results of operations and cash flows of the Company, as of, and for, the periods presented in this Report;

4. I am responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the Company and have:

(a) designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the Company, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this Report is being prepared;

(b) designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) evaluated the effectiveness of the Company's disclosure controls and procedures and presented in this Report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this Report based on such evaluation; and

(d) disclosed in this Report any change in the Company’s internal control over financial reporting that occurred during the Company’s most recent fiscal quarter (the Company’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting; and

5. I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the Company’s auditors and the audit committee of the Company’s board of directors (or persons performing the equivalent functions):

(a) all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the Company’s ability to record, process, summarize and report financial information; and

(b) any fraud, whether or not material, that involves management or other employees who have a significant role in the Company’s internal control over financial reporting.

Date: November 13, 2008

/S/Hyung Soon Lee

Chief Financial Officer

24

EX-32

Exhibit 32

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Lexon Technologies, Inc. (“Company”) on Form 10-Q for the period ended September 30, 2008, as filed with the Securities and Exchange Commission on the date hereof (“Report” ), I, Hyung Soon Lee, Principal Executive Officer and Principal Financial Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to the best of my knowledge and belief:

(1) the Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2) the information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the Company.

Date: November 13, 2008

/S/Hyung Soon Lee

Principal Executive Officer

Principal Financial Officer

25