content: <PAGE>  1
                        SECURITIES AND EXCHANGE COMMISSION
  
                             Washington, D.C.  20549
  
  
  
                                     Form 8-K
  
  
  
                                  CURRENT REPORT
  
       Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
  
                                   July 21, 1999
                 (Date of Report: Date of earliest event reported)
  
  
                             LEXON TECHNOLOGIES, INC.
  
        (Exact name of registrant as specified in its charter)
  
  
            DELAWARE                   0-02474             87-0502701
  - ---------------------------- -----------------------  --------------------
  (State or other jurisdiction (Commission File Number) (IRS Employer ID No.)
   of incorporation)
  
  
  
                  1401 Brook Drive, Downers Grove, Illinois  60515
                  ------------------------------------------------
                      (Address of principal executive office)
  
  
  
  Registrant's telephone number, including area code: (630) 916-6196
                                                      --------------
  
       REXFORD, INC., 7777 East Main Street, Suite 201, Scottsdale, AZ 85251
       ---------------------------------------------------------------------
          (Former name or former address, if changed since last report)
  
  
  
  
  
  
  
  
  
  
  
                      
  <PAGE>
  <PAGE> 2
                    ITEM 1. CHANGES IN CONTROL OF REGISTRANT
  
       On July 20, 1999, the Registrant's shareholders approved the acquisition
  of all of the issued and outstanding shares of Chicago Map Corporation, a
  privately-held Illinois corporation.  In connection with such acquisition
  transaction, the Registrant's shareholders and Board of Directors adopted
  resolutions to effect a 70-for-1 reverse split of the Registrant's issued and
  outstanding shares of $.001 par value common stock and Common Stock Purchase
  Warrants.  The Acquisition was closed on July 21, 1999.  A total of 10,500,000
  post-split shares of the Registrant's common stock were issued in connection
  with the acquisition transaction.  At the time of the acquisition, the
  individuals serving as officers and directors of the Registrant resigned, upon
  the election and appointment of their successors.  As of the date hereof, a
  total of 11,500,000 shares of the Registrant's common stock are issued and
  outstanding.  Effective July 21, 1999, the effective date of the 70-for-1
  reverse split, a total of 11,500,000 shares of the Registrant's common stock
  are issued and outstanding.  The Registrant's name was changed to LEXON
  Technologies, Inc. in connection with the acquisition.  The following
  individuals were elected as directors and officers of the Registrant and may
  be deemed in control of Registrant as of the date hereof:
  
       Name             Position                      Shares(1)           %
  
  Steven J. Peskaitia   Chairman, Chief Executive     6,774,600         58.9
                        Officer & President
  
  John B. McLean        Vice-President, Chief                 0          0.0
                        Financial Officer, Director
  
  Kenneth J. Eaken      Vice-President, Director        100,100           .8
  
  Mike Barnett          Vice-President, Secretary       442,400          3.8
                        Director
  
  Paris Karahalios      Vice-President, Director        730,800          6.4
  
  James L. Rooney       Director                              0          0.0
  
  Thomas W. Rieck       Director                              0          0.0
  
  (1)  Shares owned give effect to the 70-for-1 reverse split
  
                  ITEM 2.  ACQUISITION OR DISPOSITION OF ASSETS
  
       On July 21, 1999, the Registrant acquired all of the issued and
  outstanding stock of Chicago Map Corporation, a privately-held Illinois
  corporation.  The acquisition was structured as a stock-for-stock exchange
  pursuant to Section 368(a)(1)(B) of the Internal Revenue Code.  The securities
  issued in the acquisition were issued in a private transaction in reliance on
  Section 4(2) of the Securities Act of 1933, as amended.  In connection with
  such acquisition, the Registrant's shareholders elected new directors and
  voted in favor of a proposal to change the Registrant's name to LEXON
  Technologies, Inc.  Additionally, the Registrant's shareholders voted in favor
  of a proposal to effect a 70-for-1 reverse split of the outstanding
  securities.  The Registrant intends to engage in the business of developing,
  manufacturing and marketing a full range of geographic and statistical
  information applications through Internet, electronic, multimedia, CD-Rom, DVD
  and other interactive technology formats for business, educators, students and
  consumers.
  
  <PAGE> 3
  
  ITEM 7.  FINANCIAL STATEMENTS, PRO FORMA FINANCIAL STATEMENTS, AND EXHIBITS
  
  (a)  Financial Statements of businesses acquired
  
  
  
                                CHICAGO MAP CORPORATION
  
                                     BALANCE SHEET
  
                                    MARCH 31, 1999
  
                                         ASSETS
  
  Current assets
   Cash                                                  $     64,093
   Accounts receivable                                         68,318
   Inventories                                                  5,108
   Deferred tax assets                                         39,571
                                                         ------------
  
    Total current assets                                      177,090
                                                         ------------
  Property and equipment
   Leasehold improvements                                       5,190
   Furniture and equipment                                    123,472
                                                         ------------
                                                              128,662
   Accumulated depreciation                                    81,129
                                                         ------------
  
                                                               47,533
                                                         ------------
  
  Other assets
   Computer software costs                                     48,446
   Intangible assets                                           49,802
   Deposit                                                      5,000
                                                         ------------
  
                                                              103,248
                                                         ------------
  
                                                         $    327,871
                                                         ============
  
  The accompanying note is an integral part of these financial statements.
  
  
  
  
  
  
  
  
  
  
  
  
  <PAGE> 4
  
                                CHICAGO MAP CORPORATION
  
                                     BALANCE SHEET
                                      (Continued)
  
                                    MARCH 31, 1999
  
                          LIABILITIES AND STOCKHOLDERS' EQUITY
  
  
  
  Current liabilities
   Accounts payable                                      $     38,796
   Accrued liabilities
    Payroll taxes                                              17,797
    Distributions to stockholders                             209,774
                                                         ------------
  
     Total current liabilities                                266,367
                                                         ------------
  
  Long-term debt
   Note payable                                               100,000
                                                         ------------
  
  
  Stockholders' equity (deficit)
   Common stock                                                 1,500
   Retained earnings (deficit)                                (39,996)
                                                         ------------
  
                                                              (38,496)
                                                         ------------
  
                                                         $    327,871
                                                         ============
  
  The accompanying note is an integral part of these financial statements.
  
  <PAGE>
  <PAGE> 5
  
                                CHICAGO MAP CORPORATION
  
                                STATEMENT OF INCOME (LOSS)
  
                           THREE MONTHS ENDED MARCH 31, 1999
  
  Sales                                                  $    186,780
  Cost of sales                                                95,492
                                                         ------------
  
  Gross profit                                                 91,288
  Administrative expense                                      208,631
                                                         ------------
  
  Loss before income tax benefit                             (117,343)
  Income tax benefit                                           39,571
                                                         ------------
  
  Net loss                                               $    (77,772)
                                                         ============
  
  
  The accompanying note is an integral part of these financial statements.
  
  <PAGE>
  <PAGE> 6
  
                                CHICAGO MAP CORPORATION
  
                 STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY (DEFICIT)
  
                           THREE MONTHS ENDED MARCH 31, 1999
  
                                           Common Stock             Retained
                                    ---------------------------     Earnings
                                       Shares         Amount        (Deficit)
                                    ------------   ------------   ------------
  
  Balance, January 1, 1999                10,000   $      1,000   $    250,225
  
  Net loss                                                             (77,772)
  Issuance of common stock                 5,000            500
  Distributions to stockholders
   Cash                                                                 (2,675)
   Accrued                                                            (209,774)
                                    ------------   ------------   ------------
  
  Balance, March 31, 1999                 15,000   $      1,500   $    (39,996)
                                    ============   ============   ============
  
  
  The accompanying note is an integral part of these financial statements
  
  <PAGE>
  <PAGE> 7
  
                             CHICAGO MAP CORPORATION
  
                             STATEMENT OF CASH FLOWS
  
                        THREE MONTHS ENDED MARCH 31, 1999
  
  Cash flows from operating activities:
   Cash received from customers                          $    216,637
   Cash paid to suppliers and employees                      (249,775)
                                                         ------------
  
    Net cash used in operating activities                     (33,138)
                                                         ------------
  
  Cash flows from investing activities:
   Capital expenditures                                       (16,900)
   Acquisition of intangible assets                           (50,220)
   Payment of deposit                                          (5,000)
                                                         ------------
  
    Net cash used in investing activities                     (72,120)
                                                         ------------
  
  Cash flows from financing activities:
   Proceeds from issuance of long-term debt                   100,000
   Issuance of common stock                                       500
   Cash distributions paid to stockholders                     (2,675)
                                                         ------------
  
    Net cash provided by financing activities                  97,825
                                                         ------------
  
  Net decrease in cash                                         (7,433)
  Cash at beginning of period                                  71,526
                                                         ------------
  
  Cash at end of period                                  $     64,093
                                                         ============
  
  The accompanying note is an integral part of these financial statements.
  
  <PAGE>
  <PAGE> 8
  
                             CHICAGO MAP CORPORATION
  
                             STATEMENT OF CASH FLOWS
                                   (Continued)
  
                        THREE MONTHS ENDED MARCH 31, 1999
  
  Reconciliation of net loss to net cash used in
   operating activities:
  
  Net loss                                               $    (77,772)
                                                         ------------
  
  Adjustments to reconcile net loss to net cash used in
    operating activities
   Depreciation                                                 1,504
   Amortization                                                 6,817
   Change in assets (increase) decrease:
    Accounts receivable                                        29,857
    Inventories                                                 2,905
    Deferred tax assets                                       (39,571)
   Change in liabilities increase:
    Accounts payable                                           33,056
    Accrued liabilities                                        10,066
                                                         ------------
  
     Total adjustments                                         44,634
                                                         ------------
  
  Net cash used in operating activities                  $    (33,138)
                                                         ============
  
  
  The accompanying note is an integral part of these financial statements.
  
  
  <PAGE>
  <PAGE> 9
                            CHICAGO MAP CORPORATION
                          NOTE TO FINANCIAL STATEMENTS
                                MARCH 31, 1999
  
  ACQUISITION
  
       On March 12, 1999, the Company acquired certain assets of TRIUS, Inc. for
  $62,300 in cash and 2,198 shares of common stock of Chicago Map Corporation
  (the "Company"). The 2,198 shares of common stock are included in the 15,000
  shares of common stock of the Company outstanding at March 31, 1999. The value
  attributed to the issuance of the common stock was $220 based on management's
  estimate of $0.10 per share as the fair value of the Company's no par common
  stock. The principal business of TRIUS, Inc. is the development of computer
  software technologies.
  
  STOCK BONUS
  
  In connection with this acquisition, the Board of Directors approved a stock
  bonus of 2,802 shares to an officer and an employee of the company.  The 2,802
  shares of common stock are included in the 15,000 shares of common stock of
  the Company outstanding at March 31, 1999. The value attributed to the
  issuance of the common stock was $280 based on management's estimate of $0.10
  per share as the fair value of the Company's no par common stock.
  
  The fair value of the Company's no par common stock was estimated by
  management as there is no established market for the Company's common stock.
  Management believes the fair value of the Company's no par common stock
  approximates its stated value of $0.10 per share considering the Company's
  negative working capital and retained earnings deficit.
  
               
  <PAGE>
  <PAGE> 10
  
  Hutton Nelson & McDonald LLP
  Certified Public Accountants
  1815 South Meyers Road Suite 550
  Oakbrook Terrace, Illinois 60181-5230
  630/495-5400   FAX 630/495-0561
  
  
                         INDEPENDENT AUDITORS' REPORT
  
  The Board of Directors
  Chicago Map Corporation
  
       We have audited the accompanying balance sheets of Chicago Map
  Corporation as of December 31, 1998 and 1997, and the related statements of
  income (loss), changes in shareholders' equity, and cash flows for each of the
  three years ended December 31, 1998.  These financial statements are the
  responsibility of the Company's management.  Our responsibility is to express
  an opinion on these financial statement based on our audits.
  
       We conducted our audits in accordance with generally accepted auditing
  standards.  Those standards require that we plan and perform the audit to
  obtain reasonable assurance about whether the financial statements are free of
  material misstatement.  An audit includes examining, on a test basis, evidence
  supporting the amounts and disclosures in the financial statements.  An audit
  also includes assessing the accounting principles used and significant
  estimates made by management, as well as evaluating the overall financial
  statement presentation.  We believe that our audits provide a reasonable basis
  for our opinion.
  
       In our opinion, the financial statements referred to above present
  fairly, in all material respects, the financial position of Chicago Map
  Corporation as of December 31, 1998 and 1997, and the results of its
  operations and its cash flows for each of the three years ended December 31,
  1998, in conformity with generally accepted accounting principles.
  
  /S/Hutton, Nelson & McDonald LLP
  
  Oakbrook Terrace, Illinois
  March 17, 1999
  <PAGE>
  <PAGE> 11
  
                          CHICAGO MAP CORPORATION
                              BALANCE SHEETS
  
                                   ASSETS
  
                                                          December 31,
                                                         1998      1997
                                                       -------   -------
  
  Current assets
     Cash                                             $ 71,526 $ 76,091
     Accounts receivable, less allowance for
       doubtful accounts of $25,000 and $100,000        98,175   89,501
     Inventories                                         8,013   19,287
     Prepaid expenses                                     -       3,800
                                                        ------   ------
  
          Total current assets                         177,714  188,679
                                                       =======  =======
  
  Property and equipment
     Leasehold improvements                              3,971   16,072
     Furniture and equipment                           107,791  102,604
                                                       -------  -------
  
     Accumulated depreciation                           32,137   51,705
                                                        ------   ------
  
  Other asset
     Computer software costs, net of accumulated
       amortization of $16,343 in 1998                  54,845   22,030
                                                        ------   ------
  
                                                      $264,696 $262,414
                                                       =======  =======
  
  
  
  
  
  
  
  The accompanying notes are an integral part of these financial statements.
  
  <PAGE>
  <PAGE> 12
                          CHICAGO MAP CORPORATION
                              BALANCE SHEETS
                                (continued)
  
                    LIABILITIES AND SHAREHOLDERS' EQUITY
  
                                                          December 31,
                                                         1998      1997
                                                       -------   -------
  
  Current liabilities
     Accounts payable                                 $  5,740  $  2,123
     Accrued liabilities
       Payroll taxes                                     7,731    11,500
       Income taxes                                       -          927
                                                         -----    ------
  
          Total current liabilities                     13,471    14,550
                                                        ------    ------
  
  Shareholders' equity
     Common stock, no par value; authorized
       100,000 shares; issued and outstanding
       10,000 shares                                     1,000     1,000
     Retained earnings                                 250,225   246,864
                                                       -------   -------
  
                                                       251,225   247,864
                                                       -------   -------
  
                                                      $264,696  $262,414
                                                       =======   =======
  
  
  
  
  
  
  
  
  
  
  
  
  The accompanying notes are an integral part of these financial statements.
  
  <PAGE>
  <PAGE> 13
                              CHICAGO MAP CORPORATION
                             STATEMENTS OF INCOME (LOSS)
  
  
                                                    Year Ended December 31
                                                 1998        1997        1996
                                              ---------   ---------   ---------
  
  Sales                                      $1,175,295  $1,934,433  $1,597,616
  Cost of sales                                 333,357     890,586     759,662
                                              ---------   ---------   ---------
  
  Gross profit                                  841,938   1,043,847     837,954
  Administrative expense                        765,202   1,081,036     708,002
                                                -------   ---------     -------
  
  Income (loss) from operations                  76,736     (37,189)    129,952
  Other expense
     Interest Expense                              -           -           (138)
     Loss on disposition of assets              (13,100)       -           -
                                                 ------      ------     -------
  
  Income (loss) before income taxes              63,636     (37,189)    129,814
  Income taxes                                     -            927       1,728
                                                 ------      ------     -------
  
  Net income (loss)                            $ 63,636   $ (38,116)  $ 128,086
                                                 ======      ======     =======
  
  Average common shares outstanding              10,000      10,000      10,000
                                                 ======      ======      ======
  
  Earnings (loss) per common share               $ 6.36      $(3.81)     $12.81
                                                 ======      ======      ======
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  The accompanying notes are an integral part of these financial statements.
  
  <PAGE>
  <PAGE> 14
  
                               CHICAGO MAP CORPORATION
                     STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY
  
                                       Common Stock            Retained
                                      Shares   Amount          Earnings
                                      ------   ------          --------
  
  Balance, January 1, 1996            10,000   $1,000          $287,949
     Net income                                                 128,086
     Cash distributions                                         (68,635)
                                      ------    -----           -------
  
  Balance, December 31, 1996          10,000   $1,000           347,400
     Net income                                                 (38,116)
     Cash distributions                                         (62,420)
                                      ------    -----           -------
  
  Balance, December 31, 1997          10,000   $1,000           246,864
     Net income                                                  63,636
     Cash distributions                                         (60,275)
                                      ------    -----           -------
  
  Balance, December 31, 1998          10,000   $1,000          $250,225
                                      ======    =====           =======
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  The accompanying notes are an integral part of these financial statements.
  
  <PAGE>
  <PAGE> 15
  
                             CHICAGO MAP CORPORATION
                             STATEMENTS OF CASH FLOWS
  
                                                    Year Ended December 31
                                                 1998        1997        1996
                                              ---------   ---------   ---------
  Cash flows from operating activities:
     Cash received from customers            $1,141,761  $1,775,213  $1,748,237
     Cash paid to suppliers and employees    (1,028,544) (1,859,751) (1,389,739)
     Interest paid                                 -           -           (138)
     Income taxes paid                             (927)     (1,728)     (2,613)
                                              ---------   ---------   ---------
  
          Net cash provided by (used in)
            operating activities                112,290     (86,266)    355,747
                                                -------      ------     -------
  
  Cash flows from investing activities:
     Proceeds from sale of equipment                425        -           -
     Capital expenditures                        (7,847)    (17,880)    (47,958)
     Payment of computer software costs         (49,158)    (22,030)       -
                                                 ------      ------      ------
  
          Net cash used in investing
            activities                          (56,580)    (39,910)    (47,958)
                                                 ------      ------      ------
  
  Cash flows from financing activities:
     Payments on loan from shareholder             -           -         (6,827)
     Cash distributions paid to shareholders    (60,275)    (62,420)    (68,635)
                                                 ------      ------      ------
  
          Net cash used in financing
            activities                          (60,275)    (62,420)    (75,462)
                                                 ------      ------      ------
  
  Net increase (decrease) in cash                (4,565)   (188,596)    232,327
  Cash at beginning of year                      76,091     264,687      32,360
                                                 ------     -------     -------
  
  Cash at end of year                          $ 71,526    $ 76,091    $264,687
                                                 ======      ======     =======
  
  
  
  
  
  
  
  The accompanying notes are an integral part of these financial statements.
  
  <PAGE>
  <PAGE> 16
  
                             CHICAGO MAP CORPORATION
                             STATEMENTS OF CASH FLOWS
                                   (continued)
  
  
                                                    Year Ended December 31
                                                 1998        1997        1996
                                              ---------   ---------   ---------
  
  Reconciliation of net income (loss)
    to net cash provided by (used in)
    operating activities:
  
  Net income (loss)                            $ 63,636   $(38,116)   $ 128,086
                                                 ------     ------      -------
  
  Adjustment to reconcile net income (loss)
    to net cash provided by (used in)
    operating activities:
     Depreciation                                13,890     13,222        5,893
     Amortization of computer software costs     16,343       -            -
     Amortization of organization costs            -            17           25
     Loss on disposition of assets               13,100       -            -
     Change in assets (increase) decrease:
       Accounts receivable                       (8,674)   (36,550)     281,423
       Inventories                               11,274     12,812       (7,638)
       Prepaid expenses                           3,800       -          (3,800)
     Changes in liabilities increase
      (decrease):
       Accounts payable                           3,617    (38,732)     (52,006)
       Accrued liabilities                       (4,696)     1,081        3,764
                                                 ------     ------       ------
  
          Total adjustments                      48,654    (48,150)     227,661
                                                 ------     ------      -------
  
  Net cash provided by (used in)
    operating activities                       $112,290   $(86,266)    $355,747
                                                =======     ======      =======
  
  
  
  
  
  
  
  
  
  
  The accompanying notes are an integral part of these financial statements.
  
  <PAGE>
  <PAGE> 17
                             CHICAGO MAP CORPORATION
                           NOTES TO FINANCIAL STATEMENTS
  
  NATURE OF OPERATIONS
  
       The Company creates technologies and software tools which provide for the
  design and development of mapping and geographic products sold to customers
  located throughout the world.
  
  SUMMARY OF ACCOUNTING POLICIES
  
       Revenue Recognition - The Company records sales and related profits as
  product is shipped and services are rendered. Revenue from licensing of
  software is based on sales of copies of software products in accordance with
  distribution agreements with licensed developers and recognized as licensing
  fees accrue.  Costs for post-contract customer support, upgrades and
  enhancements are billed separately from other charges and are not included in
  revenue from licensing of software.  Accordingly, no licensing arrangements
  required deferral of revenue during 1998, 1997, and 1996.
  
       Estimates - The preparation of financial statements in conformity with
  generally accepted accounting principles requires management to make estimates
  and assumptions that affect the amounts reported in the financial statements
  and accompanying notes.  Actual results could differ from those estimates.
  
       Inventories - Inventories are priced at the lower of cost, determined by
  the first-in, first-out method, or market.
  
       Property and Equipment - Property and equipment are recorded at cost.
  Expenditures for renewals and betterments which extend the life of such assets
  are capitalized.  Maintenance and repairs are charged to expense as incurred.
  Differences between amounts received and net carrying value of assets retired
  or disposed of are charged or credited to income.
  
       Depreciation - Depreciation is charged to income using straight-line and
  accelerated methods based on the estimated useful lives of the assets.
  
       Computer Software Costs - Costs related to the purchase and development
  of computer software are capitalized from the time technological feasibility
  is established until the software is available for sale.  Capitalized costs
  are amortized on a straight-line basis over twenty-four months, the estimated
  economic life of the software.  Amortization expense charged to income was
  $16,343 in 1998.  No amortization was charged to income in 1997 and 1996.
  Unamortized computer software costs determined to be in excess of the net
  realizable value of the software are expensed immediately.
  
       Income Taxes - The Company has elected S corporation status for income
  tax purposes.  Under this election, the Company is not liable for federal
  income taxes, but is liable for certain state income and replacement taxes.
  Federal taxable income and tax credits flow through to the shareholders to be
  reported on their individual income tax returns.
  
       Earnings Per Common Share - Earnings (loss) per common share are computed
  by dividing net income (loss) by the weighted average number of common shares
  outstanding during the year.
  
  CASH
  
       During 1998 and 1997, the Company maintained an operating account with a
  bank which at times exceeded the federally insured limit of $100,000.  The
  bank has a strong credit rating and management considers any risk to be
  minimal.
  <PAGE>
  <PAGE> 18
  
                             CHICAGO MAP CORPORATION
                           NOTES TO FINANCIAL STATEMENTS
                                  (continued)
  
  DEPRECIATION
  
       Depreciation was charged to income, based on the estimated useful lives
  of the assets, in the following amounts:
  
                                1998     1997     1996     Estimated Life-Years
                                ----     ----     ----     --------------------
  
  Leasehold improvements     $   260  $   428  $   194        31-39
  Furniture and equipment     13,630   12,794    5,699         5-7
                              ------   ------    -----
  
                             $13,890  $13,222  $ 5,893
                              ======   ======    =====
  
  TRANSACTION WITH RELATED PARTY
  
       The Company leases office facilities on a month-to-month basis from a
  shareholder at a monthly rental of $3,000.  Rent expense charged to income
  amounted to $36,000 in 1998, 1997 and 1996.
  
  SUBSEQUENT EVENTS
  
       On January 4, 1999, the Board of Directors declared a $240,000 cash
  distribution to the shareholders provided such amount does not exceed the
  Company's Accumulated Adjustment Account which is part of retained earnings as
  shown on the Balance Sheets.
  
       On March 12, 1999, the Company acquired certain assets of TRIUS, Inc. for
  $62,300 in cash and 2,198 shares of common stock of Chicago Map Corporation.
  The principal business of TRIUS, Inc. is the development of computer software
  technologies.  In connection therewith, the Board of Directors approved a
  stock bonus of 2,802 shares to be issued to an officer and an employee of the
  Company.
  
  
  
  <PAGE>
  <PAGE> 19
  
  (b)  Pro Forma Financial Statements.
  
            LEXON TECHNOLOGIES, INC., F.K.A. REXFORD, INC. AND SUBSIDIARY
             PRO FORMA CONDENSED CONSOLIDATED STATEMENT OF INCOME (LOSS)
                         SIX MONTHS ENDED MARCH 31, 1999
                                  (Unaudited)
  
  <TABLE>
  <CAPTION>
                                                       PRO FORMA ADJUSTMENTS
                                                       ---------------------
                                      HISTORICAL    ACQUISITION(a)  PRO FORMA
                                      ------------  ------------  ------------
  <S>                                 <C>           <C>           <C>
  Sales                               $       -     $    509,790  $    509,790
  Cost of sales                               -          194,257       194,257
                                      ------------  ------------  ------------
  Gross profit                                -          315,533       315,533
  Administrative expense                    27,533       404,385       431,918
                                      ------------  ------------  ------------
  Loss before income tax benefit           (27,533)      (88,852)     (116,385)
  Income tax benefit                          -           39,571        39,571
                                      ------------  ------------  ------------
  Net loss                            $    (27,533) $    (49,281) $    (76,814)
                                      ============  ============  ============
  
  Average common shares outstanding                                 11,500,000
                                                                  ============
  
  Loss per common share                                           $      (0.01)
                                                                  ============
  
  <FN>
  
  (a) To reflect the acquisition of all of the issued and outstanding shares of common stock of
  Chicago Map Corporation as if the transaction had been completed at the beginning of the period.
  
  </FN>
  </TABLE>
  
  <PAGE>
  <PAGE> 20
  
            LEXON TECHNOLOGIES, INC. F.K.A. REXFORD, INC. AND SUBSIDIARY
             PRO FORMA CONDENSED CONSOLIDATED STATEMENT OF INCOME (LOSS)
                             YEAR ENDED SEPTEMBER 30, 1998
                                     (Unaudited)
  <TABLE>
  <CAPTION>
                                                       PRO FORMA ADJUSTMENTS
                                                       ---------------------
                                      HISTORICAL    ACQUISITION(a)   OTHER          PRO FORMA
                                      ------------  ------------  ------------     ------------
  <S>                                <C>           <C>           <C>              <C>
  Sales                               $       -     $  1,175,295  $       -        $  1,175,295
  Cost of sales                               -          333,357          -             333,357
                                      ------------  ------------  ------------     ------------
  Gross profit                                -          841,938          -             841,938
  Administrative expense                    46,350       765,202         2,833(b)(c)    814,385
                                      ------------  ------------  ------------     ------------
  Income (loss) from operations            (46,350)       76,736        (2,833)          27,553
  Other expense                               -          (13,100)         -             (13,100)
                                      ------------  ------------  ------------     ------------
  Income (loss) before income taxes        (46,350)       63,636        (2,833)          14,453
  Income taxes                                -            4,914          -               4,914
                                      ------------  ------------  ------------     ------------
  Net income (loss)                   $    (46,350) $     58,722  $     (2,833)    $      9,539
                                      ============  ============  ============     ============
  
  Average common shares outstanding                                                  11,500,000
                                                                                   ============
  
  Earnings per common share                                                        $       0.00
                                                                                   ============
  
  <FN>
  
  (a) To reflect the acquisition of all of the issued and outstanding shares of common stock of
  Chicago Map Corporation as if the transaction had been completed at the beginning of the period.
  
  (b) To reflect the depreciation and amortization of $2,553 in connection with the acquisition of
  certain assets of Tirus, Inc. by Chicago Map Corporation as if the transaction had been completed
  at the beginning of the period.
  
  (c) To reflect stock bonus of $280 to an officer and an employee of Chicago Map Corporation as if
  the transaction had been completed at the beginning of the period.
  
  </FN>
  </TABLE>
  
  
  
  
  <PAGE>
  <PAGE> 21
  
  (c)  Exhibits.  The following exhibits are included as part of this report:
  
              SEC
  Exhibit     Reference
  Number      Number      Title of Document                        Location
  - -------     ---------   -----------------                        --------
      1         2.01      Agreement and Plan of Reorganization     This Filing
                          dated March 23, 1999
  
      2         3.01      Amended Certificate of Incorporation     This Filing
  
  
                              SIGNATURES
  
       Pursuant to the requirements of the Securities Exchange Act of 1934, as
  amended, the Registrant has duly caused this report to be signed on its behalf
  by the undersigned hereunder duly authorized.
  
                                            LEXON TECHNOLOGIES, INC.
  
  
  
  Date:     July 31, 1997                      /S/John B. McLean, Chief Financial
                                           Officer
metadata_documents: [{"type": "8-K", "sequence": "1", "description": "CURRENT REPORT ON FORM 8-K", "secsgml_size_bytes": 39216}]
metadata_filer: {"company-data": {"conformed-name": "LEXON TECHNOLOGIES INC", "cik": "0001065189", "assigned-sic": "6770", "irs-number": "870502701", "state-of-incorporation": "DE", "fiscal-year-end": "0930"}, "filing-values": {"form-type": "8-K", "file-number": "000-24721", "film-number": "99676972"}, "business-address": {"street1": "1401 BROOK DRIVE", "city": "DOWNERS GROVE", "state": "IL", "zip": "60515", "phone": "630-9166196"}, "former-company": {"former-conformed-name": "REXFORD INC", "date-changed": "19980630"}}
text: 1
                        SECURITIES AND EXCHANGE COMMISSION
  
                             Washington, D.C.  20549
  
                                     Form 8-K
  
                                  CURRENT REPORT
  
       Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
  
                                   July 21, 1999
                 (Date of Report: Date of earliest event reported)
  
                             LEXON TECHNOLOGIES, INC.
  
        (Exact name of registrant as specified in its charter)
  
            DELAWARE                   0-02474             87-0502701
  - ---------------------------- -----------------------  --------------------
  (State or other jurisdiction (Commission File Number) (IRS Employer ID No.)
   of incorporation)
  
                  1401 Brook Drive, Downers Grove, Illinois  60515
                  ------------------------------------------------
                      (Address of principal executive office)
  
  Registrant's telephone number, including area code: (630) 916-6196
                                                      --------------
  
       REXFORD, INC., 7777 East Main Street, Suite 201, Scottsdale, AZ 85251
       ---------------------------------------------------------------------
          (Former name or former address, if changed since last report)
  2
                    ITEM 1. CHANGES IN CONTROL OF REGISTRANT
  
       On July 20, 1999, the Registrant's shareholders approved the acquisition
  of all of the issued and outstanding shares of Chicago Map Corporation, a
  privately-held Illinois corporation.  In connection with such acquisition
  transaction, the Registrant's shareholders and Board of Directors adopted
  resolutions to effect a 70-for-1 reverse split of the Registrant's issued and
  outstanding shares of $.001 par value common stock and Common Stock Purchase
  Warrants.  The Acquisition was closed on July 21, 1999.  A total of 10,500,000
  post-split shares of the Registrant's common stock were issued in connection
  with the acquisition transaction.  At the time of the acquisition, the
  individuals serving as officers and directors of the Registrant resigned, upon
  the election and appointment of their successors.  As of the date hereof, a
  total of 11,500,000 shares of the Registrant's common stock are issued and
  outstanding.  Effective July 21, 1999, the effective date of the 70-for-1
  reverse split, a total of 11,500,000 shares of the Registrant's common stock
  are issued and outstanding.  The Registrant's name was changed to LEXON
  Technologies, Inc. in connection with the acquisition.  The following
  individuals were elected as directors and officers of the Registrant and may
  be deemed in control of Registrant as of the date hereof:
  
       Name             Position                      Shares(1)           %
  
  Steven J. Peskaitia   Chairman, Chief Executive     6,774,600         58.9
                        Officer & President
  
  John B. McLean        Vice-President, Chief                 0          0.0
                        Financial Officer, Director
  
  Kenneth J. Eaken      Vice-President, Director        100,100           .8
  
  Mike Barnett          Vice-President, Secretary       442,400          3.8
                        Director
  
  Paris Karahalios      Vice-President, Director        730,800          6.4
  
  James L. Rooney       Director                              0          0.0
  
  Thomas W. Rieck       Director                              0          0.0
  
  (1)  Shares owned give effect to the 70-for-1 reverse split
  
                  ITEM 2.  ACQUISITION OR DISPOSITION OF ASSETS
  
       On July 21, 1999, the Registrant acquired all of the issued and
  outstanding stock of Chicago Map Corporation, a privately-held Illinois
  corporation.  The acquisition was structured as a stock-for-stock exchange
  pursuant to Section 368(a)(1)(B) of the Internal Revenue Code.  The securities
  issued in the acquisition were issued in a private transaction in reliance on
  Section 4(2) of the Securities Act of 1933, as amended.  In connection with
  such acquisition, the Registrant's shareholders elected new directors and
  voted in favor of a proposal to change the Registrant's name to LEXON
  Technologies, Inc.  Additionally, the Registrant's shareholders voted in favor
  of a proposal to effect a 70-for-1 reverse split of the outstanding
  securities.  The Registrant intends to engage in the business of developing,
  manufacturing and marketing a full range of geographic and statistical
  information applications through Internet, electronic, multimedia, CD-Rom, DVD
  and other interactive technology formats for business, educators, students and
  consumers.
  3
  
  ITEM 7.  FINANCIAL STATEMENTS, PRO FORMA FINANCIAL STATEMENTS, AND EXHIBITS
  
  (a)  Financial Statements of businesses acquired
  
                                CHICAGO MAP CORPORATION
  
                                     BALANCE SHEET
  
                                    MARCH 31, 1999
  
                                         ASSETS
  
  Current assets
   Cash                                                  $     64,093
   Accounts receivable                                         68,318
   Inventories                                                  5,108
   Deferred tax assets                                         39,571
                                                         ------------
  
    Total current assets                                      177,090
                                                         ------------
  Property and equipment
   Leasehold improvements                                       5,190
   Furniture and equipment                                    123,472
                                                         ------------
                                                              128,662
   Accumulated depreciation                                    81,129
                                                         ------------
  
                                                               47,533
                                                         ------------
  
  Other assets
   Computer software costs                                     48,446
   Intangible assets                                           49,802
   Deposit                                                      5,000
                                                         ------------
  
                                                              103,248
                                                         ------------
  
                                                         $    327,871
                                                         ============
  
  The accompanying note is an integral part of these financial statements.
  4
  
                                CHICAGO MAP CORPORATION
  
                                     BALANCE SHEET
                                      (Continued)
  
                                    MARCH 31, 1999
  
                          LIABILITIES AND STOCKHOLDERS' EQUITY
  
  Current liabilities
   Accounts payable                                      $     38,796
   Accrued liabilities
    Payroll taxes                                              17,797
    Distributions to stockholders                             209,774
                                                         ------------
  
     Total current liabilities                                266,367
                                                         ------------
  
  Long-term debt
   Note payable                                               100,000
                                                         ------------
  
  Stockholders' equity (deficit)
   Common stock                                                 1,500
   Retained earnings (deficit)                                (39,996)
                                                         ------------
  
                                                              (38,496)
                                                         ------------
  
                                                         $    327,871
                                                         ============
  
  The accompanying note is an integral part of these financial statements.
  5
  
                                CHICAGO MAP CORPORATION
  
                                STATEMENT OF INCOME (LOSS)
  
                           THREE MONTHS ENDED MARCH 31, 1999
  
  Sales                                                  $    186,780
  Cost of sales                                                95,492
                                                         ------------
  
  Gross profit                                                 91,288
  Administrative expense                                      208,631
                                                         ------------
  
  Loss before income tax benefit                             (117,343)
  Income tax benefit                                           39,571
                                                         ------------
  
  Net loss                                               $    (77,772)
                                                         ============
  
  The accompanying note is an integral part of these financial statements.
  6
  
                                CHICAGO MAP CORPORATION
  
                 STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY (DEFICIT)
  
                           THREE MONTHS ENDED MARCH 31, 1999
  
                                           Common Stock             Retained
                                    ---------------------------     Earnings
                                       Shares         Amount        (Deficit)
                                    ------------   ------------   ------------
  
  Balance, January 1, 1999                10,000   $      1,000   $    250,225
  
  Net loss                                                             (77,772)
  Issuance of common stock                 5,000            500
  Distributions to stockholders
   Cash                                                                 (2,675)
   Accrued                                                            (209,774)
                                    ------------   ------------   ------------
  
  Balance, March 31, 1999                 15,000   $      1,500   $    (39,996)
                                    ============   ============   ============
  
  The accompanying note is an integral part of these financial statements
  7
  
                             CHICAGO MAP CORPORATION
  
                             STATEMENT OF CASH FLOWS
  
                        THREE MONTHS ENDED MARCH 31, 1999
  
  Cash flows from operating activities:
   Cash received from customers                          $    216,637
   Cash paid to suppliers and employees                      (249,775)
                                                         ------------
  
    Net cash used in operating activities                     (33,138)
                                                         ------------
  
  Cash flows from investing activities:
   Capital expenditures                                       (16,900)
   Acquisition of intangible assets                           (50,220)
   Payment of deposit                                          (5,000)
                                                         ------------
  
    Net cash used in investing activities                     (72,120)
                                                         ------------
  
  Cash flows from financing activities:
   Proceeds from issuance of long-term debt                   100,000
   Issuance of common stock                                       500
   Cash distributions paid to stockholders                     (2,675)
                                                         ------------
  
    Net cash provided by financing activities                  97,825
                                                         ------------
  
  Net decrease in cash                                         (7,433)
  Cash at beginning of period                                  71,526
                                                         ------------
  
  Cash at end of period                                  $     64,093
                                                         ============
  
  The accompanying note is an integral part of these financial statements.
  8
  
                             CHICAGO MAP CORPORATION
  
                             STATEMENT OF CASH FLOWS
                                   (Continued)
  
                        THREE MONTHS ENDED MARCH 31, 1999
  
  Reconciliation of net loss to net cash used in
   operating activities:
  
  Net loss                                               $    (77,772)
                                                         ------------
  
  Adjustments to reconcile net loss to net cash used in
    operating activities
   Depreciation                                                 1,504
   Amortization                                                 6,817
   Change in assets (increase) decrease:
    Accounts receivable                                        29,857
    Inventories                                                 2,905
    Deferred tax assets                                       (39,571)
   Change in liabilities increase:
    Accounts payable                                           33,056
    Accrued liabilities                                        10,066
                                                         ------------
  
     Total adjustments                                         44,634
                                                         ------------
  
  Net cash used in operating activities                  $    (33,138)
                                                         ============
  
  The accompanying note is an integral part of these financial statements.
  9
                            CHICAGO MAP CORPORATION
                          NOTE TO FINANCIAL STATEMENTS
                                MARCH 31, 1999
  
  ACQUISITION
  
       On March 12, 1999, the Company acquired certain assets of TRIUS, Inc. for
  $62,300 in cash and 2,198 shares of common stock of Chicago Map Corporation
  (the "Company"). The 2,198 shares of common stock are included in the 15,000
  shares of common stock of the Company outstanding at March 31, 1999. The value
  attributed to the issuance of the common stock was $220 based on management's
  estimate of $0.10 per share as the fair value of the Company's no par common
  stock. The principal business of TRIUS, Inc. is the development of computer
  software technologies.
  
  STOCK BONUS
  
  In connection with this acquisition, the Board of Directors approved a stock
  bonus of 2,802 shares to an officer and an employee of the company.  The 2,802
  shares of common stock are included in the 15,000 shares of common stock of
  the Company outstanding at March 31, 1999. The value attributed to the
  issuance of the common stock was $280 based on management's estimate of $0.10
  per share as the fair value of the Company's no par common stock.
  
  The fair value of the Company's no par common stock was estimated by
  management as there is no established market for the Company's common stock.
  Management believes the fair value of the Company's no par common stock
  approximates its stated value of $0.10 per share considering the Company's
  negative working capital and retained earnings deficit.
  10
  
  Hutton Nelson & McDonald LLP
  Certified Public Accountants
  1815 South Meyers Road Suite 550
  Oakbrook Terrace, Illinois 60181-5230
  630/495-5400   FAX 630/495-0561
  
                         INDEPENDENT AUDITORS' REPORT
  
  The Board of Directors
  Chicago Map Corporation
  
       We have audited the accompanying balance sheets of Chicago Map
  Corporation as of December 31, 1998 and 1997, and the related statements of
  income (loss), changes in shareholders' equity, and cash flows for each of the
  three years ended December 31, 1998.  These financial statements are the
  responsibility of the Company's management.  Our responsibility is to express
  an opinion on these financial statement based on our audits.
  
       We conducted our audits in accordance with generally accepted auditing
  standards.  Those standards require that we plan and perform the audit to
  obtain reasonable assurance about whether the financial statements are free of
  material misstatement.  An audit includes examining, on a test basis, evidence
  supporting the amounts and disclosures in the financial statements.  An audit
  also includes assessing the accounting principles used and significant
  estimates made by management, as well as evaluating the overall financial
  statement presentation.  We believe that our audits provide a reasonable basis
  for our opinion.
  
       In our opinion, the financial statements referred to above present
  fairly, in all material respects, the financial position of Chicago Map
  Corporation as of December 31, 1998 and 1997, and the results of its
  operations and its cash flows for each of the three years ended December 31,
  1998, in conformity with generally accepted accounting principles.
  
  /S/Hutton, Nelson & McDonald LLP
  
  Oakbrook Terrace, Illinois
  March 17, 1999
  11
  
                          CHICAGO MAP CORPORATION
                              BALANCE SHEETS
  
                                   ASSETS
  
                                                          December 31,
                                                         1998      1997
                                                       -------   -------
  
  Current assets
     Cash                                             $ 71,526 $ 76,091
     Accounts receivable, less allowance for
       doubtful accounts of $25,000 and $100,000        98,175   89,501
     Inventories                                         8,013   19,287
     Prepaid expenses                                     -       3,800
                                                        ------   ------
  
          Total current assets                         177,714  188,679
                                                       =======  =======
  
  Property and equipment
     Leasehold improvements                              3,971   16,072
     Furniture and equipment                           107,791  102,604
                                                       -------  -------
  
     Accumulated depreciation                           32,137   51,705
                                                        ------   ------
  
  Other asset
     Computer software costs, net of accumulated
       amortization of $16,343 in 1998                  54,845   22,030
                                                        ------   ------
  
                                                      $264,696 $262,414
                                                       =======  =======
  
  The accompanying notes are an integral part of these financial statements.
  12
                          CHICAGO MAP CORPORATION
                              BALANCE SHEETS
                                (continued)
  
                    LIABILITIES AND SHAREHOLDERS' EQUITY
  
                                                          December 31,
                                                         1998      1997
                                                       -------   -------
  
  Current liabilities
     Accounts payable                                 $  5,740  $  2,123
     Accrued liabilities
       Payroll taxes                                     7,731    11,500
       Income taxes                                       -          927
                                                         -----    ------
  
          Total current liabilities                     13,471    14,550
                                                        ------    ------
  
  Shareholders' equity
     Common stock, no par value; authorized
       100,000 shares; issued and outstanding
       10,000 shares                                     1,000     1,000
     Retained earnings                                 250,225   246,864
                                                       -------   -------
  
                                                       251,225   247,864
                                                       -------   -------
  
                                                      $264,696  $262,414
                                                       =======   =======
  
  The accompanying notes are an integral part of these financial statements.
  13
                              CHICAGO MAP CORPORATION
                             STATEMENTS OF INCOME (LOSS)
  
                                                    Year Ended December 31
                                                 1998        1997        1996
                                              ---------   ---------   ---------
  
  Sales                                      $1,175,295  $1,934,433  $1,597,616
  Cost of sales                                 333,357     890,586     759,662
                                              ---------   ---------   ---------
  
  Gross profit                                  841,938   1,043,847     837,954
  Administrative expense                        765,202   1,081,036     708,002
                                                -------   ---------     -------
  
  Income (loss) from operations                  76,736     (37,189)    129,952
  Other expense
     Interest Expense                              -           -           (138)
     Loss on disposition of assets              (13,100)       -           -
                                                 ------      ------     -------
  
  Income (loss) before income taxes              63,636     (37,189)    129,814
  Income taxes                                     -            927       1,728
                                                 ------      ------     -------
  
  Net income (loss)                            $ 63,636   $ (38,116)  $ 128,086
                                                 ======      ======     =======
  
  Average common shares outstanding              10,000      10,000      10,000
                                                 ======      ======      ======
  
  Earnings (loss) per common share               $ 6.36      $(3.81)     $12.81
                                                 ======      ======      ======
  
  The accompanying notes are an integral part of these financial statements.
  14
  
                               CHICAGO MAP CORPORATION
                     STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY
  
                                       Common Stock            Retained
                                      Shares   Amount          Earnings
                                      ------   ------          --------
  
  Balance, January 1, 1996            10,000   $1,000          $287,949
     Net income                                                 128,086
     Cash distributions                                         (68,635)
                                      ------    -----           -------
  
  Balance, December 31, 1996          10,000   $1,000           347,400
     Net income                                                 (38,116)
     Cash distributions                                         (62,420)
                                      ------    -----           -------
  
  Balance, December 31, 1997          10,000   $1,000           246,864
     Net income                                                  63,636
     Cash distributions                                         (60,275)
                                      ------    -----           -------
  
  Balance, December 31, 1998          10,000   $1,000          $250,225
                                      ======    =====           =======
  
  The accompanying notes are an integral part of these financial statements.
  15
  
                             CHICAGO MAP CORPORATION
                             STATEMENTS OF CASH FLOWS
  
                                                    Year Ended December 31
                                                 1998        1997        1996
                                              ---------   ---------   ---------
  Cash flows from operating activities:
     Cash received from customers            $1,141,761  $1,775,213  $1,748,237
     Cash paid to suppliers and employees    (1,028,544) (1,859,751) (1,389,739)
     Interest paid                                 -           -           (138)
     Income taxes paid                             (927)     (1,728)     (2,613)
                                              ---------   ---------   ---------
  
          Net cash provided by (used in)
            operating activities                112,290     (86,266)    355,747
                                                -------      ------     -------
  
  Cash flows from investing activities:
     Proceeds from sale of equipment                425        -           -
     Capital expenditures                        (7,847)    (17,880)    (47,958)
     Payment of computer software costs         (49,158)    (22,030)       -
                                                 ------      ------      ------
  
          Net cash used in investing
            activities                          (56,580)    (39,910)    (47,958)
                                                 ------      ------      ------
  
  Cash flows from financing activities:
     Payments on loan from shareholder             -           -         (6,827)
     Cash distributions paid to shareholders    (60,275)    (62,420)    (68,635)
                                                 ------      ------      ------
  
          Net cash used in financing
            activities                          (60,275)    (62,420)    (75,462)
                                                 ------      ------      ------
  
  Net increase (decrease) in cash                (4,565)   (188,596)    232,327
  Cash at beginning of year                      76,091     264,687      32,360
                                                 ------     -------     -------
  
  Cash at end of year                          $ 71,526    $ 76,091    $264,687
                                                 ======      ======     =======
  
  The accompanying notes are an integral part of these financial statements.
  16
  
                             CHICAGO MAP CORPORATION
                             STATEMENTS OF CASH FLOWS
                                   (continued)
  
                                                    Year Ended December 31
                                                 1998        1997        1996
                                              ---------   ---------   ---------
  
  Reconciliation of net income (loss)
    to net cash provided by (used in)
    operating activities:
  
  Net income (loss)                            $ 63,636   $(38,116)   $ 128,086
                                                 ------     ------      -------
  
  Adjustment to reconcile net income (loss)
    to net cash provided by (used in)
    operating activities:
     Depreciation                                13,890     13,222        5,893
     Amortization of computer software costs     16,343       -            -
     Amortization of organization costs            -            17           25
     Loss on disposition of assets               13,100       -            -
     Change in assets (increase) decrease:
       Accounts receivable                       (8,674)   (36,550)     281,423
       Inventories                               11,274     12,812       (7,638)
       Prepaid expenses                           3,800       -          (3,800)
     Changes in liabilities increase
      (decrease):
       Accounts payable                           3,617    (38,732)     (52,006)
       Accrued liabilities                       (4,696)     1,081        3,764
                                                 ------     ------       ------
  
          Total adjustments                      48,654    (48,150)     227,661
                                                 ------     ------      -------
  
  Net cash provided by (used in)
    operating activities                       $112,290   $(86,266)    $355,747
                                                =======     ======      =======
  
  The accompanying notes are an integral part of these financial statements.
  17
                             CHICAGO MAP CORPORATION
                           NOTES TO FINANCIAL STATEMENTS
  
  NATURE OF OPERATIONS
  
       The Company creates technologies and software tools which provide for the
  design and development of mapping and geographic products sold to customers
  located throughout the world.
  
  SUMMARY OF ACCOUNTING POLICIES
  
       Revenue Recognition - The Company records sales and related profits as
  product is shipped and services are rendered. Revenue from licensing of
  software is based on sales of copies of software products in accordance with
  distribution agreements with licensed developers and recognized as licensing
  fees accrue.  Costs for post-contract customer support, upgrades and
  enhancements are billed separately from other charges and are not included in
  revenue from licensing of software.  Accordingly, no licensing arrangements
  required deferral of revenue during 1998, 1997, and 1996.
  
       Estimates - The preparation of financial statements in conformity with
  generally accepted accounting principles requires management to make estimates
  and assumptions that affect the amounts reported in the financial statements
  and accompanying notes.  Actual results could differ from those estimates.
  
       Inventories - Inventories are priced at the lower of cost, determined by
  the first-in, first-out method, or market.
  
       Property and Equipment - Property and equipment are recorded at cost.
  Expenditures for renewals and betterments which extend the life of such assets
  are capitalized.  Maintenance and repairs are charged to expense as incurred.
  Differences between amounts received and net carrying value of assets retired
  or disposed of are charged or credited to income.
  
       Depreciation - Depreciation is charged to income using straight-line and
  accelerated methods based on the estimated useful lives of the assets.
  
       Computer Software Costs - Costs related to the purchase and development
  of computer software are capitalized from the time technological feasibility
  is established until the software is available for sale.  Capitalized costs
  are amortized on a straight-line basis over twenty-four months, the estimated
  economic life of the software.  Amortization expense charged to income was
  $16,343 in 1998.  No amortization was charged to income in 1997 and 1996.
  Unamortized computer software costs determined to be in excess of the net
  realizable value of the software are expensed immediately.
  
       Income Taxes - The Company has elected S corporation status for income
  tax purposes.  Under this election, the Company is not liable for federal
  income taxes, but is liable for certain state income and replacement taxes.
  Federal taxable income and tax credits flow through to the shareholders to be
  reported on their individual income tax returns.
  
       Earnings Per Common Share - Earnings (loss) per common share are computed
  by dividing net income (loss) by the weighted average number of common shares
  outstanding during the year.
  
  CASH
  
       During 1998 and 1997, the Company maintained an operating account with a
  bank which at times exceeded the federally insured limit of $100,000.  The
  bank has a strong credit rating and management considers any risk to be
  minimal.
  18
  
                             CHICAGO MAP CORPORATION
                           NOTES TO FINANCIAL STATEMENTS
                                  (continued)
  
  DEPRECIATION
  
       Depreciation was charged to income, based on the estimated useful lives
  of the assets, in the following amounts:
  
                                1998     1997     1996     Estimated Life-Years
                                ----     ----     ----     --------------------
  
  Leasehold improvements     $   260  $   428  $   194        31-39
  Furniture and equipment     13,630   12,794    5,699         5-7
                              ------   ------    -----
  
                             $13,890  $13,222  $ 5,893
                              ======   ======    =====
  
  TRANSACTION WITH RELATED PARTY
  
       The Company leases office facilities on a month-to-month basis from a
  shareholder at a monthly rental of $3,000.  Rent expense charged to income
  amounted to $36,000 in 1998, 1997 and 1996.
  
  SUBSEQUENT EVENTS
  
       On January 4, 1999, the Board of Directors declared a $240,000 cash
  distribution to the shareholders provided such amount does not exceed the
  Company's Accumulated Adjustment Account which is part of retained earnings as
  shown on the Balance Sheets.
  
       On March 12, 1999, the Company acquired certain assets of TRIUS, Inc. for
  $62,300 in cash and 2,198 shares of common stock of Chicago Map Corporation.
  The principal business of TRIUS, Inc. is the development of computer software
  technologies.  In connection therewith, the Board of Directors approved a
  stock bonus of 2,802 shares to be issued to an officer and an employee of the
  Company.
  19
  
  (b)  Pro Forma Financial Statements.
  
            LEXON TECHNOLOGIES, INC., F.K.A. REXFORD, INC. AND SUBSIDIARY
             PRO FORMA CONDENSED CONSOLIDATED STATEMENT OF INCOME (LOSS)
                         SIX MONTHS ENDED MARCH 31, 1999
                                  (Unaudited)
  PRO FORMA ADJUSTMENTS
                                                       ---------------------
                                      HISTORICAL    ACQUISITION(a)  PRO FORMA
                                      ------------  ------------  ------------
  Sales                               $       -     $    509,790  $    509,790
  Cost of sales                               -          194,257       194,257
                                      ------------  ------------  ------------
  Gross profit                                -          315,533       315,533
  Administrative expense                    27,533       404,385       431,918
                                      ------------  ------------  ------------
  Loss before income tax benefit           (27,533)      (88,852)     (116,385)
  Income tax benefit                          -           39,571        39,571
                                      ------------  ------------  ------------
  Net loss                            $    (27,533) $    (49,281) $    (76,814)
                                      ============  ============  ============
  
  Average common shares outstanding                                 11,500,000
                                                                  ============
  
  Loss per common share                                           $      (0.01)
                                                                  ============
  (a) To reflect the acquisition of all of the issued and outstanding shares of common stock of
  Chicago Map Corporation as if the transaction had been completed at the beginning of the period.
  20
  
            LEXON TECHNOLOGIES, INC. F.K.A. REXFORD, INC. AND SUBSIDIARY
             PRO FORMA CONDENSED CONSOLIDATED STATEMENT OF INCOME (LOSS)
                             YEAR ENDED SEPTEMBER 30, 1998
                                     (Unaudited)
  PRO FORMA ADJUSTMENTS
                                                       ---------------------
                                      HISTORICAL    ACQUISITION(a)   OTHER          PRO FORMA
                                      ------------  ------------  ------------     ------------
  Sales                               $       -     $  1,175,295  $       -        $  1,175,295
  Cost of sales                               -          333,357          -             333,357
                                      ------------  ------------  ------------     ------------
  Gross profit                                -          841,938          -             841,938
  Administrative expense                    46,350       765,202         2,833(b)(c)    814,385
                                      ------------  ------------  ------------     ------------
  Income (loss) from operations            (46,350)       76,736        (2,833)          27,553
  Other expense                               -          (13,100)         -             (13,100)
                                      ------------  ------------  ------------     ------------
  Income (loss) before income taxes        (46,350)       63,636        (2,833)          14,453
  Income taxes                                -            4,914          -               4,914
                                      ------------  ------------  ------------     ------------
  Net income (loss)                   $    (46,350) $     58,722  $     (2,833)    $      9,539
                                      ============  ============  ============     ============
  
  Average common shares outstanding                                                  11,500,000
                                                                                   ============
  
  Earnings per common share                                                        $       0.00
                                                                                   ============
  (a) To reflect the acquisition of all of the issued and outstanding shares of common stock of
  Chicago Map Corporation as if the transaction had been completed at the beginning of the period.
  
  (b) To reflect the depreciation and amortization of $2,553 in connection with the acquisition of
  certain assets of Tirus, Inc. by Chicago Map Corporation as if the transaction had been completed
  at the beginning of the period.
  
  (c) To reflect stock bonus of $280 to an officer and an employee of Chicago Map Corporation as if
  the transaction had been completed at the beginning of the period.
  21
  
  (c)  Exhibits.  The following exhibits are included as part of this report:
  
              SEC
  Exhibit     Reference
  Number      Number      Title of Document                        Location
  - -------     ---------   -----------------                        --------
      1         2.01      Agreement and Plan of Reorganization     This Filing
                          dated March 23, 1999
  
      2         3.01      Amended Certificate of Incorporation     This Filing
  
                              SIGNATURES
  
       Pursuant to the requirements of the Securities Exchange Act of 1934, as
  amended, the Registrant has duly caused this report to be signed on its behalf
  by the undersigned hereunder duly authorized.
  
                                            LEXON TECHNOLOGIES, INC.
  
  Date:     July 31, 1997                      /S/John B. McLean, Chief Financial
                                           Officer