Filed by Automated Filing Services Inc. (604) 609-0244 - Language Enterprises Corp. - Form 10-QSB

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-QSB

(Mark One)

[X] Quarterly Report Under Section 13 Or 15(d) Of The Securities Exchange Act Of 1934

For the quarterly period ended January 31, 2008

[   ] Transition Report Under Section 13 Or 15(d) Of The Exchange Act

For the transition period from ________ to ________

COMMISSION FILE NUMBER 000-52738

LANGUAGE ENTERPRISES CORP.
(Exact name of small business issuer as specified in its charter)

NEVADA 98-0555508
(State or other jurisdiction of incorporation or (IRS Employer Identification No.)
organization)  

111 N. Sepulveda Blvd., Suite 250
Manhattan Beach, CA 90266
(Address of principal executive offices)

(310) 937-1511
Issuer's telephone number

Not Applicable
(Former name, former address and former fiscal year, if changed since last report)

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. Yes [X]   No [   ]

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

State the number of shares outstanding of each of the issuer's classes of common equity, as of
the latest practicable date: As of March 13, 2008, the Issuer had 100,087,500 shares of common
stock issued and outstanding.

Transitional Small Business Disclosure Format (check one): Yes [   ]   No [X]


PART I - FINANCIAL INFORMATION

ITEM 1.               FINANCIAL STATEMENTS.

 

 

 

2


 

 

 

 

 

LANGUAGE ENTERPRISES CORP.
(A Development Stage Company)

 

FINANCIAL STATEMENTS

 

JANUARY 31, 2008

 

 

 

F-1


LANGUAGE ENTERPRISES CORP.
(A Development Stage Company)

BALANCE SHEETS 
(Unaudited)

    JANUARY 31,     JULY 31,  
    2008     2007  
ASSETS            
       Current Assets            
                 Cash $ 14,451   $  31,268  
       Total Current Assets   14,451     31,268  
             
       Fixed Assets            
                 Equipment, net   176     248  
             
       Other Assets            
                 Security Deposit   1,105     -  
             
TOTAL ASSETS $ 15,732   $  31,516  
             
             
LIABILITIES & STOCKHOLDERS’ EQUITY (DEFICIT)            
       Liabilities            
                 Current Liabilities            
                           Accounts Payable $ 61,732   $  1,334  
                           Amounts due to related party   -     4,541  
                 Total Current Liabilities   61,732     5,875  
             
       Stockholders' Equity (Deficit)            
       Capital Stock            
                 Authorized:            
                           2,500,000,000 shares with a            
                           par            
                          value of $0.001 per share            
                 Issued and Outstanding:            
                           100,087,500 common shares            
                           as            
                           of January 31, 2008 and            
                               October 31, 2007            
                 Common Stock   100,088      100,088  
                 Additional Paid-In Capital   54,263     43,762  
                 Accumulated Comprehensive Income   7     60  
                 Deficit accumulated during development stage   (200,357 )   (118,269 )
             
       Total Stockholders' Equity (Deficit)   (46,000 )   25,641  
             
TOTAL LIABILITIES & STOCKHOLDERS' EQUITY (DEFICIT) $ 15,732   $ 31,516  

The accompanying notes are an integral part of these financial statements

F-2


LANGUAGE ENTERPRISES CORP.
(A Development Stage Company)

STATEMENTS OF EXPENSES AND COMPREHENSIVE LOSS
(Unaudited)

                            CUMULATIVE  
                            PERIOD  
                            FROM  
                            INCEPTION  
                            OCTOBER 25,  
    THREE MONTHS ENDED     SIX MONTHS ENDED     2005 TO  
    JANUARY 31,     JANUARY 31,     JANUARY 31,  
    2008     2007     2008     2007     2008  
                               
EXPENSES                              
                               
G&A $  46,325   $  25,483   $  82,088   $  52,115   $  204,093  
                               
                               
Miscellaneous Income   -     (3,736 )   -     (3,736 )   (3,736 )
                               
                               
Net Loss   (46,325 )   (21,747 )   (82,088 )   (48,379 )   (200,357 )
                               
Other Comprehensive                              
Income:                              
Foreign currency                              
translation adjustment   -     (431 )   (53 )   (173 )   7  
                               
                               
Comprehensive Loss $  (46,325 ) $  (22,178 ) $  (82,141 ) $  (48,552 ) $  (200,350 )
                               
Basic And Diluted                              
Loss Per Share $  (0.00 ) $  (0.00 ) $  (0.00 ) $  (0.00 )      
                               
Weighted Average                              
Number Of Common                              
Shares Outstanding   100,087,500     100,087,500     100,087,500     100,087,500        

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

F-3


LANGUAGE ENTERPRISES CORP.
(A Development Stage Company)

STATEMENTS OF CASH FLOWS
(Unaudited)

                CUMULATIVE  
                PERIOD FROM  
                INCEPTION  
                OCTOBER 25,  
    SIX MONTHS ENDED     2005 TO  
    JANUARY 31,     JANUARY 31,  
    2008     2007     2008  
                   
Cash Used in Operating Activities:                  
                   
   Net loss $  (82,088 ) $  (48,379 ) $  (200,357 )
               Adjustments to reconcile net loss to                  
                  cash used in operating activities:                  
                           Depreciation   72     72     228  
                           Donated Rent   1,500     3,000     12,000  
                           Donated Management services   9,000     18,000     72,000  
               Change in Assets and Liabilities:                  
                           Prepaid expenses   -     1,326     -  
                           Other assets   (1,105 )   -     (1,105 )
                           Accounts payable   60,398     567     61,732  
                           Accounts receivable   -     (3,736 )   -  
         Net cash used in operating activities   (12,223 )   (29,150 )   (55,502 )
                   
Investing Activities:                  
         Purchase of equipment   -     -     (404 )
Net cash used in investing activities   -     -     (404 )
                   
Financing Activities                  
         Net borrowings from related party   (4,541 )   (910 )   -  
         Issue of common stock for cash   -     -     70,350  
Net cash provided by (used in) financing                  
activities   (4,541 )   (910 )   70,350  
                   
Net Increase (Decrease) In Cash   (16,764 )   (30,060 )   14,444  
                   
Effect Of Unrealized Exchange Rate                  
Changes   (53 )   (549 )   7  
                   
Cash, Beginning Of Period   31,268     67,581     -  
                   
Cash, End Of Period $  14,451   $  36,972   $  14,451  
Supplemental Disclosures Of Cash Flow                  
Information                  
         Interest paid $  -   $  -   $  -  
         Income taxes paid    -      -      -  

The accompanying notes are an integral part of these financial statements

F-4


LANGUAGE ENTERPRISES CORP.
(A Development Stage Company)

NOTES TO FINANCIAL STATEMENTS

JANUARY 31, 2008
(Unaudited)

1.

BASIS OF PRESENTATION

   

The unaudited financial information furnished herein reflects all adjustments, which in the opinion of management are necessary to fairly state the Company’s financial position and the results of its operations for the periods presented. This report on Form 10-QSB should be read in conjunction with the Company’s financial statements and notes thereto included in the Company’s audited financial statements for the fiscal period ended July 31, 2007. The Company assumes that the users of the interim financial information herein have read or have access to the audited financial statements for the preceding fiscal year and that the adequacy of additional disclosure needed for a fair presentation may be determined in that context. Accordingly, footnote disclosure, which would substantially duplicate the disclosure contained in the Company’s audited financial statements for the fiscal period ended July 31, 2007, has been omitted. The results of operations for the three-month period ended January 31, 2008 are not necessarily indicative of results for the entire year ending July 31, 2008.

   
2.

GOING CONCERN

   

The accompanying financial statements have been prepared assuming the Company will continue as a going concern. As shown in the accompanying financial statements, the Company has accumulated a deficit since inception. These factors raise substantial doubt about our ability to continue as a going concern. The financial statements contained herein do not include any adjustments relating to the recoverability and classification of recorded asset amounts or amounts and classification of liabilities that might be necessary should we be unable to continue in existence. The future of the Company is dependent upon its ability to obtain financing and upon future profitable operations. If necessary, management may seek additional capital through a private placement and public offering of its common stock.

   
3.

CAPITAL STOCK

   

Effective January 7, 2008, the Company amended its Articles of Incorporation by splitting its issued and authorized capital on a 25-for-1 basis. Accordingly, the Company’s authorized capital of common stock has been increased from 100,000,000 shares to 2,500,000,000 shares of common stock, $0.001 par value per share, and the Company’s issued and outstanding shares were increased on a 25-for-1 basis such that each shareholder now holds twenty five shares for each one share previously held. As a result of the stock split, the number of Company shares outstanding increased from 4,003,500 to 100,087,500. All share and per-share data (except par value) have been adjusted to reflect the effect of the stock split for all periods presented.

F-5


LANGUAGE ENTERPRISES CORP.
(A Development Stage Company)

NOTES TO FINANCIAL STATEMENTS

JANUARY 31, 2008
(Unaudited)


4.

AMOUNTS DUE TO RELATED PARTY AND RELATED PARTY TRANSACTIONS

   

Management contributes rent at $500 per month and services at $1,250 per month to the company. The amounts represent management’s estimate of the fair value of both. These amounts were charged to operations and credited to additional paid in capital during the periods presented.

   
5.

SUBSEQUENT EVENTS

   

On March 7, 2008 the Company borrowed $220,000 from Little Bay Consulting S.A. The funds were received in two traunches, $120,000 in February 2008 and $100,000 in March 2008. The loans are unsecured, carry an annual interest rate of 5.0%, are due July 1, 2010, and are not convertible.

   

In February 2008, the Company formed Doral West Corp., a wholly owned subsidiary to participate in future acquisitions.

F-6


ITEM 2.               MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION.

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

Certain statements contained in this Quarterly Report constitute "forward-looking statements.” These statements, identified by words such as “plan,” "anticipate," "believe," "estimate," "should," "expect" and similar expressions include our expectations and objectives regarding our future financial position, operating results and business strategy. These statements reflect the current views of management with respect to future events and are subject to risks, uncertainties and other factors that may cause our actual results, performance or achievements, or industry results, to be materially different from those described in the forward-looking statements. Such risks and uncertainties include those set forth under this caption "Management's Discussion and Analysis or Plan of Operation" and elsewhere in this Quarterly Report. We do not intend to update the forward-looking information to reflect actual results or changes in the factors affecting such forward-looking information. We advise you to carefully review the reports and documents we file from time to time with the SEC, particularly our Annual Reports on Form 10-KSB, our Quarterly Reports on Form 10-QSB and our Current Reports on Form 8-K.

As used in this Quarterly Report, the terms "we,” "us,” "our,” the “Company” and “Language” mean Language Enterprises Corp. unless otherwise indicated. All dollar amounts in this Quarterly Report are in U.S. dollars unless otherwise stated.

INTRODUCTION

The following discussion and analysis summarizes our plan of operation for the next twelve months, our results of operations for the six months ended January 31, 2008, and changes in our financial condition from July 31, 2007. This discussion should be read in conjunction with the Management’s Discussion and Analysis or Plan of Operation included in our Annual Report on Form 10-KSB for the fiscal year ended July 31, 2007.

Overview

We were incorporated on October 25, 2005 under the laws of the State of Nevada. Since our inception, we have operated a translation brokerage business, acting as an intermediary between clients and independent, professional translators located throughout the world with whom we are associated. However we have been unsuccessful in our efforts to generate revenue from this business.

As a result, our management has suspended our translation brokerage business and is currently in the process of evaluating alternative business opportunities. Our management has identified what it believes are promising opportunities in the oil and gas industry. However, we have not yet entered into any definitive agreements with respect to these potential opportunities and there are no assurances that we will be able to do so in the future.

Recent Corporate Developments

The following significant developments occurred since the completion of our fiscal quarter ended October 31, 2007:

1.

On November 21, 2007, Dr. Paul C. Kirkitelos was appointed our Chief Executive Officer, Chief Financial Officer, President, Secretary and Treasurer to fill the vacancies created by

3



the resignations of Jonathan Moore as our President and Treasurer and Naomi Moore as our Secretary.

   
2.

On November 23, 2007, Paul C. Kirkitelos purchased 29,250,000 (1,170,000 pre-split) shares of our common stock from each of Jonathan Moore and Naomi Moore, being equal to 58,500,000 (2,340,000 pre-split) shares in the aggregate. As consideration for these shares, Dr. Kirkitelos paid $124,990 to each of Mr. Moore and Mrs. Moore, equal to $249,980 shares in the aggregate.

   

As a result of the completion of the sale of the Shares to Dr. Kirkitelos, Mr. Moore and Mrs. Moore no longer own any shares of our common stock and Dr. Kirkitelos now owns approximately 58.4% of the outstanding shares of our common stock, resulting in a change of control. Pursuant to the terms of the agreement amongst Mr. Moore, Mrs. Moore and Dr. Kirkitelos, Mr. Moore and Mrs. Moore resigned from our Board of Directors and Dr. Kirkitelos was appointed as our sole director on December 24, 2007. There were no disagreements between us and Mr. Moore or Mrs. Moore regarding any matter relating to our operations, policies or practices.

   
3.

On January 7, 2008, we completed a 25-for-1 split of our common stock. As a result of the stock split, our authorized capital increased from 100,000,000 shares of common stock, par value $0.001 per share, to 2,500,000,000 shares of common stock, par value $0.001 per share. The total number of shares of our common stock issued and outstanding was increased from 4,003,500 shares to 100,087,500 shares, with each stockholder holding 25 shares of our common stock for every one share held prior to the stock split.

   
4.

On January 9, 2008, as a result of the 25-for-1 stock split, our trading symbol was changed to “LNGE.”

   
5.

On January 22, 2008, Morgan & Company, Chartered Accountants, resigned as our independent public accountants. Morgan & Company stated that they were resigning as our independent auditors due to the relocation of our offices and management from Canada to the United States. Because of this relocation, Morgan & Company felt that it was not appropriate for them to continue as our auditors.

   
6.

On January 26, 2008, Malone & Bailey PC, Certified Public Accountants and Business Consultants, was appointed as our new independent registered public accounting firm following the resignation of Morgan & Company, Chartered Accountants.

   
7.

On March 7, 2008, we entered into a loan agreement (the “Loan Agreement”) with Little Bay Consulting SA (“Little Bay”) for $220,000 (the “Principal Sum”). Under the terms of the Loan Agreement, we have agreed to pay interest to Little Bay at a rate of 5% per annum, and to repay the loan on or before July 1, 2010.

PLAN OF OPERATION

Our management has suspended our translation brokerage business and is currently in the process of evaluating alternative business opportunities. Our management has identified what it believes are promising opportunities in the oil and gas industry. However, we have not yet entered into any definitive agreements with respect to these potential opportunities and there are no assurances that we will be able to do in the future. As a result, at this time, we are unable to provide an accurate estimate of our financial requirements for the next twelve months. However,

4


as at January 31, 2008, we had a working capital deficit of $47,281and we anticipate that we will require substantial financing in the near term.

RESULTS OF OPERATIONS

Six Months Summary

  Three Months Ended Percentage   Six Months Ended Percentage
  January 31, Increase /   January 31, Increase /
  2008 2007 (Decrease)   2008 2007 (Decrease)
Revenue $-- $-- n/a   $- $- N/A
Expenses (46,325) (25,483) 81.8%   (82,088) (52,115) 57.5%
Miscellaneous Income -- 3,736 (100.0)% -- 3,736 (100.0)%
Net loss $(46,325) $(21,747) 113.0%   $(82,088) $(48,379) 69.7%

Revenues

During the three months ended January 31, 2007, we earned miscellaneous income of $3,736. This income was earned from a trial run conducted by us of our translation brokerage business and was classified as miscellaneous income as it did not constitute revenue from operations. We have not earned revenue from our operations since our inception.

We can provide no assurance that we will earn significant revenues, if any, in the future.

General and Administrative Expenses

Our operating expenses for the three and six months ended January 31, 2008 and 2007, consisted of the following:

  Three Months Ended January 31,   Six Months Ended January 31,
      Percentage       Percentage
  2008 2007 Increase /   2008 2007 Increase /
      (Decrease)       (Decrease)
General Office
and Overhead
$2,785
$2,154
29.3%

$4,569
$3,923
16.5%
Professional Fees 38,782 12,589 208.1%   60,833 25,316 140.3%
Management
Services
--
9,000
(100.0)%

9,000
18,000
(50.0%)
Filing Fees 3,464 1,285 169.6%   4,936 4,107 20.2%
Other Expenses 1,294 455 184.4%   2,750 769 257.6%
               
Total $46,325 $25,483 81.8%   $82,088 $52,115 57.5%

Our general and administrative expenses increased during the period ended January 31, 2008 primarily as a result of an increase in the amounts accrued for professional services provided

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during the period. Additional professional fees accrued during the period relate primarily to additional legal and accounting fees incurred in connection with our change in control.

The additional management fees recorded for the period ended January 31, 2007 represents the fair value of the management services provided to us by our former executive officers and directors free of charge. No amounts were accrued during the period ended January 31, 2008 for management fees as the services provided by our executive officers during the period were minimal.

LIQUIDITY AND CAPITAL RESOURCES

Working Capital      
      Percentage
  At January 31, 2008 At July 31, 2007 Increase / (Decrease)
Current Assets $14,451 $31,268 (53.8)%
Current Liabilities (61,732) (5,875) 950.8%
Working Capital (Deficit) $(47,281) $25,393 (286.2)%

Cash Flows    
   Six Months Ended January 31
  2008 2007
Cash Flows from (used in) Operating Activities $(12,223) $(29,150)
Cash Flows from (used in) Investing Activities -- --
Cash Flows from (used in) Financing Activities $(4,541) (910)
Net Increase (decrease) in Cash During Period $(16,764) $(30,060)

The decrease in our working capital at January 31, 2008 as compared to July 31, 2007, from the preceding fiscal period is primarily a result of the fact that we did not earn any significant revenue and had no significant sources of financing during the fiscal period ended January 31, 2008.

On March 7, 2008, we entered into a loan agreement with Little Bay Consulting SA (“Little Bay”) pursuant to which Little Bay agreed to loan us $220,000 at a rate of 5% per annum. The loan from Little Bay is unsecured and repayable by July 1, 2010. We anticipate that we will require substantially more external financing in the near future. Although our former President, Jonathan Moore, had previously agreed to loan us up to $40,000 on an as-needed basis to fund our operations and expenses, we do not expect to be able to obtain additional financing from Mr. Moore in the future. We do not have any additional financing arrangements in place.

In order to obtain additional financing in the future, we anticipate relying upon sales of our common stock and, when available, loans from third parties. However, there is no assurance that we will be able to obtain additional financing from either of these, or any other sources, in the future. Our ability to obtain third party loans is expected to be limited as we are a development stage company without significant assets. If we sell additional shares of our common stock, existing stockholders will experience a dilution of their proportionate interests in our Company.

6


OFF-BALANCE SHEET ARRANGEMENTS

We have no significant 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, revenue or expenses, results of operations, liquidity, capital expenditures or capital resources that is material to our stockholders.

CRITICAL ACCOUNTING POLICIES

The financial statements presented with this Quarterly Report on Form 10-QSB have been prepared in accordance with generally accepted accounting principles in the United States of America for interim financial information. These financial statements do not include all information and footnote disclosures required for an annual set of financial statements prepared under United States generally accepted accounting principles. In the opinion of our management, all adjustments (consisting solely of normal recurring accruals) considered necessary for a fair presentation of the financial position, results of operations and cash flows as at January 31, 2008, and for all periods presented in the attached financial statements, have been included. Interim results for the six months ended January 31, 2008 are not necessarily indicative of the results that may be expected for the fiscal year as a whole.

Our significant accounting policies are disclosed in the notes to the audited financial statements for the fiscal year ended July 31, 2007 included in our Annual Report on Form 10-KSB filed with the SEC on October 30, 2007.

RISKS AND UNCERTAINTIES

We have an operating deficit and have incurred losses since inception.

To date, our operations have not been profitable. We have generated a cumulative net loss of $200,357 from inception to January 31, 2008. Our inability to achieve profitability is directly related to our inability to earn significant revenues. We may never be able to earn significant revenues or achieve profitability.

We have only a limited operating history and therefore face a high risk of business failure and this could result in a complete loss of investors’ investments.

Investors’ evaluations of our business will be difficult because we have a limited operating history. We face a number of risks encountered by early-stage companies, including our need to develop infrastructure and our need to obtain sources of long term financing. Our business strategy may not be successful, and we may not successfully address these risks. If we are unable to attain profitability, investors may lose their entire investment.

We face competition in our search for alternative business opportunities, which could adversely affect our ability to acquire those opportunities.

We compete with other companies in our search for alternative business opportunities. Due to our small size and limited resources, it can be assumed that many of our competitors have significantly greater financial and other competitive resources, which may make our competitors more attractive. This may hinder our ability to acquire attractive business opportunities.

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The loss of our key persons, or our failure to attract and retain additional personnel could adversely affect our business.

Our success depends largely upon the efforts, abilities, and decision-making of Dr. Paul C. Kirkitelos, our Chief Executive Officer, Chief Financial Officer, President, Secretary and Treasurer. The loss of this individual would have an adverse effect on our business prospects. We do not currently maintain "key-man" life insurance and there is no contract in place assuring the services of Dr. Kirkitelos for any length of time. In the event that we should lose our sole officer and we are unable to find a suitable replacement, we may not be able to develop our business, in which case investors might lose all of their investment.

One stockholder owns a majority of our common stock and may act, or prevent certain types of corporate actions, to the detriment of other stockholders.

Dr. Paul C. Kirkitelos owns 58,500,000 common shares, which is approximately 58.4% of our issued and outstanding common stock. Accordingly, he may exercise significant influence over all matters requiring stockholder approval, including the election of a majority of the directors and the determination of significant corporate actions. This concentration could also have the effect of delaying or preventing a change in control that could otherwise be beneficial to our stockholders.

If we are unsuccessful at surmounting difficulties normally faced by new enterprises, our business could fail, leading to a loss by our investors or their investment capital.

As noted in our financial statements that are included in this Quarterly Report on Form 10-QSB, we are a development stage company. Potential investors should be aware of the difficulties normally encountered by a new enterprise and the high rate of failure of such enterprises. The likelihood of success must be considered in light of the problems, expenses, difficulties complications and delays encountered in connection with the development of a business in the areas in which we intend to operate and in connection with the formation and commencement of operations of a new business in general. There is limited history upon which to base any assumption as to the likelihood that we will prove successful, and there can be no assurance that we will generate any significant operating revenues or ever achieve profitable operations. If we are unsuccessful in addressing these risks, our business will most likely not be successful to the point that investors will receive a return on their investments

If we issue additional shares of common stock in the future this may result in dilution to our existing stockholders.

Our articles of incorporation authorize the issuance of 2,500,000,000 shares of common stock. Our board of directors has the authority to issue additional shares of common stock up to the authorized capital stated in the articles of incorporation. Our board of directors may choose to issue some or all of such shares to provide additional financing in the future. The issuance of any such shares may result in a reduction of the book value or market price of the outstanding shares of our common stock. It will also cause a reduction in the proportionate ownership and voting power of all other stockholders.

We have never paid dividends and do not intend to pay any in the foreseeable future, which may delay or prevent recovery of your investment.

We have never paid any cash dividends and currently do not intend to pay any dividends in the foreseeable future. If we do not pay dividends, this may delay or prevent recovery of your investment. To the extent that we require additional funding currently not provided for in our financing plan, it is possible that our funding sources might prohibit the payment of dividends.

8


The trading price of our common stock may be volatile, with the result that an investor may not be able to sell any shares acquired at a price equal to or greater than the price paid by the investor.

Our common shares are quoted on the OTC Bulletin Board under the symbol "LNGE.” Companies quoted on the OTC Bulletin Board have traditionally experienced extreme price and volume fluctuations. In addition, our stock price may be adversely affected by factors that are unrelated or disproportionate to our operating performance. Market fluctuations, as well as general economic, political and market conditions such as recessions, interest rates or international currency fluctuations may adversely affect the market price of our common stock. In addition, to date, there has been no trading volume for our shares on the OTC Bulletin Board. As a result of this potential volatility and potential lack of a trading market, an investor may not be able to sell any of our common stock that they acquire that a price equal or greater than the price paid by the investor.

Because our stock is a penny stock, stockholders will be more limited in their ability to sell their stock.

The SEC has adopted rules that regulate broker-dealer practices in connection with transactions in penny stocks. Penny stocks are generally equity securities with a price of less than $5.00, other than securities registered on certain national securities exchanges or quoted on the Nasdaq system, provided that current price and volume information with respect to transactions in such securities is provided by the exchange or quotation system.

Because our securities constitute "penny stocks" within the meaning of the rules, the rules apply to us and to our securities. The rules may further affect the ability of owners of shares to sell our securities in any market that might develop for them. As long as the trading price of our common stock is less than $5.00 per share, the common stock will be subject to rule 15g-9 under the Exchange Act. The penny stock rules require a broker-dealer, prior to a transaction in a penny stock, to deliver a standardized risk disclosure document prepared by the SEC, that:

1.

contains a description of the nature and level of risk in the market for penny stocks in both public offerings and secondary trading;

2.

contains a description of the broker's or dealer's duties to the customer and of the rights and remedies available to the customer with respect to a violation to such duties or other requirements of securities laws;

3.

contains a brief, clear, narrative description of a dealer market, including bid and ask prices for penny stocks and the significance of the spread between the bid and ask price;

4.

contains a toll-free telephone number for inquiries on disciplinary actions;

5.

defines significant terms in the disclosure document or in the conduct of trading in penny stocks; and

6.

contains such other information and is in such form, including language, type, size and format, as the SEC shall require by rule or regulation.

The broker-dealer also must provide, prior to effecting any transaction in a penny stock, the customer with: (a) bid and offer quotations for the penny stock; (b) the compensation of the broker-dealer and its salesperson in the transaction; (c) the number of shares to which such bid and ask prices apply, or other comparable information relating to the depth and liquidity of the market for such stock; and (d) a monthly account statements showing the market value of each penny stock held in the customer's account. In addition, the penny stock rules require that prior to a transaction in a penny stock not otherwise exempt from those rules; the broker-dealer must make a special written determination that the penny stock is a suitable investment for the purchaser and receive the purchaser's written acknowledgment of the receipt of a risk disclosure

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statement, a written agreement to transactions involving penny stocks, and a signed and dated copy of a written suitably statement. These disclosure requirements may have the effect of reducing the trading activity in the secondary market for our stock.

ITEM 3.               CONTROLS AND PROCEDURES.

Under the supervision and with the participation of our management, including our principal executive officer and principal financial officer, we have evaluated the effectiveness of our disclosure controls and procedures as required by Exchange Act Rule 13a-15(b) as of the end of the period covered by this Quarterly Report. Based on that evaluation, our principal executive officer and principal financial officer has concluded that these disclosure controls and procedures are effective.

There were no changes in our internal control over financial reporting during the last fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

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PART II - OTHER INFORMATION

ITEM 1.               LEGAL PROCEEDINGS.

None.

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

None.

ITEM 3.               DEFAULTS UPON SENIOR SECURITIES.

None.

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

None.

ITEM 5.               OTHER INFORMATION.

None.

ITEM 6.               EXHIBITS.

Exhibit

Number

Description of Exhibits

3.1

Articles of Incorporation.(1)

3.2

Certificate of Change Pursuant to NRS 78.209 increasing the authorized capital of common stock to 2,500,000,000 shares, par value $0.001 per share (25-for-1 Stock Split).(3)

3.3

Bylaws.(1)

10.1

Form of Translator Engagement Agreement.(1)

10.2

Translator Services Agreement with Toro Resources Corp.(1)

10.3

Translator Services Agreement with Magnus International Resources, Inc.(1)

10.4

Jonathan Moore Loan Letter.(1)

10.5

Loan Agreement dated as of March 7, 2008 with Little Bay Consulting SA.(4)

14.1

Code of Ethics.(2)

31.1

Certification of Chief Executive Officer and Chief Financial Officer as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

32.1

Certification of Chief Executive Officer and Chief Financial Officer as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.


(1)

Filed as an exhibit to our Registration Statement on Form SB-2 filed on September 11, 2006.

(2)

Filed as an exhibit to our Annual Report on Form 10-KSB for the year ended July 31, 2007 filed on October 30, 2007.

(3)

Filed as an exhibit to our Current Report on Form 8-K filed on January 9, 2008.

(4)

Filed as an exhibit to our Current Report on Form 8-K filed on March 12, 2008.

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SIGNATURES

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

        LANGUAGE ENTERPRISES CORP.
         
         
         
Date: March 17, 2008   By: /s/ Paul C. Kirkitelos
        PAUL C. KIRKITELOS
        Chief Executive Officer, Chief Financial Officer
        President, Secretary and Treasurer
        (Principal Executive Officer
        and Principal Accounting Officer)