UNITED STATES SECURITIES AND EXCHANGE COMMISSION

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

Yes þ No o

State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date: 127,061 common shares issued and outstanding as of May 9, 2018.

TERAFOX CORP.

QUARTERLY REPORT ON FORM 10-Q

TABLE OF CONTENTS


		Page
PART I	FINANCIAL INFORMATION:

Item 1.	Financial Statements (Unaudited)	3

	Condensed Balance Sheets as of March 31, 2018 and December 31, 2017 (unaudited)	3

	Condensed Statements of Operations for the three months period ended March 31, 2018 and 2017 (unaudited)	4

	Condensed Statements of Cash Flows for the three months period ended March 31, 2018 and 2017	5

	Notes to the Condensed Unaudited Financial Statements	6

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	7

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	9

Item 4.	Controls and Procedures	9

PART II	OTHER INFORMATION:

Item 1.	Legal Proceedings	9

Item 1A	Risk Factors	9

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	9

Item 3.	Defaults Upon Senior Securities	9

Item 4.	Mining Safety Disclosures	10

Item 5.	Other Information	10

Item 6.	Exhibits	10

	Signatures

LONGWEN GROUP CORP.

NOTES TO FINANCIAL STATEMENTS

AS OF MARCH 31, 2018

(unaudited)

NOTE 1 – INTERIM FINANCIAL STATEMENTS

The accompanying unaudited condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and with the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”). Accordingly, these condensed financial statements do not include all of the information and footnotes required for audited annual financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary to make the condensed financial statements not misleading have been included. The balance sheet at December 31, 2017, has been derived from the Company’s audited financial statements as of that date.

The unaudited condensed financial statements included herein should be read in conjunction with the audited consolidated financial statements and the notes thereto that are included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2017, that was filed with the SEC on March 31, 2018. The results of operations for the three months ended March 31, 2018, are not necessarily indicative of the results to be expected for the full year.

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Recent Accounting Pronouncements

The Company evaluated accounting pronouncements issued in 2018 and determined that none applied to the Company’s financial statements and it does not expect the adoption of any other recently issued accounting pronouncements to have a significant impact on its financial position, results of operations or cash flows.

NOTE 3 – GOING CONCERN

The Company’s financial statements have been prepared on a going concern basis, which contemplates the realization of assets and settlement of liabilities and commitments in the normal course of business. The Company has not generated any revenues since inception. In addition, the Company has a working capital deficit of $20,664 and an accumulated deficit of $2,688,523 as of March 31, 2018. These factors, among others, raise substantial doubt about the Company’s ability to continue as a going concern. Management is considering options in order to address the Company’s financing requirements. Those options include the possible sale of common stock and debt financing. There can be no assurance that management will be able to obtain the necessary financing needed to continue as a going concern.

The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

NOTE 4 – STOCKOLDER LOAN

The Company was advanced $13,411 by a shareholder to pay-off debt and for working capital purposes. The loan is non-interest bearing and is payable on demand.

NOTE 5 – SUBSEQUENT EVENTS

On May 1, 2018, Keith Wong officially resigned from Chief Operating Officer of the Company and all other posts. There was no disagreement with the Company for his resignation.


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

FORWARD LOOKING STATEMENT NOTICE

Statements made in this Form 10-Q that are not historical or current facts are "forward-looking statements" made pursuant to the safe harbor provisions of Section 27A of the Securities Act of 1933 (the "Act") and Section 21E of the Securities Exchange Act of 1934. These statements often can be identified by the use of terms such as "may," "will," "expect," "believe," "anticipate," "estimate," "approximate" or "continue," or the negative thereof. We intend that such forward-looking statements be subject to the safe harbors for such statements. We wish to caution readers not to place undue reliance on any such forward-looking statements, which speak only as of the date made. Any forward-looking statements represent management's best judgment as to what may occur in the future. However, forward-looking statements are subject to risks, uncertainties and important factors beyond our control that could cause actual results and events to differ materially from historical results of operations and events and those presently anticipated or projected. We disclaim any obligation subsequently to revise any forward-looking statements to reflect events or circumstances after the date of such statement or to reflect the occurrence of anticipated or unanticipated events.

Financial information contained in this quarterly report and in our unaudited interim financial statements is stated in United States dollars and are prepared in accordance with United States generally accepted accounting principles.

GENERAL

Longwen Group Corp., (the “Company”), was originally incorporated on March 31, 1980, under the laws of the State of California as Expertelligence, Inc. On June 26, 2006, the Company reincorporated in Nevada. On January 23, 2017, after a series of various name changes, the Company amended its Articles of Incorporation (“Charter Amendment”) to effect the current name change of Longwen Group Corp. The Charter Amendment was approved by our majority shareholder, who holds 52% of our outstanding voting securities, on December 6, 2016. In connection with the Charter Amendment, on January 24, 2017, the Company received approval from the Financial Industry Regulatory Authority for its name change as stated above and voluntary trading symbol request from “DHPS” to “LWLW.”

On or about April 5, 2016, the Company effected a 1 for 750 share reverse split of its issued and outstanding common stock. On such date, the Company’s common stock was reduced from 95,164,140 to 127,061 shares outstanding.

Effective November 29, 2016, G. Reed Peterson sold 66,667 shares of common stock of the Company to Longwen Group Corp., a Grand Cayman company (“Longwen”). All of the shares held by Longwen are restricted securities. As a result of the transactions, Mr. Petersen no longer owns any of the Company’s capital stock or securities and he and his affiliates waived all loans and other amounts due to the Company. In addition, on such date, Mr. Petersen resigned in all officer capacities from the Company, and Mr. Xi Zhen Ye, President of Longwen, was appointed a Director of the Company and President and Chief Executive Officer and Chief Financial Officer of the Company and Mr. Keith Wong was appointed Chief Operating Officer of the Company. Mr. Ye also became the sole director of the Company.

Plan of Operation

The Company is a shell company as defined in Rule 12b-2 of the Exchange Act. Our principal business objective for the next 12 months and beyond such time will be to achieve long-term growth potential through a combination with a business rather than immediate, short-term earnings. The Company will not restrict our potential candidate target companies to any specific business, industry or geographical location and, thus, may acquire any type of business.

The Company currently does not engage in any business activities that provide cash flow. During the next twelve months we anticipate incurring costs related to:

(i) filing Exchange Act reports, and

(ii) investigating, analyzing and consummating an acquisition.

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. As of the date of the period covered by this report, the Company has $0 in cash. There

are no assurances that the Company will be able to secure any additional funding as needed. Currently, however our ability to continue as a going concern is dependent upon our ability to generate future profitable operations and/or to obtain the necessary financing to meet our obligations and repay our liabilities arising from normal business operations when they come due. Our ability to continue as a going concern is also dependent on our ability to find a suitable target company and enter into a possible reverse merger with such company. Management’s plan includes obtaining additional funds by equity financing through a reverse merger transaction and/or related party advances; however there is no assurance of additional funding being available.

The 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 capital. In the alternative, a business combination may involve the acquisition 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 offering.

RESULTS OF OPERATIONS

THREE MONTH PERIOD ENDED MARCH 31, 2018 COMPARED TO THE THREE MONTH PERIOD ENDED MARCH 31, 2017

Net Loss

We have not generated income from operations during the three month periods ended March 31, 2018 and 2017, respectively. We had a Loss from Operations (and Net Loss) for the quarter ended March 31, 2018 of $500 consisting solely of general and administrative fees compared with a Loss from Operations (and Net Loss) of $6,317 for the quarter ended March 31, 2017. This significant decrease was primarily due to decreases in legal and accounting fees.

Liquidity and Capital Resources

Our total assets as at March 31, 2018 and December 31, 2017, respectively, is $0.

Our working capital deficit as of March 31, 2018 is $20,664 compared with a working capital deficit as of December 31, 2017 of $20,164. The difference in working capital deficit is due to an increase in accounts payable and accrued expenses for the current quarterly period.

Management believes that without obtaining additional financing we will not be able to maintain our operations. Although we have actively been pursuing new business opportunities, we cannot give assurance that we will succeed in this endeavor, or be able to enter into necessary agreements to pursue our business on terms favorable to us. Should we be unable to generate additional revenues or raise additional capital, we could eventually be forced to cease business activities altogether.

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. The Company’s financial position and operating results raise substantial doubt about the Company’s ability to continue as a going concern, as reflected by the Company’s accumulated deficit of $2,688,523 at March 31, 2018. The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

Management is considering options in order to address the Company’s financing requirements. Those options include the possible sale of common stock and debt financing. There can be no assurance that management will be able to obtain the necessary financing needed to continue as a going concern.

Contractual Obligations and Other Commercial Commitments

We currently do not have any obligations or commitments.

Warrants

As of March 31, 2018, we had no outstanding warrants.

Common Stock

As of March 31, 2018, there were 127,061 shares issued and outstanding.

OFF-BALANCE SHEET ARANGEMENTS

As of the date of this Quarterly Report, we do not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to investors.


ITEM 3.	QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

As a "smaller reporting company" as defined by Item 10 of Regulation S-K, we are not required to provide information required by this Item.

ITEM 4.

CONTROLS AND PROCEDURES

Our management is responsible for establishing and maintaining a system of disclosure controls and procedures (as defined in Rule 13a-15(e) and 15d-15(e) under the Exchange Act) that is designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the Commission’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by an issuer in the reports that it files or submits under the Exchange Act is accumulated and communicated to the issuer’s management, including its principal executive officer or officers and principal financial officer or officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.

An evaluation was conducted under the supervision and with the participation of our management of the effectiveness of the design and operation of our disclosure controls and procedures as of March 31, 2018. Based on that evaluation, our management concluded that our disclosure controls and procedures were not effective as of such date to ensure that information required to be disclosed in the reports that we file or submit under the Exchange Act, is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms. Management also confirmed that there was no change in our internal control over financial reporting during the three-month period ended March 31, 2018 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.


PART II.	OTHER INFORMATION


ITEM 1.	LEGAL PROCEEDINGS

We know of no material, existing or pending legal proceedings against our Company, nor are we involved as a plaintiff in any material proceeding or pending litigation. There are no proceedings in which any of our directors, officers or affiliates, or any registered or beneficial shareholder, is an adverse party or has a material interest adverse to our interest.


ITEM 1A.	RISK FACTORS

As a "smaller reporting company" as defined by Item 10 of Regulation S-K, we are not required to provide information required by this Item.


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

No unregistered equity securities were sold during the three and nine months ended June 30, 2016.


ITEM 3.	DEFAULTS UPON SENIOR SECURITES

No senior securities were issued or outstanding during the three and nine months ended June 30, 2016 or 2015.


ITEM 4.	MINE SAFETY DISCLOSURES

Not applicable to our Company.


ITEM 5.	OTHER INFORMATION

None


ITEM 6.	EXHIBITS

The following exhibits are included as part of this report by reference:



31.1		Certification of Chief Executive Officer pursuant to Securities Exchange Act of 1934 Rule 13a-14(a) or 15d-14(a).

31.2		Certification of Chief Financial Officer pursuant to Securities Exchange Act of 1934 Rule 13a-14(a) or 15d-14(a).

32.1		Certification of Chief Executive Officer pursuant to Securities Exchange Act of 1934 Rule 13a-14(b) or 15d-14(b) and 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes- Oxley Act of 2002.

32.2

Certification of Chief Executive Officer pursuant to Securities Exchange Act of 1934 Rule 13a-14(b) or 15d-14(b) and 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes- Oxley Act of 2002.

SIGNATURES

In accordance with Section 13 or 15(d) of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.


	LONGWEN GROUP CORP.

	By:	/s/ Xi Zhen Ye
	Name:	Xi Zhen Ye
	Title:	Chief Executive Officer and Chief Financial Officer (Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer)

Dated: May 9, 2018


LONGWEN GROUP CORP.
Balance Sheets
(Unaudited)

ASSETS
				March 31,		December 31,
				2018		2017

CURRENT ASSETS

	Cash		$	-	$	-

		TOTAL CURRENT ASSETS AND TOTAL ASSETS		-		-


LIABILITIES AND STOCKHOLDERS' DEFICIT

CURRENT LIABILITIES

	Accounts payable and accrued expenses			7,253		6,753
	Stockholder Advance			13,411		13,411

		TOTAL CURRENT LIABILITIES AND TOTAL LIABILITIES		20,664		20,164

STOCKHOLDERS' DEFICIT

	Preferred stock, $0.0001 par value, 50,000,000
	shares authorized, no shares issued and outstanding
	as of March 31, 2018 and December 31, 2017			-		-
	Common stock, $0.0001 par value, 550,000,000
	shares authorized, 127,061 shares issued and outstanding
	as of March 31, 2018 and December 31, 2017			13		13
	Additional paid-in capital			2,667,846		2,667,846
	Accumulated deficit			(2,688,523)		(2,688,023)

		Total Stockholders' Deficit		(20,664)		(20,164)

		TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT	$	-	$	-

See accompanying notes to financial statements.


LONGWEN GROUP CORP.
Statements of Operations
(Unaudited)
				Three Months Ended
				March 31,
				2018		2017

REVENUES			$	-	$	-

EXPENSES

	General and administrative			500		6,317

		Total Expenses		500		6,317

	LOSS FROM OPERATIONS			(500)		(6,317)

LOSS BEFORE INCOME TAXES				(500)		(6,317)

	Provision for income taxes			-		-

NET LOSS			$	(500)	$	(6,317)

LOSS PER SHARE - BASIC AND DILUTED			$	(0.00)	$	(0.05)

WEIGHTED AVERAGE OUTSTAND SHARES
BASIC AND DILUTED				127,061		127,061

See accompanying notes to financial statements.


LONGWEN GROUP CORP.
Statements of Cash Flows
(Unaudited)

					Three Months Ended March 31,
					2018		2017
OPERATING ACTIVITIES

	Net (loss)			$	(500)	$	(6,317)
	Adjustments to reconcile net loss to
	net cash used by operating activities:
	Changes in operating assets and liabilities:
		Accounts payable and accrued expenses			500		1,817
		Accounts payable - related party			-		4,500

			NET CASH USED BY OPERATING ACTIVITIES		-		-

FINANCING ACTIVITIES

			NET CASH PROVIDED BY FINANCING ACTIVITIES		-		-

		NET (DECREASE) IN CASH			-		-

		CASH AT BEGINNING
		OF PERIOD			-		-

		CASH AT END OF PERIOD		$	-	$	-

See accompanying notes to financial statements.