This discussion should be read in conjunction with our consolidated financial statements included in this Report on Form 10-Q and the notes thereto, as well as the other sections of this Report on Form 10-Q , including "Certain Risks and Uncertainties" and "Description of Business" sections thereof. This discussion contains a number of forward-looking statements, all of which are based on our current expectations and could be affected by the uncertainties and risk factors described throughout this Quarterly Report. Our actual results may differ materially.

Limited Operating History

There is limited historical financial information about our company upon which to base an evaluation of our future performance. Our company generated approximately $240,000 in revenues from operations for the quarter ended October 31, 2008. While we anticipate growth in revenues, we cannot guarantee that we will be successful in our business. We are subject to risks inherent in a fast growing company, including limited capital resources, possible delays or disruptions in establishing key vendor relationships and costing dynamics that could be out of our control. There is no assurance that future financing will be available to our company on acceptable terms. Additional equity financing could result in dilution to existing shareholders.

Company Description and Overview

The Company was formed on June 20, 2006. We are marketing, selling and configuring solar power systems for residential and commercial customers; intend to market, sell, design, own and operate solar power systems for commercial customers; and design, develop and manage solar parks. We will initially focus on serving customers in states that have high cost of electricity, and/or attractive incentive programs for solar installations. We are sourcing components from third party manufacturers from around the world and plan to enter into supply agreement(s) with manufacturers of solar electric power products and technologies which directly convert sunlight into electricity and thermal (heat) energy, when appropriate. The originating founders, directors and officers of our company were Paul Cox, David Fann and Michael Dodak who served as the President, Chief Executive Officer/Secretary and Treasurer, respectively.

In July 2006, we entered into a convertible debenture with a waste to energy development company, Envortus Inc. As such time, we intended to develop a business in the waste to energy market and this was our initial foray in to the market. The officers and board members of The Company had ownership, officer positions and board positions in Envortus Inc. Under the terms of the convertible debenture, the Company could invest $250,000 in Envortus Inc over a period of time. The Company forwarded a total of $134,500 to Envortus Inc before deciding to continue its focus specifically in the solar area of the renewable energy market instead of waste to energy. The Company utilized funds raised from the sale of common stock and convertible debentures in order to fund the loan to Envortus Inc.

In March 2007, the Company entered into an agreement to sell the convertible debenture for $152,500, with discounts if paid early, to 0784655 B.C. LTD ("B.C."), a company controlled by Paul Cox, a shareholder and a former officer and board member of the Company. Mr. Cox remains a shareholder, officer and board member of Envortus Inc. In July 2007, the sale of the convertible debenture was completed with a payment of $55,000 to the Company and the receipt of a promissory note in the amount of $97,500 (the "Note"), from B.C. for the balance. The principal amount of the Note was immediately discounted to $90,800. In addition, if the Note was paid within the first 270 days of issuance, additional discounts could be available. Further, in the event that we do not commence trading on the OTC BB by January 2009, Paul Cox. may return shares of common stock of our Company for cancellation in lieu of payment of the Note. The price per share shall be the greater of $0.35 or the last price to raise funds from third parties.

To account for the Note the Company determined the fair value of the Note on a discounted basis to be equal to $68,100, which represented the discounted balance to be paid by B.C. assuming early payments made within 90 days from closing as provided in the Note. Based on the fair value of the note of $68,100, a loss totaling $11,405 was recorded for the year ended July 31, 2007 as reflected in the table below:

Consideration for sale of debenture:

Cash                                   $  55,000
Note receivable                           97,500
Total consideration                      152,500

Immediate discount                        (6,700 )
Bank fee                                      (5 )
Expected early payment discount          (22,700 )

Total net consideration                  123,095

Investment in convertible debenture      134,500

Loss on sale of investment             $ (11,405 )

The Company had originally invested $134,500 in a convertible debenture with Envortus. The Company then took back a Note for $97,500 and cash paid back of $55,000. The Company reviewed the fair value of the $97,500 Note, which had an immediate discount of $6,700 and an early expected payment discount of $22,700. The Company decided to take a valuation allowance on the $22,700 and the $6,700 during July 2007, leaving a balance on the Note of $68,100. Comparing the consideration received of $55,000 and the remaining value of the Note at $68,100 or $123,095, net of a $5 fee, this resulted in a loss on sale of the original investment in convertible debenture of $11,405. The Company has allowed for the remaining balance of the Note and recorded bad debt related to note receivable, related party, in the amount of $68,100, due to concerns of collectability and non-payment of the scheduled payments. Per the terms of the Note, B.C. was required to pay principal in the amount of $10,000 in January 2008 and additional payments of $17,240 in July 2008, $31,780 in January 2009 and $31,780 in July 2009, together with interest, according to the payment schedule as defined by the Note when the early payments are not received. As of the date hereof, B.C. has not made the required principal and interest payment. The Company is pursuing legal action against the Note's obligor for non payment.

Results of Operations

For the quarter ended October 31, 2008, we generated $240,115 in revenues from operations and we incurred a loss of ($868,984), of which $717,818 was non-cash stock compensation. Our operating expenses included significant legal, consulting and accounting expenses, as well as business development. During the year ended July 31, 2008 we were considered a development stage company. We expect to continue to use cash in our operating activities as we ramp up operations and include greater levels of inventory.

We have financed our operations since inception primarily through private sales of securities. As of October 31, 2008, we had $10,746 in cash, and negative working capital of ($584,690)

The following table sets forth our statements of operations data for the quarter ended October 31, 2008 through inception.

Summary Income Statement

                                                October           Since
                                                31, 2008        Inception

Revenues, net                                  $   240,115          240,115
Gross profit (loss)                                167,477          167,477
Selling, general and administrative expenses     1,037,104        2,924,741

Total operating expenses                         1,037,104        2,924,741
Loss from operations                              (869,627 )     (2,757,264 )
Other Income (Expense)                                 643          (67,462 )
Loss from operations before income taxes          (868,984 )     (2,824,726 )
Income tax provision
Net loss                                       $  (868,984 )     (2,824,726 )

Revenues
For the quarter ended October 31, 2008 we had revenues of $240,115. Prior to this period, we had no revenues. Revenues for the quarter reflect solar product sales and dealer training for an 8-week period, post acquisition.

Cost of sales and gross profit
For the quarter ended October 31, 2008 our Cost of Goods Sold was $72,638 resulting in a gross profit of $167,477. Prior to this period, we had no revenues or costs of goods sold. Revenues began in this quarter, as we transition from a development stage company to an operating business.

Selling, general and administrative
Selling, general and administrative ("S, G & A") expenses for the quarter ended October 31, 2008 were $1,037,104 compared with $1,192,159 for the same period ended October 31, 2007. Since inception through October 31, 2008 these expenses total $3,924,741. Major changes in S, G & A expenses, from the 2007 quarterly period to 2008 were; salaries and wages decreased from $1,126,756 to $747,574 primarily resulting from the reduction in non-cash - equity based compensation which decreased from $1,067,500 in 2007 to $717,818 in the 2008 period, travel and entertainment was $18,934 in 2008 compared with $16,105 in 2007, legal and professional costs totaled $147,568 in 2008 compared with $12,142 in 2007 with the increase in fees primarily related to our acquisition, public listing and financing activities. Cash and stock based consulting and director's costs increased to $52,185 in 2008 from $4,000 in 2007 resulting primarily from investor relations and the transition of management from employees to consultants.

Research & development
For the quarters ended October 31, 2008 and 2007, we did not record research and development expenses.

Other income (expense)
In 2008 and 2007, other income for the October quarter was $648 and $640 from interest income, respectively.

Net Loss
Our net loss was $868,984 for the quarter ended October 31, 2008 and $2,824,726 from inception to October 31, 2008. The net loss primarily reflects our expenses relating to the preparation of a registration statement and listing our common stock for public trading, financings, the cost of additional employees to pursue our strategy and expenditures for business development. These expenses have been incurred ahead of our ability to recognize material revenues from our new strategy.

Liquidity and Capital Resources
As of October 31, 2008, we had cash of $10,746 and negative working capital of ($584,690) compared with $140,875 and $294,223 in cash and working capital, respectively as of October 31, 2007. During the quarter ended October 31, 2007 and primarily for the same period in 2008, we funded our operations from private sales of equity securities.

For the quarters ended October 31, 2008 and 2007, we used $138,042 and $140,782 of cash in operations, respectively. Investing activities used $147,755 of cash during the October 31, 2008 quarter for Acquisition & Office Equipment purchases, and none during the same 2007 period. Financing activities used $70,122 in note repayment and provided $80,000 from private placement & note repayment activities, during the October 31, 2008 and 2007 quarters respectively.

The cost of our photovoltaic and solar thermal products is volatile and is influenced by availability of critical raw materials and supply and demand imbalances. We are uncertain of the extent to which these factors will affect our working capital in the near future. A significant increase in cost of materials that we cannot pass on to our customers could cause us to run out of cash more quickly than our projections indicate, requiring us to raise additional funds or curtail operations.

As we proceed through the year we will look to add sales and marketing staff, solar engineers, and accounting and administrative staff. We expect, although we cannot guarantee, that most of these staff additions will precede supporting revenue generation and are included in the requirements listed above.

Since inception, our operations have primarily been funded through private equity financing, and we expect to continue to seek additional funding through private or public equity and debt financing.

However, there can be no assurance that our plans discussed above will materialize and/or that we will be successful in funding our estimated cash shortfalls through additional debt or equity capital and/or any cash generated by our operations. These factors, among others, indicate that we may be unable to continue as a going concern for a reasonable period of time.

As we continue to increase the level of staffing and other operating requirements of developing our business, the cash needs will increase and therefore we will need additional financing to supplement cash flows. Until we can maintain sufficient levels of revenues, we will need to raise additional funds during the next twelve month period. We will require approximately $1,000,000 of additional capital funding, which will allow us to maintain operations through July 31, 2009. If we are not successful in raising the required capital, our existing capital will not allow us to continue in operations.

Assuming we are successful in our sales/development effort we believe that we will be able to raise additional funds through the sale of our stock to either current or new shareholders. Of course there is no guarantee that we will be able to raise additional funds or to do so at an advantageous price.

Significant Capital Expenditures
During the quarter ended October 31, 2008, we acquired approximately $1,662,755 of business assets, and furniture and equipment for office purposes. $1,650,000 of the capital expenditures were for the purchase of the domain name, solarenergy.com, We have used these assets to begin our business operation.

Subsequent Events
In November 2008, the Company entered into a convertible debenture agreement for $325,000 with four private investors. The debenture is convertible into 1,300,000 shares of common stock and includes 1,300,000 "A" Warrants and 1,300,000 "B" warrants exercisable on a cash basis equal to$0.50 and $1.00 respectively.

The Company issued 175,000 shares of common stock to a group engaged to provide investor awareness and other services in December 2008.

In December, 2008 Pierre Besuchet was issued 100,000 common stock shares in exchange for a Board of Director position. He was also issued 100,000 Board Member Warrants which are exercisable at $0.50 per share and have an 18 month term.

In December, 2008 Brad Holt resigned as CEO and assumed the Chairman of the Board position. Michael Dodak has accepted the CEO position.