UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 10-Q

[X]	Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
	For the quarterly period ended September 30, 2008
[  ]	Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934
	For the transition period __________ to__________
	Commission File Number: 000-52374

IB3 Networks, Inc.

(Exact name of small business issuer as specified in its charter)

Nevada	61-1433933
(State or other jurisdiction of incorporation or organization)	(IRS Employer Identification No.)

10 South High Street, Canal Winchester, Ohio, 43110

(Address of principal executive offices)

(614) 833-9713 x235

(Issuer’s telephone number)

________________________________________________________

(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 Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the issuer was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days [X] Yes    [ ] 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 stock, as of the latest practicable date 24,436,491 common shares as of September 30, 2008.

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

	TABLE OF CONTENTS	Page
	PART I – FINANCIAL INFORMATION
Item 1:	Financial Statements	3
Item 2:	Management’s Discussion and Analysis of Financial Condition and Results of Operations	4
Item 3:	Quantitative and Qualitative Disclosures About Market Risk	8
Item 4T:	Controls and Procedures	8
	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:	Submission of Matters to a Vote of Security Holders	9
Item 5:	Other Information	9
Item 6:	Exhibits	9

2

PART I - FINANCIAL INFORMATION

Item 1.     Financial Statements

Our unaudited financial statements included in this Form 10-Q are as follows:
F-1	Balance Sheets as of September 30, 2008 and December 31, 2007;
F-2	Statements of Operations for the three and nine months ended September 30, 2008 and 2007;
F-3	Statements of Stockholders’ Equity (Deficit) for the period from December 31, 2006 to September 30, 2008
F-4	Statements of Cash Flows for the nine months ended September 30, 2008 and 2007;
F-5	Notes to Financial Statements;

These unaudited financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and the SEC instructions to Form 10-Q.  In the opinion of management, all adjustments considered necessary for a fair presentation have been included.  Operating results for the interim period ended September 30, 2008 are not necessarily indicative of the results that can be expected for the full year.

3

IB3 NETWORKS, INC.

(FKA LANGUAGE ACCESS NETWORK, INC.)

Balance Sheets

	September 30, 2008		December 31, 2007
Assets	(unaudited)
Current Assets
Cash and equivalents	$	4,565	$	1,373
Accounts receivable, net		56,967		62,622
Other current assets		35,586		20,493
Total Current Assets		97,118		84,488
Fixed assets, net		41,747		56,811
Other Assets
Net assets of discontinued operations		-		511,480
Goodwill		269,725		269,725
Total Other Assets		269,725		781,205
Total Assets	$	408,590	$	922,504
Liabilities and Stockholders' Equity (Deficit)
Current Liabilities
Accounts payable	$	915,357	$	916,642
Net liabilities of discontinued operations		-		999,551
Payable-related party		56,830		250,000
Notes payable		58,282		70,014
Other current liabilities		34,038		56,888
Total Current Liabilities		1,064,507		2,293,095
Long Term Liabilities
Convertible notes payable		-		863,076
Total Liabilities		1,064,507		3,156,171
Stockholders' Equity (Deficit)
Common stock: $0.001 par value; 100,000,000 shares authorized,24,436,491 and 105,537 shares issued and outstanding at
September 30, 2008 and December 31, 2007, respectively		24,436		105
Additional paid-in capital		14,031,138		12,739,114
Accumulated deficit		(14,711,491)		(14,972,886)
Total stockholders' equity (deficit)		(655,917)		(2,233,667)
Total Liabilities and Stockholders' Equity (Deficit)	$	408,590	$	922,504

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

F-1

IB3 NETWORKS, INC.

(FKA LANGUAGE ACCESS NETWORK, INC.)

Statements of Operations

(unaudited)

	For the Nine Months Ended September 30, 2008		For the Nine Months Ended September 30, 2007		For the Three Months Ended September 30, 2008		For the Three Months Ended September 30, 2007
Net Revenue	$	986,990	$	368,827	$	321,871	$	368,827
Cost of goods sold		609,414		246,402		181,071		246,402
Gross profit (loss)		377,576		122,425		140,800		122,425
Labor		-		-		-		-
Fair value of options granted		-		963,114		-		102,424
Depreciation and amortization		16,112		3,817		5,250		3,817
Selling, general and administrative		453,250		156,026		95,835		141,547
Total operating expenses		469,362		1,122,957		101,085		247,788
Operating Loss		(91,786)		(1,000,532)		39,715		(125,363)
Other Income and Expenses
Interest expense		(246,338)		(573,871)		(22,341)		(312,755)
Other income (expense)		(52)		-		-		-
Total other income and expenses		(246,390)		(573,871)		(22,341)		(312,755)
Net loss before income taxes		(338,176)		(1,574,403)		17,374		(438,118)
Income taxes		-		-		-		-
Discontinued Operations		599,571		(1,865,000)		-		(705,364)
Net Income (Loss)	$	261,395	$	(3,439,403)	$	17,374	$	(1,143,482)
Common shares outstanding - basic		6,239,377		102,912		12,345,655		98,448
Basic income (loss) per share	$	0.04	$	(33.42)	$	0.00	$	(11.62)

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

F-2

IB3 NETWORKS, INC.

(FKA LANGUAGE ACCESS NETWORK, INC.)

Statements of Stockholders' Equity (Deficit)

(Unaudited)

	Common Stock				Additional		Accumulated		Total Stockholders'
	Shares		Amount		Paid-in Capital		Deficit		Deficit
Balance, December 31, 2006		100,163	$	100	$	10,350,416	$	(10,446,468)	$	(95,952)
Notes converted to common stock at $155.27 per share		3,056		3		474,497		--		474,500
Beneficial conversion feature		--		--		1,000,000		--		1,000,000
Fair value of stock options granted		--		--		1,025,268		--		1,025,268
Shares issued for cash at $698.63 per share		219		-		153,000		--		153,000
Shares issued for cash at $384.68 per share		1,644		2		632,417		--		632,419
Acquisition of subsidiary		456		-		(460,550)		--		(460,550)
Stock offering costs		--		--		(435,934)		--		(435,934)
Net loss		--		--		--		(4,526,418)		(4,526,418)
Balance, December 31, 2007		105,537		105		12,739,114		(14,972,886)		(2,233,667)
Notes converted to common stock at $1.45 per share		55,125		55		79,945		--		80,000
Notes converted to common stock at $0.80 per share		333,280		333		268,417		--		268,750
Shares issued for cash at $0.001 per share		5,300,000		5,300		-		--		5,300
Notes converted to common stock at $1.45 per share		18,642,549		18,643		943,662		--		962,305
Net income		--		--		--		261,395		261,395
Balance, September 30, 2008		24,436,491	$	24,436	$	14,031,138	$	(14,711,491)	$	(655,917)

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

F-3

IB3 NETWORKS, INC.

(FKA LANGUAGE ACCESS NETWORK, INC.)

Statements of Cash Flows

(unaudited)

	For the Nine Months Ended September 30, 2008		For the Nine Months Ended September 30, 2007
OPERATING ACTIVITIES:
Net income (loss)	$	261,395	$	(3,439,405)
Discontinued operations		(488,071)		-
Add back non-cash items:
Depreciation		16,112		58,346
Loss on sale of assets		52		-
Amortization of discount on convertible debt		-		659,291
Fair value of stock options granted		-		962,614
Adjustments to reconcile net loss to net cash used by operating activities:
Change in accounts receivable		5,655		(112,047)
Change in other assets		(15,093)		33,031
Change in accounts payable		248,524		657,865
Change in other liabilities		(22,850)		78,031
Net cash used in operating activities		5,724		(1,102,274)
INVESTING ACTIVITIES:
Sale of fixed assets		149		-
Purchase of fixed assets		(1,249)		(345,136)
Net cash used in investing activities		(1,100)		(345,136)
FINANCING ACTIVITIES:
Cash proceeds from common stock issued		5,300		785,419
Cash proceeds from notes payable		5,000		1,000,000
Stock offering costs paid		-		(435,934)
Repayment of notes payable		( 11,732)		-
Net cash provided by financing activities		( 1,432)		1,349,485
Net decrease in cash and cash equivalents		3,192		(97,925)
Cash and cash equivalents at beginning of the year		1,373		172,737
Cash and cash equivalents at end of the year	$	4,565	$	74,812
SUPPLEMENTAL DISCLOSURE:
Cash paid during the year for interest	$	48,359	$	6,010
Cash paid during the year for income tax	$	-	$	-
Non cash financing activities
Common stock issued for convertible debt and accrued interest	$	348,750	$	474,500
Common stock issued and debt assumed for subsidiary	$	-	$	1,000,000

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

F-4

IB3 NETWORKS, INC.

(FKA LANGUAGE ACCESS NETWORK, INC.)

Notes to the Financial Statements

NOTE 1 - CONDENSED FINANCIAL STATEMENTS

The accompanying financial statements have been prepared by the Company without audit.  In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position, results of operations and cash flows at September 30, 2008 and for all periods presented have been made.

Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted. It is suggested that these condensed financial statements be read in conjunction with the financial statements and notes thereto included in the Company's December 31, 2007 audited financial statements.  The results of operations for the period ended September 30, 2008 and 2007 are not necessarily indicative of the operating results for the full years.

NOTE 2 - GOING CONCERN

The Company's financial statements are prepared using accounting principles   generally   accepted in the United States of America applicable to a going concern which contemplates the realization of assets and liquidation of liabilities in the normal course of business. The Company has not yet established an ongoing source of revenues sufficient to cover its operating costs and allow it to continue as a going concern.  The ability of the Company to continue as a going concern is dependent on the Company obtaining adequate capital to fund operating losses until it becomes profitable.  If the Company is unable to obtain adequate capital, it could be forced to cease operations.

In order to continue as a going concern, the Company will need, among other things, additional capital resources.  Management's plans to obtain such resources for the Company include (1) obtaining capital from management and significant shareholders sufficient to meet its minimal operating expenses, and (2) seeking out and completing a merger with an existing operating company. However, management cannot provide any assurances that the Company will be successful in accomplishing any of its plans.

The ability of the Company to continue as a going concern is dependent upon its ability to successfully accomplish the plans described in the preceding paragraph and eventually secure other sources of financing and attain profitable operations. The accompanying financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

F-5

IB3 NETWORKS, INC.

(FKA LANGUAGE ACCESS NETWORK, INC.)

Notes to the Financial Statements

NOTE 3 – SIGNIFICANT EVENTS

Effective June 6, 2008, Mr. Edward Panos, as sole owner and member of Panos Industries, LLC elected to convert $250,000 of the principal amount of his Convertible Promissory Note dated October 1, 2007, along with all accrued interest into 333,333 shares of the Company’s common stock in accordance with the terms of the Note.

On July 6, 2008, the Company’s Board of Directors unanimously approved, subject to stockholder approval, a grant of authority to our Board of Directors to reverse split our outstanding capital stock for a total ratio of up to 200 to 1, as determined at a later date in the discretion of the Board of Directors. On July 7, 2008, holders of a majority of the outstanding shares of voting capital stock executed a written stockholder consent approving the action of the Board of Directors. The Company’s financial statements have been restated to reflect the reverse stock split on a retroactive basis.

Effective August 27, 2008, Mr. Edward Panos and Panos Industries, LLC, controlled by Mr. Panos, elected to convert $962,305.04 worth of principal and accrued interest due on his Convertible Promissory Notes (the “Notes”) into 18,642,549 shares of the Company's common stock in accordance with the terms of the Notes. 

The Company opened an offering on August 11, 2008, and it concluded September 23, 2008. The Company sold 5,300,000 shares of common stock for total proceeds of $5,300. This offering is exempt from registration pursuant to Section 4(2) of the Securities Act and/or Rule 506 of Regulation D promulgated under the Securities Act.

On September 25, 2008, the Company filed Articles of Merger with the Secretary of State of Nevada in order to effectuate a merger whereby the Company (as Language Access Network, Inc.) would merge with its wholly-owned subsidiary, IB3 Networks, Inc., as a parent/ subsidiary merger with the Company as the surviving corporation. This merger became effective as of September 25, 2008,

F-6

Item 2.     Management’s Discussion and Analysis or Plan of Operation

Forward-Looking Statements

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

Overview

Through our wholly-owned subsidiary, iBeam Solutions, LLC (“iBeam”), we are engaged in the business of selling brand-name IT hardware and software (our “Products”), and consulting, managed services and hosting services (our “Services”) specifically for large enterprises, small- to medium-sized businesses (“SMB”), and public sector institutions in the United States and abroad. Our Products and Services are intended to enable companies of all sizes to understand, manage, and leverage technology efficiently and effectively, allowing them to focus on their core business activities without the diversion of time and finances that can result from an absence of technical proficiency and guidance.

We realize revenues through the sale of hardware and software, by charging clients for our IT consulting services and managed services, and through fees collected for hosting client technoloogy needs in our Tier 4 data center. We intend to grow over the next twelve months through an expansion of our client base, and by the acquisition of other companies engaged in similar or complementary businesses. We feel that by focusing on our role as trusted advisors, we can provide the best value to our clients while generating business for our technology sales. This will allow us to help accelerate attainment of our clients’ business objectives, expand the range of products and services we sell to each of our current clients, and attract new clients.

4

Our offices are located at 10 South High Street Canal Winchester, Ohio 43110. Our telephone number is (614) 833-9713.

Plan of Operation in the Next Twelve Months

iBeam

We hope to update and commercialize some of our software packages including iMailerExpress email list management software.  We also see a growing demand for staff augmentation services and long term project related consulting, so much of our focus will be toward growing this practice area.  We also see hosting and virtual IT growing and making technology as ubiquitous as electricity, and will focus quite a bit on our data center and virtual technology infrastructure.

Sales will be affected by current economic conditions.  We are hopeful the release of new software by vendors, more wireless communications, virtual computing and continued demand for web based systems all will positively affect growth in 2008. In order to offset unfavorable market conditions, we have recently reversed split our outstanding shares of common stock on the basis of 200 to 1 to make financing possibilities more attractive to potential investors. We hope to implement our business plan with a combination of sales and equity financing in the next 12 months.

Hosted services are also in their infancy and projected to increase as businesses return to their core competencies and outsource more and more of their commodity IT services.  We believe that software as a service, like using hosted Microsoft Exchange versus having your own server, will drive more opportunities to companies like iBeam that have built their infrastructure in advance of this and are prepared to handle the business.  We are also seeing a growing demand for interactive web sites versus static informational sites of the past, so we project our web design area will also increase business in the next twelve months.

Acquisition Plans

On September 25, 2008, we changed our name from Language Access Network, Inc. to IB3 Networks, Inc.  This name change was undertaken to coincide with the current direction of our company. We have sold our language interpretation business and now operate through iBeam, our wholly owned subsidiary.  In line with our name change, we intend to conduct an active acquisition program, and will consider select acquisitions on a case-by-case basis. We have some possible acquisitions under consideration, although we have not developed a valuation model or a standardized transaction structure to use. Instead, we anticipate considering each acquisition on a case-by-case basis. We seek acquisition candidates that have technology and business ideas that conform to our current line of business. However, we expect that the purchase price for an acquisition candidate, if any, will be based on quantitative factors, including historical revenues, profitability, financial condition, contract backlog, and our qualitative evaluation of the candidate's management team, operational compatibility, future prospects and customer base.

5

Acquisitions involve a number of risks, including adverse effects on our reported operating results from increases in acquired in-process technology, stock compensation expense and increased compensation expenses resulting from newly hired employees, the diversion of management attention, risks associated with the subsequent integration of acquired businesses, potential disputes with the sellers of one or more acquired entities and the failure to retain key acquired personnel. Customer satisfaction or performance problems with an acquired firm also materially and adversely affect the reputation of our company as a whole, and any acquired company could significantly fail to meet our expectations. Due to all of the foregoing, any individual future acquisition may materially and adversely affect our business, results of operations, financial condition and cash flows. If we issue common stock in full or partial consideration of any future acquisitions, there will be ownership dilution to existing shareholders. In addition, to the extent we choose to pay cash consideration in such acquisitions, we may be required to obtain additional financing and there can be no assurance that such financing will be available on favorable terms, if at all.

As of the date of this report, we have not entered into any definitive acquisition agreements.  We are currently negotiating with several entities, but we cannot assure that any acquisition will meet our criteria or due diligence demands.

Results of Operations for the three and nine months Ended September 30, 2008 and 2007

Revenues. Revenues are generated through sales. We reported sales of $321,871 for the three months ended September 30, 2008, compared with revenue of $368,827 for the same period ended September 30, 2007. We reported sales of $986,990 for the nine months ended September 30, 2008, compared with revenue of $368,827 for the same period ended September 30, 2007. The increase in the nine-month period over the same period in the previous year is a result of iBeam Solutions not being acquired until August 1, 2007.  Our cost of goods sold for the three months ended September 30, 2008 was $181,071 resulting in gross profits of $140,800. Our cost of goods sold for the three months ended September 30, 2007 was $246,402 resulting in gross profits of $122,425. Our cost of goods sold for the nine months ended September 30, 2008 was $609,414 resulting in gross profits of $337,576. Our cost of goods sold for the nine months ended September 30, 2007 was $246,402 resulting in gross profits of $122,425.

Operating Expenses. Our operating expenses were $101,085 for the three months ended September 30, 2008, compared to $247,788 for the same reporting period ended September 30, 2007. Our operating expenses were $469,362 for the nine months ended September 30, 2008, compared to $1,122,957 for the same reporting period ended September 30, 2007. The decrease in expenses for the three and nine months ended September 30, 2008 was largely attributable to a decrease in options granted to our executive officers and our focus on profitability.

Other Expenses. We recorded interest and other expenses of $22,341 for the three ended September 30, 2008, compared with $312,755 for the three months ended September 30, 2007. We recorded interest expenses of $246,390 for the nine months ended September 30, 2008, compared with $573,871 for the nine months ended September 30, 2007.

6

Discontinued Operations. On January 16, 2008, pursuant to an acquisition agreement between the Company and Interim Support, LLC, we sold Language Access Network, LLC. in exchange for the assumption of certain liabilities contained in the Acquisition Agreement. Accordingly, the assets, liabilities and operations of Language Access Network LLC are reclassified as discontinued operations in the accompanying financial statements. We recorded a gain from discontinued operations of $0 for the three months ended September 30, 2008, compared to a loss from discontinued operations of $705,364 for the same period ended September 30, 2007. We recorded a gain from discontinued operations of $599,571 for the nine months ended September 30, 2008, compared to a loss from discontinued operations of $1,865,000 for the same period ended September 30, 2007. The gain in the periods ended September 30, 2008 compared with the loss in the periods ended September 30, 2007 is attributable to the disposal of Language Access Network, LLC.

Net Income (Loss). We reported a net income of $17,374 or $0.00 per share for the three months ended September 30, 2008 compared with a loss of $1,143,482 or $11.62 per share for the three months ended September 30, 2007.We reported a net income of $261,395 or $0.04 per share for the nine months ended September 30, 2008 compared with a loss of $3,439,403 or $33.42 per share for the nine months ended September 30, 2007.

Liquidity and Capital Resources

As of September 30, 2008, we had total current assets of $97,118. As of September 30, 2008, we had total current liabilities of $1,064,507. We thus had a working capital deficit of $967,389 at September 30, 2008.

Net cash used by operating activities was $5,724 for the nine months ended September 30, 2008 compared to net cash used in operating activities of $1,102,274 for the nine months ended September 30, 2007. Net cash used in investing activities amounted to $1,100 for the nine months ended September 30, 2008 compared to net cash used in investing activities of $345,136 for the nine months ended September 30, 2007.  Net cash flow used by financing activities amounted to $1,432 for the nine months ended September 30, 2008, compared to net cash provided by financing activities of $1,349,485 for the same period ended September 30, 2007.

We anticipate that we will be dependent, for the immediate future, upon additional investment capital to fund operating expenses.

Going Concern

Our financial statements are prepared using accounting principles generally accepted in the United States of America applicable to a going concern which contemplates the realization of assets and liquidation of liabilities in the normal course of business. We have not yet established an ongoing source of revenues sufficient to cover our operating costs and allow us to continue as a going concern.  Our ability to continue as a going concern is dependent on our obtaining adequate capital to fund operating losses until we become profitable.  If we are unable to obtain adequate capital, we could be forced to cease operations.

7

In order to continue as a going concern, we will need, among other things, additional capital resources.  Management's plans to obtain such resources for the Company include obtaining capital from management and significant shareholders sufficient to meet its minimal operating expenses, and seeking out and completing a merger with an existing operating company. However, management cannot provide any assurances that we will be successful in accomplishing any of our plans.

Our ability to continue as a going concern is dependent upon our ability to successfully accomplish the plans described in the preceding paragraph and eventually secure other sources of financing and attain profitable operations. The accompanying financial statements do not include any adjustments that might be necessary if we are unable to continue as a going concern.

Off Balance Sheet Arrangements

As of September 30, 2008, there were no off balance sheet arrangements.

Item 3.     Quantitative and Qualitative Disclosures About Market Risk

A smaller reporting company is not required to provide the information required by this Item.

Item 4T.     Controls and Procedures

We carried out an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) as of September 30, 2008.  This evaluation was carried out under the supervision and with the participation of our Chief Executive Officer and Chief Financial Officer, Eric Schmidt.  Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that, as of September 30, 2008, our disclosure controls and procedures are effective.  There have been no changes in our internal controls over financial reporting during the quarter ended September 30, 2008.

Disclosure controls and procedures are controls and other procedures that are designed to ensure that information required to be disclosed in our reports filed or submitted under the Exchange Act are recorded, processed, summarized and reported, within the time periods specified in the SEC's rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed in our reports filed under the Exchange Act is accumulated and communicated to management, including our Chief Executive Officer and Chief Financial Officer, to allow timely decisions regarding required disclosure.

Limitations on the Effectiveness of Internal Controls

Our management does not expect that our disclosure controls and procedures or our internal control over financial reporting will necessarily prevent all fraud and material error. Our disclosure controls and procedures are designed to provide reasonable assurance of achieving our objectives and our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures are effective at that reasonable assurance level.  Further, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within the Company have been detected. These inherent limitations include the realities that judgments in decision-making can be faulty, and that breakdowns can occur because of simple error or mistake. Additionally, controls can be circumvented by the individual acts of some persons, by collusion of two or more people, or by management override of the internal control. The design of any system of controls also is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions. Over time, control may become inadequate because of changes in conditions, or the degree of compliance with the policies or procedures may deteriorate.

8

PART II – OTHER INFORMATION

Item 1.     Legal Proceedings

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

Item 1A:  Risk Factors

A smaller reporting company is not required to provide the information required by this Item.

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

On October 24, 2008, we filed a registration statement on Form S-8 with the Securities and Exchange Commission to register 80,000 shares under a consulting agreement.  We will receive no proceeds in connection with this offering.

Item 3.     Defaults upon Senior Securities

None

Item 4.     Submission of Matters to a Vote of Security Holders

No matters have been submitted to our security holders for a vote, through the solicitation of proxies or otherwise, during the quarterly period ended September 30, 2008.

Item 5.     Other Information

None

Item 6.      Exhibits

Exhibit Number	Description of Exhibit
31.1	Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2	Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1	Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

9

SIGNATURES

In accordance with the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	IB3 NETWORKS, INC.
Date:	November 14, 2008
	By:       /s/ Eric Schmidt                                                         Eric Schmidt Title:    Chief Executive Officer and Chief Financial Officer