UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K

(Mark One)

x [X] ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT ~~OF 1934~~

~~For~~OF ~~the~~1934 ~~fiscal year ended December 31, 2010~~

~~o TRANSITION~~For ~~REPORT~~the ~~UNDER~~fiscal ~~SECTION~~year 13ended ORDecember ~~15(d)~~31, ~~OF THE SECURITIES EXCHANGE ACT OF 1934~~ 2011

[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE

ACT OF 1934

For the transition period from_________ to____________

Commission file number: 000-5225

SOLAR ACQUISITION CORP.

(Name of small business issuer in its charter)

Florida		20-5080271
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

Florida

20-5080271

(State or other jurisdiction of incorporation

(I.R.S. Employer Identification

or organization)

No.)

215 Dino Drive Ann Arbor MI 48103

(Address of principal executive offices) (Zip Code)

Issuer's telephone number: (734) 320-7628

Securities registered under Section 12(b) of the Exchange Act: NONE

Securities registered under Section 12(g) of the Exchange Act:

COMMON STOCK, $0.001 PAR VALUE

(Title of class)

Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x [X] No o[ ]

Check if no disclosure of delinquent filers in response to Item 405 of Regulation S-B is contained in this form, and no disclosure will be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. x[X]

State issuer's revenues for its most recent fiscal year: $ 0

State the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was sold, or the average bid and asked price of such common equity, as of a specified date within the past 60 days: $671,~~720~~572,~~000~~245 as of April 1, ~~2011~~2012.

State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date:1322,~~544~~503,~~000~~501 as of April 6, ~~2011~~2012.

Transitional Small Business Disclosure Format (Check one): Yes o [ ] No x[X]

PART I

ITEM 1. DESCRIPTION OF BUSINESS.

CAUTIONARY STATEMENT FOR PURPOSES OF "SAFE HARBOR PROVISIONS" OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995.

Certain statements contained in this Annual Report on Securities and Exchange Commission ("SEC") Form 10-KSB ("Form 10-K") constitute "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. These statements involve known and unknown risks, uncertainties and other factors that may cause our or our industry's actual results, levels of activity, performance or achievements to be materially different than any expressed or implied by these forward-looking statements. These statements may be contained in our filings with the Securities and Exchange Commission, press releases, and written or oral presentations made by our representatives to analysts, rating agencies, stockholders, news organizations and others. In some cases, you can identify forward-looking statements by terminology such as "may," "will," "should," "intend", "expects," "plans," "anticipates," "believes," "estimates," "predicts," "potential," "continue," or the negative of these terms or other comparable terminology. Although we believe that the expectations in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements.

OUR BUSINESS


(a)	Business Development

Solar Acquisition Corp. (“we”, “us”, “our”, the “Company” or the “Registrant”) was incorporated in the State of Nevada on June 3, 2006. Since inception through June 2008, the Company has been engaged in organizational efforts and obtaining initial financing. The Company was formed as a vehicle to pursue a business combination and has made no efforts to identify a possible business combination. In June 2008, we entered into a letter of intent with Solay Teyin/ Hyundai Heavy Industries Iberica (Solar Teyin) to market Solar products.We have not concluded a formal contract as of this time. We expanded our focus is focused on commercializing Solar energy technology. The scope of our expected business has expanded in ~~2010~~2012 beyond Solar to include wind, fuel cells, and geothermal in addition to research and development into innovative Solar energy solutions.


(b)	Business of Issuer

We plan to become a developer of renewable energy technologies for the commercial industrial and utility markets. Our target customers will be both distributors and end-users of energy who are interested in reducing their energy costs, environmental impact, and the variability of their monthly energy cost due to the volatility associated with these energy supplies. We believe we can become a leading energy solutions supplier to industrial, commercial and public sector clients.

We have not generated significant revenue since inception. Our primary focus is on building our business model in the areas of renewable energy.

We believe that the long term prospects for renewable energies are very good in light of reductions in the costs compared to traditional fossil fuels, favorable business climate toward green energy, volatile prices for non-renewable energy sources such as oil and natural gas, current and anticipated federal and state legislation regulating carbon emissions and the use of fossil fuels, and government incentives for renewable energy.

2RISKS THAT MAY AFFECT FUTURE RESULTS

~~RISKS~~The ~~THAT~~following ~~MAY~~risk ~~AFFECT~~factors ~~FUTURE~~and ~~RESULTS~~other information included in this Annual Report should be carefully considered. The risks and uncertainties described below are not the only ones we face. Additional risks and uncertainties not presently known to us or that we currently deem immaterial also may impair our business operations. If any of the following risks actually occur, our business, financial condition and operating results could be materially adversely affected.

~~The~~We ~~following~~do ~~risk factors and other information included in this Annual Report should be carefully considered. The risks and uncertainties described below are~~ not ~~the~~have ~~only~~sufficient ~~ones~~capital ~~we face. Additional risks and uncertainties not presently known~~ to usfund ~~or that we currently deem immaterial also may impair~~ our ~~business~~ operations. ~~If any of the following risks actually occur, our business, financial condition and operating results could be materially adversely affected.~~

We doare ~~not~~a development stage company organized in June 2006 and have ~~sufficient~~recently ~~capital~~commenced tooperations, ~~fund~~which makes an evaluation of us extremely difficult. At this stage of our business operations, even with our good faith efforts, we may never become profitable or generate any significant amount of revenues, thus potential investors have a high probability of losing their investment. Our auditor’s have substantial doubt about our ability to continue as a going concern. Additionally, our auditor’s report reflects the fact that the ability of the Company to continue as a going concern is dependent upon its ability to raise additional capital from the sale of common stock and, ultimately the achievement of significant operating revenues. If we are unable to continue as a going concern, you will lose your investment.

We ~~are~~were aincorporated ~~development stage company organized~~ in June 2006 ~~and~~ ~~have~~as ~~recently~~a ~~commenced~~Florida ~~operations, which makes an evaluation of us extremely difficult~~corporation. AtAs ~~this~~a ~~stage~~result of our ~~business~~start-up operations, ~~even with our good faith efforts,~~ we ~~may~~have; ~~never~~(i) ~~become~~generated ~~profitable~~no ~~or generate any significant amount of~~ revenues, ~~thus~~(ii) ~~potential~~accumulated ~~investors~~deficits ~~have a high probability~~ of ~~losing~~$ ~~their investment. Our auditor’s have substantial doubt about our ability to continue as a going concern. Additionally~~1,477,239 for ~~our auditor’s report reflects~~ the ~~fact~~year ~~that~~ended ~~the~~December ~~ability~~31, of2010 ~~the~~and ~~Company~~$563,863,241 year toended ~~continue~~December as31, a2011 ~~going~~due ~~concern is dependent upon its ability~~ to ~~raise~~issuance ~~additional~~in ~~capital~~stock ~~from~~for ~~the~~services ~~sale~~rendered ~~of common stock~~ and, ~~ultimately~~have ~~the~~been ~~achievement~~focused ofon ~~significant~~organizational ~~operating~~and ~~revenues.~~start-up Ifactivities, webusiness ~~are~~plan ~~unable to continue as a going concern~~development, ~~you~~and ~~will~~website ~~lose~~design ~~your~~since ~~investment~~we incorporated.

We ~~were~~do ~~incorporated~~not ~~in June 2006 as a Florida corporation. As a result of our start-up operations we~~ have; ~~(i)~~not ~~generated~~commercially noavailable revenues, (ii) accumulated deficits of $1,356,305 for the year ended December 31, 2009 and 1,447,239 year ended December 31, 2010 due to issuance in stock for services rendered and have been focused on organizational and start-up activities, business plan development, and website design since we incorporatedproducts.

We dohave not ~~have~~commenced ~~not~~the ~~commercially~~selling ~~available~~of any renewable energy products. There is nothing at this time on which to base an assumption that our business operations will prove to be successful or that we will ever be able to operate profitably. Our future operating results will depend on many factors, including our ability to raise adequate working capital, demand for our service, the level of our competition and our ability to attract and maintain key management and employees. Additionally, our auditor’s report reflects that the ability of Renewable Acquisition to continue as a going concern is dependent upon its ability to raise additional capital from the sale of common stock and, ultimately, the achievement of significant operating revenues. If we are unable to continue as a going concern, our business will fail.

We have not commenced the selling of any renewable energy products. There is nothing at this time on which to base an assumption that our business operations will prove to be successful or that we will ever be able to operate profitably. Our future operating results will depend on many factors, including our ability to raise adequate working capital, demand for our service, the level of our competition and our ability to attract and maintain key management and ~~employees.~~board ~~Additionally, our auditor’s report reflects that the ability~~ of ~~Renewable~~directors ~~Acquisition~~has tolimited ~~continue~~industry ~~as a going concern is dependent upon its ability to raise additional capital from the sale of common stock and, ultimately, the achievement of significant operating revenues~~experience. ~~If we are unable to continue as a going concern, our business will fail.~~

3Our management has limited experience in framing a renewable energy company. The lack of experience in building a business in renewable energy could reduce or eliminate your return on investment.

~~Our~~We have no full time employees. We intend to hire personnel in the future, when sufficiently capitalized, who may have the experience required to manage our company, such management ~~and~~is ~~board~~not anticipated until the occurrence of ~~directors~~future ~~has~~financing. ~~limited~~Since ~~industry~~we ~~experience~~are not sufficiently capitalized, future offerings will be necessary to satisfy capital needs. Until such future offering occurs, and until such management is in place, we are reliant upon our management to make the appropriate management decisions.

Our management ~~has~~is ~~limited~~involved ~~experience~~with inother businesses ~~framing~~including aother ~~renewable~~public ~~energy~~companies ~~company~~and there can be no assurance that we will have will continue to provide services to us. ~~The~~This ~~lack~~involvement could have the effect on our operations of ~~experience~~preventing inus ~~building~~from being a successful business inoperation, ~~renewable~~which ~~energy~~ultimately could ~~reduce~~cause ora ~~eliminate your~~loss ~~return~~of onyour investment.

We have nolimited ~~full~~industry ~~time employees~~contacts. We intend to hire personnel in the future, when sufficiently capitalized, who may have the experience required to manage our company, such management is not anticipated until the occurrence of future financing. Since we are not sufficiently capitalized, future offerings will be necessary to satisfy capital needs. Until such future offering occurs, and until such management is in place, we are reliant upon our management to make the appropriate management decisions.

~~Our~~ We ~~management~~do isnot ~~involved~~have a contract with ~~other businesses~~any ~~including~~suppliers ~~other~~for ~~public~~renewable ~~companies~~energy ~~and~~products ~~there~~that can be nosold ~~assurance~~commercially ~~that~~at wethe ~~will~~present ~~have will continue to provide services to us~~time. There ~~This~~is ~~involvement~~no ~~could~~guarantee ~~have~~we ~~the~~will ~~effect~~develop onsufficient ~~our~~supplier ~~operations~~relationships ofto ~~preventing~~create ~~us from being~~ a ~~successful~~ business. ~~operation,~~If ~~which~~we ~~ultimately~~are ~~could~~unable ~~cause~~to ado ~~loss~~so, ofour ~~your~~business ~~investment~~will fail.

WeBecause ~~have~~of ~~limited~~market ~~industry~~pressures ~~contacts~~from competitors with more resources, we may fail to implement our business model profitably.

WeThe dobusiness ~~not~~of ~~have~~renewable aenergy ~~contract~~in ~~with~~general ~~any~~is ~~suppliers~~highly fragmented and extremely competitive. The market for ~~renewable~~customers ~~energy~~is ~~products~~intensely ~~that~~competitive ~~can~~and besuch ~~sold~~competition ~~commercially~~is atexpected ~~the~~to ~~present~~continue ~~time~~to increase. There isare no ~~guarantee~~substantial webarriers ~~will~~to ~~develop~~entry ~~sufficient~~in ~~supplier~~this ~~relationships~~market and we believe that our ability to ~~create~~compete adepends ~~business.~~upon Ifmany wefactors ~~are~~within ~~unable~~and beyond our control, including the timing and market acceptance of new solutions and enhancements to doexisting sosolutions developed by us, our ~~business~~competitors, ~~will~~and ~~fail~~their advisors.

~~Because~~We ofare ~~market~~dependent ~~pressures~~on ~~from~~market ~~competitors~~acceptance ~~with~~of ~~more~~renewable ~~resources, we may fail to implement our business model profitably~~energy.

~~The~~Our ~~business~~ability ofto ~~renewable~~generate ~~energy~~revenue ~~in general is highly fragmented~~ and ~~extremely~~be ~~competitive.~~successful ~~The market for customers is intensely competitive and such competition is expected to continue to increase. There are no substantial barriers to entry~~ in ~~this~~implementation ~~market~~of ~~and we believe that~~ our ~~ability~~business toplan ~~compete~~is ~~depends~~dependent ~~upon~~on ~~many factors within and beyond our control, including~~ the ~~timing and~~ market ~~acceptance~~for ofrenewable ~~new~~energy ~~solutions and enhancements to existing solutions developed by us, our competitors, and their advisors~~growing. o

4A drop in the retail price of conventional energy or non-renewable renewable energy sources may negatively impact our business.

WeThe ~~are~~demand ~~dependent~~for renewable energy systems depends in part on the price of conventional energy, which affects return on investment resulting from the purchase of renewable energy. . Fluctuations in economic and market ~~acceptance~~conditions that impact the prices of conventional and non-renewable renewable energy sources, such as decreases in the prices of oil and other fossil fuels, could cause the demand for renewable energy systems to decline, which would have a negative impact on our business. Changes in utility electric rates could also have a negative effect on our business.

~~Our~~The ~~ability~~reduction, toelimination ~~generate~~or ~~revenue~~expiration ~~and~~of begovernment ~~successful~~subsidies inand ~~implementation~~economic ofincentives ~~our~~for renewable ~~business~~energy ~~plan~~could isreduce ~~dependent on~~ the ~~market~~demand for ~~renewable~~our ~~energy growing~~products. o

AGovernment ~~drop~~subsidies are an important factor in the ~~retail~~economic ~~price~~determination ofto ~~conventional~~purchase a renewable energy orsystem. ~~non-~~Certain states, including California and Colorado, localities and utilities offer incentives to offset a portion of the cost of qualified renewable energy systems. These incentives can take many forms, including direct rebates, state tax credits, system performance payments and renewable energy ~~sources~~credits, ~~may~~or ~~negatively~~RECs. ~~impact~~The reduction or elimination of such incentives or delays or interruptions in the implementation of favorable federal or state laws could substantially increase the cost of our ~~business~~systems to our customers, resulting in a significant reduction in demand for our products and services.

~~The~~Existing ~~demand~~regulations, ~~for~~and ~~renewable~~changes ~~energy~~to ~~systems~~such ~~depends~~regulations, inmay ~~part~~present ~~on the price of conventional energy~~technical, ~~which~~regulatory ~~affects~~and ~~return on investment resulting from the purchase of renewable energy. . Fluctuations in~~ economic ~~and~~barriers ~~market~~to ~~conditions that impact~~ the ~~prices~~installation of ~~conventional and non-~~renewable ~~renewable~~ energy ~~sources~~systems, ~~such~~which asmay ~~decreases~~significantly inreduce ~~the prices of oil and other fossil fuels, could cause the~~ demand for our renewable energy systems ~~to decline, which would have a negative impact on our business~~. ~~Changes in utility electric rates could also have a negative effect on our business.~~

The ~~reduction,~~installation ~~elimination~~of orrenewable ~~expiration~~energy ofsystems ~~government~~is ~~subsidies~~subject to oversight and ~~economic~~regulation ~~incentives~~under local ordinances; building, zoning and fire codes; environmental protection regulation; utility interconnection requirements for metering; and other rules and regulations. We attempt to keep up-to-date about these requirements on a national, state and local level and must design and install our renewable energy ~~could~~systems ~~reduce~~to comply with varying standards. Certain cities may have ordinances that prevent or increase the ~~demand~~cost ~~for~~of installation of our ~~products.~~

~~Government subsidies are an important factor in the economic determination to purchase a~~ renewable energy ~~system~~systems. ~~Certain~~In ~~states~~addition, ~~including~~new ~~California~~government ~~and~~regulations ~~Colorado,~~or ~~localities~~utility ~~and~~policies ~~utilities~~pertaining ~~offer incentives~~ to ~~offset a portion of~~ the ~~cost~~installation of ~~qualified~~ renewable energy systems. ~~These~~are ~~incentives~~unpredictable ~~can take many forms, including direct rebates, state tax credits, system performance payments~~ and ~~renewable~~may ~~energy~~result ~~credits,~~in orsignificant ~~RECs.~~additional ~~The~~expenses ~~reduction~~ or ~~elimination of such incentives or~~ delays, orwhich ~~interruptions in the implementation of favorable federal or state laws~~ could ~~substantially~~cause ~~increase the cost of our systems to our customers, resulting in~~ a significant reduction in demand for ~~our~~renewable ~~products~~energy ~~and services~~systems.

5Existing regulations and policies pertaining to electricity pricing and technical interconnection of customer-owned electricity generation and changes to these regulations and policies may deter the purchase and use of renewable energy systems and negatively impact development of the renewable energy industry.

~~Existing~~The market for renewable energy systems is heavily influenced by foreign, federal, state and local government regulations and policies concerning the electric utility industry, as well as policies adopted by electric utilities. These regulations and ~~changes~~policies often relate to ~~such~~electricity ~~regulations~~pricing and technical interconnection of customer-owned electricity generation. For example, ~~may~~currently, ~~present~~metering ~~technical~~caps exist in certain jurisdictions, ~~regulatory~~which limit the aggregate amount of power that may be sold by renewable power generators into the electric grid. These regulations and ~~economic~~policies ~~barriers~~have tobeen modified in the ~~installation~~past and may be modified in the future in ways that could deter purchases of renewable energy systems and investment in the research and development of renewable energy technology. For example, ~~which~~without ~~may~~a ~~significantly~~mandated ~~reduce~~regulatory ~~demand~~exception for renewable energy systems, utility customers are often charged interconnection or standby fees for putting distributed power generation on the electric utility grid. Such fees could increase the cost to our customers of using renewable energy systems and make them less desirable, thereby harming our business, operating results and financial condition. Changes in net metering policies could also deter the purchase and use of renewable energy systems. In addition, electricity generated by renewable energy systems competes primarily with expensive peak hour electricity rates rather than with the less expensive average price of electricity. Modifications to the peak hour pricing policies of utilities, such as to a flat rate, would require renewable energy systems to achieve lower prices in order to compete with the price of electricity.

~~The~~Our ~~installation~~auditors ofhave ~~renewable~~included ~~energy~~a ~~systems~~paragraph isin ~~subject~~their toreport ~~oversight~~regarding ~~and~~substantial ~~regulation~~doubt under local ordinances; building, zoning and fire codes; environmental protection regulation; utility interconnection requirements for metering; and other rules and regulations. We attempt to keep up-to-date about ~~these requirements on a national, state and local level and must design and install~~ our ~~renewable~~ability ~~energy systems~~ to ~~comply~~continue ~~with~~as varying standards. Certain cities may have ordinances that prevent or increase the cost of installation of our renewable energy systems. In addition, new government regulations or utility policies pertaining to the installation of renewable energy systems are unpredictable and may result in significant additional expenses or delays, which could cause a ~~significant~~going ~~reduction in demand for renewable energy systems~~concern.

~~Existing~~(c) ~~regulations~~Reports ~~and policies pertaining~~ to ~~electricity~~security pricing and technical interconnection of customer-owned electricity generation and changes to these regulations and policies may deter the purchase and use of renewable energy systems and negatively impact development of the renewable energy industryholders.

(1) The ~~market~~Company ~~for renewable energy systems~~ is ~~heavily~~not ~~influenced~~required by foreign, federal, state and local government regulations and policies concerning the electric utility industry, as well as policies adopted by electric utilities. These regulations and policies often relate to ~~electricity~~deliver ~~pricing~~an ~~and~~annual ~~technical~~report interconnection of customer-owned electricity generation. For example, currently, metering caps exist in certain jurisdictions, which limit the aggregate amount of power that may be sold by renewable power generators into the electric grid. These regulations and policies have been modified in the past and may be modified in the future in ways that could deter purchases of renewable energy systems and investment in the research and development of renewable energy technology. For example, without a mandated regulatory exception for renewable energy systems, utility customers are often charged interconnection or standby fees for putting distributed power generation on the electric utility grid. Such fees could increase the cost to ~~our~~security ~~customers~~holders ~~of using renewable energy systems~~ and ~~make~~at ~~them~~this ~~less~~time ~~desirable,~~does ~~thereby~~not ~~harming~~anticipate ~~our business, operating results and financial condition. Changes in net metering policies could also deter~~ the ~~purchase~~distribution ~~and use~~ of renewable energy systems. In addition, electricity generated by renewable energy systems competes primarily with expensive peak hour electricity rates rather than with the less expensive average price of electricity. Modifications to the peak hour pricing policies of utilities, such ~~as to~~ a ~~flat rate, would require renewable energy systems to achieve lower prices in order to compete with the price of electricity~~report.

~~Our~~(2) ~~auditors~~The ~~have~~Company ~~included~~will file reports with the SEC. The Company will be a ~~paragraph~~reporting incompany ~~their~~and ~~report~~will ~~regarding~~comply ~~substantial~~with ~~doubt~~the ~~about~~requirements ~~our~~of ~~ability~~the toExchange ~~continue~~Act asonce athis ~~going~~Registration ~~concern~~Statement becomes effective which will be automatically be 60 days after filing..

(c3) ~~Reports~~The topublic ~~security~~may ~~holders~~read and copy any materials the Company files with the SEC at the SEC's Public Reference Room at 450 Fifth Street, N.W., Washington, D.C. 20549. The public may obtain information on the operation of the Public Reference Room by calling the SEC at 1-800-SEC-0330. Additionally, the SEC maintains an Internet site that contains reports, proxy and information statements, and other information regarding issuers that file electronically with the SEC, which can be found at http://www.sec.gov.

~~(1)~~EMPLOYEES ~~The Company is not required to deliver an annual report to security holders and at this time does not anticipate the distribution of such a report.~~

~~(2)~~As ~~The~~of ~~Company~~December ~~will~~31, ~~file~~2011, ~~reports~~we ~~with~~had ~~the SEC. The Company will be~~ a ~~reporting~~total ~~company and will comply with the requirements~~ of ~~the~~One ~~Exchange~~Part ~~Act~~-time ~~once~~employee. ~~this~~This ~~Registration~~part-time ~~Statement~~employee ~~becomes~~is ~~effective~~not ~~which~~covered ~~will~~by bea ~~automatically~~collective bebargaining ~~60 days after filing~~agreement..

~~(3)~~ITEM ~~The public may read and copy any materials the Company files with the SEC at the SEC's Public Reference Room at 450 Fifth Street, N~~2.~~W.,~~ ~~Washington,~~DESCRIPTION ~~D.C.~~OF ~~20549~~PROPERTY. The public may obtain information on the operation of the Public Reference Room by calling the SEC at 1-800-SEC-0330. Additionally, the SEC maintains an Internet site that contains reports, proxy and information statements, and other information regarding issuers that file electronically with the SEC, which can be found at http://www.sec.gov.

6We currently maintain our executive offices, consisting of approximately 300 square feet of space, 215 Dino Drive Ann Arbor, MI 48103

~~EMPLOYEES~~ITEM 3. LEGAL PROCEEDINGS.

AsThe ofcompany ~~December 31, 2010, we had a total of One Part -time employee. This part-time employee~~ is not party ~~covered~~to byany alegal ~~collective~~proceedings ~~bargaining agreement~~.

ITEM 24. ~~DESCRIPTION~~SUBMISSION OF ~~PROPERTY~~MATTERS TO A VOTE OF SECURITY HOLDERS.

WeNone. ~~currently maintain our executive offices, consisting of approximately 300 square feet of space, 215 Dino Drive Ann Arbor, MI 48103~~

~~ITEM~~PART 3.II ~~LEGAL PROCEEDINGS.~~

~~ITEM~~(a) 4.1,500,000 ~~SUBMISSION~~shares of OFthe ~~MATTERS~~Company’s TOcommon Astock ~~VOTE~~have OFpreviously ~~SECURITY~~been ~~HOLDERS~~registered with the Securities and Exchange Commission (the Commission@ or any state securities agency or authority. The Company shares are quoted on the OTC Bulletin Board.

~~None~~If and when the Company’s common stock is traded in the over-the-counter market, the shares will be subject to the provisions of Section 15(g) and Rule 15g-9 of the Securities Exchange Act of 1934, as amended (the Exchange Act@), commonly referred to as the A penny stock@ rule. Section 15(g) sets forth certain requirements for transactions in penny stocks and Rule 15g9(d)(1) incorporates the definition of penny stock as that used in Rule 3a51-1 of the Exchange Act.

~~PART~~The IICommission generally defines penny stock to be any equity security that has a market price less than $5.00 per share, subject to certain exceptions. Rule 3a51-1 provides that any equity security is considered to be a penny stock unless that security is: registered and traded on a national securities exchange meeting specified criteria set by the Commission; authorized for quotation on The NASDAQ Stock Market; issued by a registered investment company; excluded from the definition on the basis of price (at least $5.00 per share) or the issuer=s net tangible assets; or exempted from the definition by the Commission. If the Company=s shares are deemed to be a penny stock, trading in the shares will be subject to additional sales practice requirements on broker-dealers who sell penny stocks to persons other than established customers and accredited investors, generally persons with assets in excess of $1,000,000 or annual income exceeding $200,000, or $300,000 together with their spouse.

~~ITEM~~For 5transactions covered by these rules, broker-dealers must make a special suitability determination for the purchase of such securities and must have received the purchaser=s written consent to the transaction prior to the purchase. Additionally, ~~MARKET~~for ~~FOR~~any ~~COMMON~~transaction ~~EQUITY~~involving ~~AND~~a ~~RELATED~~penny ~~STOCKHOLDER~~stock, ~~MATTERS~~unless exempt, the rules require the delivery, prior to the first transaction, of a risk disclosure document relating to the penny stock market. A broker-dealer also must disclose the commissions payable to both the broker-dealer and the registered representative, and current quotations for the securities. Finally, the monthly statements must be sent disclosing recent price information for the penny stocks held in the account and information on the limited market in penny stocks. Consequently, these rules may restrict the ability of broker dealers to trade and/or maintain a market in the Companys common stock and may affect the ability of shareholders to sell their shares.

(ab) ~~1,500,000~~Holders. ~~shares~~ As of ~~the~~December ~~Company’s~~31, ~~common~~2012, ~~stock~~there ~~have~~was ~~previously~~31 ~~been~~record ~~registered~~holder ~~with~~of ~~the~~shares ~~Securities~~of ~~and Exchange Commission (~~the ~~Commission@ or any state securities agency or authority. The~~ Company's ~~shares are~~Common ~~quoted on the OTC Bulletin Board~~Stock.

(c) Dividends. The ~~Company~~Registrant ishas not ~~aware~~paid of any ~~existing~~cash ~~trading~~dividends ~~market~~to ~~for~~date ~~its~~and ~~common~~does ~~stock. The~~not ~~Companys~~anticipate ~~common~~or ~~stock~~contemplate ~~has~~paying ~~never~~dividends ~~traded~~ in athe ~~public~~foreseeable ~~market~~future. ~~There~~ ~~are~~It nois ~~plans,~~the ~~proposals,~~present ~~arrangements~~intention orof ~~understandings~~management ~~with~~to ~~any~~utilize ~~person(s)~~all ~~with~~available ~~regard~~funds tofor the development of ~~a trading market in any of~~ the ~~Company=~~Registrant's ~~securities~~business.

IfSALES ~~and~~OF ~~when~~UNREGISTERED ~~the~~SECURITIES Company’s common stock is traded in the over-the-counter market, most likely the shares will be subject to the provisions of Section 15(g) and Rule 15g-9 of the Securities Exchange Act of 1934, as amended (the Exchange Act@), commonly referred to as the A penny stock@ rule. Section 15(g) sets forth certain requirements for transactions in penny stocks and Rule 15g9(d)(1) incorporates the definition of penny stock as that used in Rule 3a51-1 of the Exchange Act.

The Commission generally defines penny stock to be any equity security that has a market price less than $5.00 per share, subject to certain exceptions. Rule 3a51-1 provides that any equity security is considered to be a penny stock unless that security is: registered and traded on a national securities exchange meeting specified criteria set by the Commission; authorized for quotation on The NASDAQ Stock Market; issued by a registered investment company; excluded from the definition on the basis of price (at least $5.00 per share) or the issuer=s net tangible assets; or exempted from the definition by the Commission. If the Company=s shares are deemed to be a penny stock, trading in the shares will be subject to additional sales practice requirements on broker-dealers who sell penny stocks to persons other than established customers and accredited investors, generally persons with assets in excess of $1,000,000 or annual income exceeding $200,000, or $300,000 together with their spouse.None

~~For~~ITEM transactions covered by these rules, broker-dealers must make a special suitability determination for the purchase of such securities and must have received the purchaser=s written consent to the transaction prior to the purchase6. ~~Additionally,~~ ~~for~~MANAGEMENT'S ~~any~~DISCUSSION ~~transaction~~AND ~~involving~~ANALYSIS aOR ~~penny~~PLAN ~~stock,~~OF ~~unless exempt, the rules require the delivery, prior to the first transaction, of a risk disclosure document relating to the penny stock market~~OPERATION. A broker-dealer also must disclose the commissions payable to both the broker-dealer and the registered representative, and current quotations for the securities. Finally, the monthly statements must be sent disclosing recent price information for the penny stocks held in the account and information on the limited market in penny stocks. Consequently, these rules may restrict the ability of broker dealers to trade and/or maintain a market in the Company=s common stock and may affect the ability of shareholders to sell their shares.

7FORWARD LOOKING STATEMENTS

~~(b)~~This ~~Holders.~~report Ascontains certain forward-looking statements within the meaning of ~~December~~Section 3127A of the Securities Act of 1933, ~~2010~~as amended, ~~there~~and ~~was~~Section 3121E ~~record~~of ~~holder~~the Securities Exchange Act of 111934,~~544~~ as amended. Shareholders are cautioned that all forward-looking statements involve risks and uncertainty,~~000 shares~~ including without limitation, our ability to fully establish our proposed websites and our ability to conduct business with Palm, Inc. and be successful in selling products. Although we believe the assumptions underlying the forward-looking statements contained herein are reasonable, any of the ~~Company's~~assumptions ~~Common~~could ~~Stock~~be inaccurate, and therefore, there can be no assurance that the forward-looking statements contained in the report will prove to be accurate.

~~(c)~~GENERAL Dividends. The Registrant has not paid any cash dividends to date and does not anticipate or contemplate paying dividends in the foreseeable future. It is the present intention of management to utilize all available funds for the development of the Registrant's business.

~~SALES~~The OFfollowing ~~UNREGISTERED~~discussion ~~SECURITIES~~and analysis should be read in conjunction with our consolidated financial statements and related footnotes for the year ended December 31, 2011 elsewhere in this Annual Report on Form 10-K. The discussion of results, causes and trends should not be construed to imply any conclusion that such results or trends will necessarily continue in the future.

~~None~~We plan to become a developer of renewable energy technologies for the commercial industrial and utility markets. Our target customers will be both distributors and end-users of energy who are interested in reducing their energy costs, environmental impact, and the variability of their monthly energy cost due to the volatility associated with these energy supplies. We believe we can become a leading energy solutions supplier to industrial, commercial and public sector clients.

~~ITEM~~Significant 6.Accounting ~~MANAGEMENT'S~~Policies ~~DISCUSSION~~and ~~AND~~Estimates ~~ANALYSIS OR PLAN OF OPERATION.~~

~~FORWARD~~Management's ~~LOOKING~~Discussion ~~STATEMENTS~~and Analysis of Financial Condition and Results of Operations discusses the Company's consolidated financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States of America. The preparation of these financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Management bases its estimates and judgments on historical experiences and on various other factors that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions. The most significant accounting estimates inherent in the preparation of the Company's financial statements relate to the allowance for doubtful accounts. These accounting policies are described at relevant sections in this discussion and analysis and in the notes to the consolidated financial statements included in this Annual Report on Form l0-K for the year ended December 31, 2011.

~~This~~LIQUIDITY ~~report~~AND ~~contains~~CAPITAL ~~certain~~RESOURCES forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Shareholders are cautioned that all forward-looking statements involve risks and uncertainty, including without limitation, our ability to fully establish our proposed websites and our ability to conduct business with Palm, Inc. and be successful in selling products. Although we believe the assumptions underlying the forward-looking statements contained herein are reasonable, any of the assumptions could be inaccurate, and therefore, there can be no assurance that the forward-looking statements contained in the report will prove to be accurate.

~~GENERAL~~In 2009, we raised $450,000 from the sale of our common stock .

~~The~~We ~~following~~have ~~discussion~~incurred ~~and~~net ~~analysis~~losses ~~should~~since ~~be read in conjunction with~~ our ~~consolidated~~inception ~~financial~~of ~~statements~~563,863,241. In ~~and~~order ~~related footnotes~~ for ~~the~~us ~~year~~to ~~ended~~continue ~~December~~in 31existence, ~~2010~~we ~~elsewhere~~will inhave ~~this~~to ~~Annual~~raise ~~Report~~additional oncapital ~~Form~~through ~~10-K.~~the ~~The~~sale ~~discussion~~ of ~~results,~~equity ~~causes~~or ~~and~~debt ~~trends~~or ~~should~~generate ~~not~~sufficient beprofits ~~construed~~from tooperations, ~~imply any conclusion that such results~~ or ~~trends~~a ~~will~~combination ~~necessarily~~of ~~continue in the future~~both.

We ~~plan~~registerd ~~to become a developer of renewable energy technologies~~ for ~~the~~sale ~~commercial industrial and utility markets. Our target customers will be both distributors and end-users of energy who are interested in reducing their energy costs~~1, ~~environmental impact~~500,000 ~~and~~shares ~~the~~of ~~variability~~our ofcommon ~~their~~stock ~~monthly~~on ~~energy~~a ~~cost~~best ~~due~~efforts basis to ~~the~~provide ~~volatility~~us ~~associated~~ with ~~these~~up ~~energy supplies. We believe we can become a leading energy solutions supplier~~ to ~~industrial~~$450,000 ~~commercial~~of ~~and~~additional ~~public sector clients~~capital.

~~Significant~~ITEM ~~Accounting~~7. ~~Policies~~FINANCIAL ~~and Estimates~~STATEMENTS.

~~Management's~~See ~~Discussion~~pages ~~and~~beginning ~~Analysis of Financial Condition and Results of Operations discusses the Company's consolidated financial statements, which have been prepared in accordance~~ with ~~accounting~~page principles generally accepted in the United States of America. The preparation of these financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Management bases its estimates and judgments on historical experiences and on various other factors that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions. The most significant accounting estimates inherent in the preparation of the Company's financial statements relate to the allowance for doubtful accounts. These accounting policies are described at relevant sections in this discussion and analysis and in the notes to the consolidated financial statements included in this Annual Report on Form l0F-~~K for the year ended December 31, 2008~~1.

ITEM 8. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE.

~~Results~~On ofApril ~~Operations~~1, 2010, Solar Acquisition Corp (1) Gruber & Company, LLC resigned as the Company’s independent accountant due to reaching the five year limit imposed by the Public Company Accounting Oversight Board. (2) The Company retained Peter Messineo, CPA (“PM”) as its new independent accountants.

~~For~~Gruber & Company, LLC’s report on the ~~Years~~financial ~~Ended~~statements ~~December~~of Solar Acquisition Corp for the years ended December 31, ~~2010~~2008 and 2009 did not contain an adverse opinion or disclaimer of opinion, nor was it qualified or modified as to uncertainty, audit scope, or accounting principles, except that their reports for each of the years ended December 31, ~~2009~~2009and 2008 included an explanatory paragraph stating that the company was a development-stage company and had not yet begun operations nor raised any monies to fund such operations. These factors raised substantial doubt as to the company's ability to continue as a going concern.

~~LIQUIDITY~~The ~~AND~~resignation ~~CAPITAL~~of ~~RESOURCES~~Gruber & Company, LLC and the decision to retain PM was unanimously approved by Solar Acquisition’s board of directors.

InFrom ~~2009~~the date of the last audited financial statements through the date of resignation Solar Acquisition Corp had no disagreements, wewhether ~~raised~~or ~~$450~~not resolved,~~000~~ ~~from~~with Gruber & Company, LLC on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which, if not resolved to Gruber & Company’s satisfaction, would have caused Gruber & Company, LLC to make reference to the ~~sale~~subject matter of ~~our~~the ~~common~~disagreement ~~stock~~in connection with its report. There were no events otherwise reportable under Item 304(a)(1)(iv) of Regulation S-B.

WeDuring ~~have~~the ~~incurred~~two ~~net~~most ~~losses~~recent ~~since~~fiscal ~~our~~years ~~inception~~ of 1Solar Acquisition Corp,~~447,239.~~ InSolar ~~order~~Acquisition ~~for~~Corp usdid tonot ~~continue~~consult inPM ~~existence,~~regarding wethe ~~will~~application ~~have~~of toaccounting ~~raise~~principles ~~additional~~to ~~capital~~a ~~through~~specific ~~the~~completed ~~sale~~or ofcontemplated ~~equity~~transaction, or ~~debt~~the ortype ~~generate~~of ~~sufficient~~audit ~~profits~~opinion ~~from~~that ~~operations,~~might orbe arendered ~~combination~~on ofSolar ~~both~~Acquisition Corp’s financial statements.

WeSolar ~~registerd~~Acquisition ~~for~~Corp ~~sale~~provided 1Gruber & Company,~~500,000~~ ~~shares~~LLC with a copy of ~~our~~this ~~common~~report. ~~stock~~Attached onas Exhibit 16.1 is a ~~best~~copy ~~efforts~~of ~~basis~~a toletter ~~provide~~from usGruber & Company, LLC agreeing with upthe tostatements ~~$450,000~~made ofin ~~additional~~this ~~capital~~report.

~~ITEM~~Here 7.are ~~FINANCIAL~~the ~~STATEMENTS.~~changes to the audit fee section:

~~See~~Item ~~pages~~8A. ~~beginning~~CONTROLS ~~with~~AND ~~page F-1~~PROCEDURES.

~~ITEM~~Reference 8.is ~~CHANGES~~made INto ~~AND~~the ~~DISAGREEMENTS~~disclosures ~~WITH~~below ~~ACCOUNTANTS~~under ONItem ~~ACCOUNTING~~8A(T) ~~AND~~Controls ~~FINANCIAL~~and ~~DISCLOSURE~~Procedures.

OnItem ~~April 1, 2010, Solar Acquisition Corp~~ 8A(1T) ~~Gruber & Company, LLC resigned as the Company’s independent accountant due to reaching the five year limit imposed by the Public Company Accounting Oversight Board~~. Controls ~~(2) The~~and ~~Company retained Peter Messineo, CPA (“PM”) as its new independent accountants~~Procedures.

~~Gruber~~Disclosure &Controls ~~Company, LLC’s report on the financial statements of Solar Acquisition Corp for the years ended December 31, 2008~~ and 2009 did not contain an adverse opinion or disclaimer of opinion, nor was it qualified or modified as to uncertainty, audit scope, or accounting principles, except that their reports for each of the years ended December 31, 2009and 2008 included an explanatory paragraph stating that the company was a development-stage company and had not yet begun operations nor raised any monies to fund such operations. These factors raised substantial doubt as to the company's ability to continue as a going concern.Procedures

~~The~~ Our ~~resignation~~President being the sole member of ~~Gruber~~our &management, ~~Company~~in his capacity as our Chief Executive Officer and Chief Financial Officer, ~~LLC~~conducted an evaluation of the effectiveness of our disclosure controls and procedures as of the ~~decision~~end of the period covered by this Annual Report (December 31, 2010), as is defined in Rule 13a-15(e) promulgated under the Securities Exchange Act of 1934, as amended. Our disclosure controls and procedures are intended to ~~retain~~ensure PMthat ~~was~~the ~~unanimously~~information ~~approved~~we byare ~~Solar~~required ~~Acquisition’s~~to ~~board~~disclose in the reports that we file or submit under the Securities Exchange Act of ~~directors~~1934 is (i) recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission's rules and forms and (ii) accumulated and communicated to our management, including the Chief Executive Officer and Chief Financial Officer, as the principal executive and financial officers, respectively, to allow timely decisions regarding required disclosures.

~~From~~Based ~~the~~on ~~date~~that ~~of the last audited financial statements through the date of resignation Solar Acquisition Corp had no disagreements~~evaluation, ~~whether~~our orPresident ~~not~~concluded ~~resolved~~that, ~~with~~as ~~Gruber & Company, LLC on any matter~~ of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which, if not resolved to Gruber & Company’s satisfaction, would have caused Gruber & Company, LLC to make reference to the ~~subject~~end ~~matter~~ of the ~~disagreement~~period incovered ~~connection~~by ~~with~~this ~~its~~Annual ~~report.~~Report, ~~There~~our ~~were~~disclosure nocontrols ~~events~~and ~~otherwise~~procedures ~~reportable~~were ~~under Item 304(a)(1)(iv) of Regulation S-B~~effective.

~~During~~Our ~~the~~management ~~two~~has ~~most~~concluded ~~recent~~that ~~fiscal~~the ~~years~~financial ofstatements ~~Solar~~included ~~Acquisition~~in ~~Corp,~~this ~~Solar~~Form ~~Acquisition~~10-K ~~Corp~~present ~~did~~fairly, ~~not~~in ~~consult~~all PMmaterial ~~regarding~~respects ~~the~~our ~~application~~financial ofposition, ~~accounting~~results ~~principles~~of tooperations aand ~~specific~~cash ~~completed~~flows orfor ~~contemplated transaction, or~~ the ~~type~~periods ofpresented ~~audit~~in ~~opinion~~conformity ~~that~~with ~~might~~generally beaccepted ~~rendered~~accounting ~~on Solar Acquisition Corp’s financial statements~~principles.

~~Solar~~It ~~Acquisition~~should ~~Corp~~be ~~provided~~noted ~~Gruber~~that &any ~~Company~~system of controls, ~~LLC~~however ~~with~~well adesigned ~~copy~~and ofoperated, ~~this~~can ~~report.~~provide ~~Attached~~only asreasonable, ~~Exhibit~~and ~~16.1~~not isabsolute, aassurance ~~copy~~that the objectives of athe ~~letter~~system ~~from~~will ~~Gruber~~be &met. ~~Company~~In addition, ~~LLC~~the ~~agreeing~~design ~~with~~of ~~the~~any ~~statements~~control ~~made~~system is based in ~~this~~part ~~report~~upon certain assumptions about the likelihood of future events.

~~Here~~Management’s ~~are~~Annual ~~the~~Report ~~changes~~on toInternal ~~the~~Control ~~audit~~Over ~~fee~~Financial ~~section:~~Reporting

9Our management is responsible for establishing and maintaining adequate internal control over financial reporting, as defined in Exchange Act Rule 13a-15(f). Our internal control over financial reporting is designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of consolidated financial statements for external purposes in accordance with generally accepted accounting principles.

~~ITEM~~Our 8APresident conducted an evaluation of the effectiveness of our internal control over financial reporting based on the framework established by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) as set forth in Internal Control - Integrated Framework. ~~CONTROLS~~ ~~AND~~Based ~~PROCEDURES~~on our evaluation under the framework in Internal Control - Integrated Framework, our management concluded that our internal control over financial reporting was effective as of December 31, 2011.

~~Reference~~This isannual ~~made~~report does not include an audit or attestation report of our registered public accounting firm regarding our internal control over financial reporting. Our management’s report was not subject to audit or attestation by our registered public accounting firm pursuant to temporary rules of the ~~disclosures~~SEC ~~below~~that ~~under~~permit ~~Item~~us ~~8A(T)~~to ~~Controls~~provide ~~and~~only ~~Procedures~~management’s report in this annual report.

~~Item~~ecause ~~8A(T)~~of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. ~~Controls~~ It should be noted that any system of controls, however well designed and ~~Procedures~~operated, can provide only reasonable, and not absolute, assurance that the objectives of the system will be met. In addition, the design of any control system is based in part upon certain assumptions about the likelihood of future events. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

~~Disclosure~~Evaluation ~~Controls~~of ~~and~~Changes ~~Procedures~~in Internal Control over Financial Reporting

Our President ~~being~~also ~~the sole member of our management, in his capacity as our Chief Executive Officer and Chief Financial Officer,~~ conducted an evaluation of ~~the~~our ~~effectiveness~~internal ofcontrol ~~our~~over ~~disclosure~~financial ~~controls~~reporting ~~and~~to ~~procedures~~determine aswhether ofany ~~the~~change ~~end~~occurred ofduring the ~~period~~fourth ~~covered~~quarter byof ~~this~~2011 ~~Annual~~that ~~Report~~has ~~(December~~materially 31affected, ~~2010),~~or as is ~~defined~~reasonably inlikely ~~Rule~~to ~~13a-15(e)~~materially ~~promulgated~~affect, ~~under~~our ~~the~~internal ~~Securities~~control ~~Exchange~~over ~~Act~~financial ~~of 1934, as amended~~reporting. ~~Our~~Based ~~disclosure~~on ~~controls and procedures are intended to ensure~~ that ~~the~~evaluation, ~~information~~our wemanagement ~~are~~concluded ~~required to disclose in the reports~~ that wethere ~~file~~were orno ~~submit~~changes. As ~~under~~of the ~~Securities~~end ~~Exchange Act~~ of ~~1934 is (i) recorded, processed, summarized and reported within~~ the ~~time~~period ~~periods~~covered ~~specified~~by inthis ~~the~~Annual Securities and Exchange Commission's rules and forms and (ii) accumulated and communicated to our management, including the Chief Executive Officer and Chief Financial Officer, as the principal executive and financial officers, respectively, to allow timely decisions regarding required disclosures.

~~Based on that evaluation~~Report, ~~our~~no ~~President~~deficiencies ~~concluded~~were ~~that,~~identified asin ofour ~~the~~internal ~~end~~controls ofover ~~the~~financial ~~period~~reporting ~~covered~~which byconstitute ~~this~~a ~~Annual~~“material ~~Report, our disclosure controls and procedures were effective~~weakness.”

~~Our~~We ~~management~~believe ~~has concluded~~ that ~~the~~our ~~financial~~failure ~~statements~~to ~~included~~include in this ~~Form~~report ~~10-K~~on ~~present~~internal ~~fairly,~~controls inhas ~~all~~not ~~material~~negatively ~~respects~~impacted ~~our~~the ~~financial~~effectiveness ~~position,~~of ~~results~~ of ~~operations~~our ~~and~~disclosure ~~cash~~controls ~~flows~~and ~~for~~procedures ~~the~~as ~~periods~~of ~~presented~~December in31, ~~conformity with generally accepted accounting principles~~2011.

ItWe ~~should~~acknowledge ~~be noted~~ that ~~any~~the ~~system~~failure ofto ~~controls,~~perform ~~however~~management’s ~~well~~assessment ~~designed~~adversely ~~and~~affects ~~operated,~~the ~~can~~company’s ~~provide only reasonable,~~ and ~~not~~its ~~absolute,~~shareholders ~~assurance~~ability ~~that~~to ~~the~~avail ~~objectives~~themselves of ~~the~~rules ~~system~~and ~~will~~forms bethat ~~met.~~are Inpredicated ~~addition,~~on the ~~design~~current ofor ~~any~~timely ~~control~~filing ~~system is based in part upon certain assumptions about the likelihood~~ of ~~future~~Exchange ~~events.~~Act reports

~~Management’s~~PART ~~Annual~~III ~~Report on Internal Control Over Financial Reporting~~

~~Our~~ITEM ~~management~~9. isDIRECTORS, ~~responsible~~EXECUTIVE ~~for establishing and maintaining adequate internal control over financial reporting~~OFFICERS, asPROMOTERS ~~defined~~AND inCONTROL ~~Exchange~~PERSONS; ~~Act~~COMPLIANCE ~~Rule~~WITH ~~13a-15~~SECTION 16(fa). ~~Our~~OF ~~internal~~THE ~~control~~EXCHANGE over financial reporting is designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of consolidated financial statements for external purposes in accordance with generally accepted accounting principlesACT.

~~Our~~DIRECTORS ~~President~~AND ~~conducted~~EXECUTIVE anOFFICERS evaluation of the effectiveness of our internal control over financial reporting based on the framework established by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) as set forth in Internal Control - Integrated Framework. Based on our evaluation under the framework in Internal Control - Integrated Framework, our management concluded that our internal control over financial reporting was effective as of December 31, 2010.

~~This annual report does not include an audit or attestation report of our registered public accounting firm regarding our internal control over financial reporting.~~ Our ~~management’s~~executive ~~report~~officers ~~was~~and ~~not~~directors ~~subject~~are: ~~to audit or attestation by our registered public accounting firm pursuant to temporary rules of the SEC that permit us to provide only management’s report in this annual report.~~

ecause of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. It should be noted that any system of controls, however well designed and operated, can provide only reasonable, and not absolute, assurance that the objectives of the system will be met. In addition, the design of any control system is based in part upon certain assumptions about the likelihood of future events. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.Name

10Age

~~Evaluation of Changes in Internal Control over Financial Reporting~~Position

~~Our~~Peter President also conducted an evaluation of our internal control over financial reporting to determine whether any change occurred during the fourth quarter of 2010 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting. Based on that evaluation, our management concluded that there were no changes. As of the end of the period covered by this Annual Report, no deficiencies were identified in our internal controls over financial reporting which constitute a “material weakness.”Klamka

~~We believe that our failure to include this report on internal controls has not negatively impacted the effectiveness of of our disclosure controls and procedures as of December 31, 2010.~~43

WeChairman ~~acknowledge that the failure to perform management’s assessment adversely affects the company’s and its shareholders ability to avail themselves~~ of ~~rules and forms that are predicated on~~ the ~~current~~Board, orCEO, ~~timely filing of Exchange Act reports~~President

~~PART~~Treasurer ~~III~~and Secretary.

~~ITEM~~The 9.business ~~DIRECTORS~~experience, ~~EXECUTIVE~~principal ~~OFFICERS~~occupations and employment, ~~PROMOTERS~~as ~~AND~~well ~~CONTROL~~as ~~PERSONS;~~the ~~COMPLIANCE~~periods ~~WITH~~of ~~SECTION~~service, ~~16(a)~~of OFour ~~THE~~sole ~~EXCHANGE~~director ~~ACT~~and executive officer.

~~DIRECTORS~~The ~~AND~~business ~~EXECUTIVE~~experience, ~~OFFICERS~~principal occupations and employment, as well as the periods of service, of our sole director and executive officer during the last five years are set forth below.

11Peter Klamka has been our Chairman of the Board and Chief Executive Officer since our inception. Mr. Klamka has been active in developing, funding, and operating various start up companies over the past twenty years. He is the former Chairman and CEO of GiraSolar Inc., a Solar energy company based in Europe that trades on the Pink Sheets. Mr. Klamka is also the CEO of Cephas Holdings Inc., a reporting company, that develops and markets mobile phone applications. He is also a principal officer in several other ventures including WTTJ Corp.

~~Our~~EMPLOYMENT ~~executive~~AND ~~officers~~CONSULTING ~~and~~AGREEMENTS ~~directors are:~~

Name		Age		Position
Peter Klamka		41		Chairman of the Board, CEO, President Treasurer and Secretary.

We have no employment or other written agreement with Peter Klamka, our President and Chief Executive Officer. Mr. Klamka. The Company believes that Mr. Klamka will continue to waive any salary for the foreseeable future, although no assurance thereof can be given.

~~The~~Mr. ~~business~~Klamka ~~experience,~~is ~~principal~~involved ~~occupations~~in ~~and~~other ~~employment~~business ventures, asincluding ~~well as~~ the ~~periods~~ownership ofand ~~service,~~management ofother ~~our~~private ~~sole director~~ and ~~executive~~public ~~officer~~businesses.

~~The~~We ~~business~~have ~~experience,~~no ~~principal occupations and~~ employment, asor ~~well~~other aswritten ~~the~~agreement ~~periods~~with ofMr. ~~service, of our sole director and executive officer during the last five years are set forth below~~Klamka.

~~Peter~~SECURITY ~~Klamka~~OWNERSHIP ~~has~~OF ~~been~~CERTAIN ~~our~~BENEFICIAL ~~Chairman~~OWNERS ofAND the Board and Chief Executive Officer since our inception. Mr. Klamka has been active in developing, funding, and operating various start up companies over the past twenty years. He is the former Chairman and CEO of GiraSolar Inc., a Solar energy company based in Europe that trades on the Pink Sheets. Mr. Klamka is also the CEO of Cephas Holdings Inc., a reporting company, that develops and markets mobile phone applications. He is also a principal officer in several other ventures including WTTJ Corp.MANAGEMENT

~~EMPLOYMENT~~ The ~~AND~~following ~~CONSULTING~~table ~~AGREEMENTS~~sets forth information as of the date of this report, relating to the beneficial ownership of our common stock by those persons known to us to beneficially own more than 5% of our capital stock, by our director and executive officer, and by all of our directors and executive officers as a group.


Name of Beneficial Owner(1)	Number Of Shares	Percent Ownership
Barton PK, LLC (2) Richard Mays Condor Financial Management, S.A. (3) Ecorum Limited (4) liveIR (5) Susan Radke Algol (6) Ajoy Garapati Joe Eberhard HW Funds Group, LLC (7) Dynamic Development (8)	1,000,000 1,000,000 1,000,000 1,000,000 1,000,000 1,000,000 1,000,000 1,000,000 1,000,000 500,000 500,000	8.6% 8.6% 8.6% 8.6% 8.6% 8.6% 8.6% 8.6% 8.6% 4.3% 4.3%
All Directors, Officers and Principal Stockholders as a Group	1,0000000	86.6%

Mr. Klamka is involved in other business ventures, including the ownership and management other private and public businesses.


1.)	The address of each shareholder is care of Solar Acquisition Corp at 215 Dino Drive, Ann Arbor, MI 48103 unless otherwise stated.
2.)	Peter Klamka, sole director and officer of Solar Acquisition Corp., is a beneficial owner in Barton PK, LLC.
3.)	Joe Eberhard is the Director and the address is P.O. Box 9112 CH-8036 Zurich Switzerland
4.)	Joe Eberhard is the Director and the address is P.O. Box 9112 CH-8036 Zurich Switzerland
5.)	Brandon Wynn is the President and the address is 1919 Van Buren St. #611A, Hollywood, FL 33020
6.)	Carol Wynn Eldred is the President and the address is 2212 South Cypress Bend Drive #201, Pompano Beach, FL 33069
7.)	Joe Logan is the Managing Director and the address is 708 Third Avenue, 11th Floor, New York, NY 10017
8.)	Avi Shapiro is the President and the address is YUNITSMAN 2/523, TEL AVIV YAFO 69360, ISRAEL

WeCODE ~~have~~OF noETHICS ~~employment or other written agreement with Mr. Klamka.~~

~~SECURITY~~We ~~OWNERSHIP~~have OFnot ~~CERTAIN~~yet ~~BENEFICIAL~~adopted ~~OWNERS~~a ~~AND~~code ~~MANAGEMENT~~of ethics that applies to our principal executive officers, principal financial officer, principal accounting officer or controller, or persons performing similar functions, since we have been focusing our efforts on obtaining financing for the company. We expect to adopt a code by the end of the current fiscal year.

~~The~~SECTION ~~following~~16(a) ~~table~~BENEFICIAL ~~sets~~OWNERSHIP ~~forth~~REPORTING ~~information~~COMPLIANCE as of the date of this report, relating to the beneficial ownership of our common stock by those persons known to us to beneficially own more than 5% of our capital stock, by our director and executive officer, and by all of our directors and executive officers as a group.

Name of Beneficial Owner(1)	Number Of Shares	Percent Ownership
Barton PK, LLC (2)	1,000,000	8.6%
Richard Mays	1,000,000	8.6%
Condor Financial Management, S.A. (3)	1,000,000	8.6%
Ecorum Limited (4)	1,000,000	8.6%
liveIR (5)	1,000,000	8.6%
Susan Radke	1,000,000	8.6%
Algol (6)	1,000,000	8.6%
Ajoy Garapati	1,000,000	8.6%
Joe Eberhard	1,000,000	8.6%
HW Funds Group, LLC (7)	500,000	4.3%
Dynamic Development (8)	500,000	4.3%
All Directors, Officers and Principal Stockholders as a Group	1,0000000	86.6%

Section 16(a) of the Securities Exchange Act of 1934 requires our officers, directors, and persons who beneficially own more than 10% of our common stock to file reports of securities ownership and changes in such ownership with the Securities and Exchange Commission ("SEC"). Officers, directors and greater than 10% beneficial owners are also required by rules promulgated by the SEC to furnish us with copies of all Section 16(a) forms they file.

12Based solely upon a review of the copies of such forms furnished to us, or written representations that no Form 5 filings were required, we believe that during the fiscal period ended December 31, 2006, there was compliance with all Section 16(a) filing requirements applicable to our officers, directors and greater than 10% beneficial owners.

1.)	The address of each shareholder is care of Solar Acquisition Corp at 215 Dino Drive, Ann Arbor, MI 48103 unless otherwise stated.
2.)	Peter Klamka, sole director and officer of Solar Acquisition Corp., is a beneficial owner in Barton PK, LLC.
3.)	Joe Eberhard is the Director and the address is P.O. Box 9112 CH-8036 Zurich Switzerland
4.)	Joe Eberhard is the Director and the address is P.O. Box 9112 CH-8036 Zurich Switzerland
5.)	Brandon Wynn is the President and the address is 1919 Van Buren St. #611A, Hollywood, FL 33020
6.)	Carol Wynn Eldred is the President and the address is 2212 South Cypress Bend Drive #201, Pompano Beach, FL 33069
7.)	Joe Logan is the Managing Director and the address is 708 Third Avenue, 11th Floor, New York, NY 10017
8.)	Avi Shapiro is the President and the address is YUNITSMAN 2/523, TEL AVIV YAFO 69360, ISRAEL

ITEM 10. EXECUTIVE COMPENSATION.

~~CODE OF ETHICS~~None

WeCOMPENSATION ~~have~~OF ~~not~~DIRECTORS yet adopted a code of ethics that applies to our principal executive officers, principal financial officer, principal accounting officer or controller, or persons performing similar functions, since we have been focusing our efforts on obtaining financing for the company. We expect to adopt a code by the end of the current fiscal year.

~~SECTION~~Directors ~~16(a)~~do ~~BENEFICIAL~~not ~~OWNERSHIP~~receive ~~REPORTING~~compensation ~~COMPLIANCE~~but are reimbursed for their expenses for each meeting of the board that they attend.

~~Section~~STOCK ~~16(a)~~OPTION ofPLANS the Securities Exchange Act of 1934 requires our officers, directors, and persons who beneficially own more than 10% of our common stock to file reports of securities ownership and changes in such ownership with the Securities and Exchange Commission ("SEC"). Officers, directors and greater than 10% beneficial owners are also required by rules promulgated by the SEC to furnish us with copies of all Section 16(a) forms they file.

Based solely upon a review of the copies of such forms furnished to us, or written representations that no Form 5 filings were required, we believe that during the fiscal period ended December 31, 2006, there was compliance with all Section 16(a) filing requirements applicable to our officers, directors and greater than 10% beneficial owners.None

13ITEM 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT.

~~ITEM 10. EXECUTIVE COMPENSATION.~~None

~~None~~EQUITY COMPENSATION PLANS

~~COMPENSATION OF DIRECTORS~~None

~~STOCK OPTION PLANS~~NONE.

~~None~~ITEM 13. EXHIBITS AND REPORTS ON FORM 8-K.

~~ITEM~~(a) ~~11.~~Exhibits ~~SECURITY~~to ~~OWNERSHIP~~this OFForm ~~CERTAIN~~10-K: ~~BENEFICIAL OWNERS AND MANAGEMENT.~~

~~None~~3.1

~~EQUITY~~Articles ~~COMPENSATION~~of ~~PLANS~~incorporation dated June 3, 2006(1)

~~None~~3.2

~~ITEM 12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.~~By-Laws(1)

~~NONE~~31.1

~~ITEM 13. EXHIBITS AND REPORTS ON FORM 8-K.~~Certification

~~(a) Exhibits to this Form 10-K:~~32.1

3.1		Articles of incorporation dated June 3, 2006(1)
3.2		By-Laws(1)
31.1		Certification
32.1		Certification

Certification

(1) Incorporated by reference from the Company’s Form 10SB filed September 2006.

ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES.

AUDIT FEES

For the audited fiscal period ended December 31, 2009, Gruber & Company LLC, our prior accountants billed approximately $4,500 for the audit of our annual financial statements and Form 10-K and review of financial statements included in our Form 10-Q filings for the periods March 31, 2009, June 30, 2009 and September 30, 2009. Reviews for the 2010 quarterly financial statements on Form 10Q were performed by our prior audit firm, Gruber and Company, which we were bulled approximately $2,250. We have been billed $2,400 for our audit of the annual filing on Form 10-K, for the year ended December 31, ~~2010~~2011 by our current audit firm, Peter Messineo, CPA.

14AUDIT-RELATED FEES

~~AUDIT-RELATED~~There ~~FEES~~were no fees billed for services reasonably related to the performance of the audit or review of our financial statements outside of those fees disclosed above under "Audit Fees".

~~There~~TAX ~~were~~FEES ~~no fees billed for services reasonably related to the performance of the audit or review of our financial statements outside of those fees disclosed above under "Audit Fees".~~

~~TAX~~There ~~FEES~~were no fees billed during this fiscal period for tax compliance, tax advice, and tax planning services.

~~There~~ALL ~~were~~OTHER noFEES ~~fees billed during this fiscal period for tax compliance, tax advice, and tax planning services.~~

~~ALL~~There ~~OTHER~~were ~~FEES~~no fees billed for services by our principal accountant, other than those disclosed above.

~~There~~PRE-APPROVAL ~~were~~POLICIES noAND ~~fees~~PROCEDURES ~~billed for services by our principal accountant, other than those disclosed above.~~

~~PRE-APPROVAL~~Prior ~~POLICIES~~to ~~AND~~engaging ~~PROCEDURES~~our accountants to perform a particular service, our board of directors obtains an estimate for the service to be performed.

~~Prior~~SIGNATURES ~~to engaging our accountants to perform a particular service, our board of directors obtains an estimate for the service to be performed.~~

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

~~SIGNATURES~~Solar ACQUISITION CORP.

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

	Solar ACQUISITION CORP.
Dated: April 15, 2011	By:	s/s Peter Klamka
		Peter Klamka
		President

April 16, 2012

Ins/s ~~accordance~~Peter ~~with the Exchange Act, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.~~Klamka

SIGNATURE	TITLE	DATE
/s/ Peter Klamka	Chairman, President, Secretary and Chief Executive Officer (Principal Executive and Accounting Officer)	April 15, 2011
Peter Klamka

Peter Klamka, President

16In accordance with the Exchange Act, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

~~Peter Messineo Certified Public Accountant 1982 Otter Way Palm Harbor FL 34685 peter@pm-cpa.com T 727.421.6268 F 727.674.0511~~SIGNATURE

~~REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM~~TITLE

~~To the Board of Directors and~~DATE

~~Stockholders of Solar Acquisition Corp.~~ ----------------

I have audited the balance sheets of Solar Acquisition Corp. as of December 31, 2010 and 2009 and the related statement of operations, changes in stockholder’s equity, and cash flows for the years then ended and for the period June 3, 2006 (date of inception) through December 31, 2010. These financial statements were the responsibility of the Company’s management. My responsibility was to express an opinion on these financial statements based on my audits.---------

I conducted my audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that I plan and perform the audits to obtain reasonable assurance about whether the financial statements were free of material misstatement. The Company was not required to have, nor was I engaged to perform, an audit of its internal control over financial reporting. My audit included consideration of internal control over financial reporting as a basis for designing audit procedures that were appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, I express no such opinion. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. I believe that my audit provide a reasonable basis for my opinion.---------

~~In my opinion~~Chairman, ~~the financial statements~~President, referred to above, present fairly, in all material respects, the financial position of Solar Acquisition Corp. as of December 31, 2010 and 2009, and the results of its operations and its cash flows for the years then ended and for the period June 3, 2006 (date of inception) through December 31, 2010, in conformity with accounting principles generally accepted in the United States of America.

~~The~~Secretary accompanying financial statements have been prepared assuming the Company will continue as a going concern. As discussed in Note 2 to the financial statements, the Company has no revenues from operation, has not emerged from the development stage, and is requiring traditional financing or equity funding to commence its operating plan. These conditions raise substantial doubt about the Company’s ability to continue as a going concern. Further information and management’s plans in regard to this uncertainty were also described in Note 2. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

~~/s/~~Chief ~~Peter~~Executive ~~Messineo, CPA~~Officer

/s/ Peter ~~Messineo, CPA~~Klamka

~~Palm~~(Principal ~~Harbor, Florida~~Executive

~~April 14, 2011~~----------------------------

17and Accounting Officer)

~~SOLAR~~April ~~ACQUISITION~~16, ~~CORP.~~2012

~~BALANCE~~Peter ~~SHEETS~~Klamka

	December 31,			December 31,
	2010			2009
ASSETS
CURRENT
Cash	$	1		$	90,935
Due from related party		3,210			3,210
TOTAL ASSETS	$	3,211		$	94,145
LIABILITIES AND SHAREHOLDER EQUITY
CURRENT
Accounts payable	$	-		$	-
Note payable		7,850			7,850
TOTAL LIABILITIES		7,850			7,850
STOCKHOLDER EQUITY
Common stock, authorized, 100,000,000 shares, par value $.001
- issued and outstanding, 11,533,333(December 31, 2009 - 11,533,333)		11,533			11,533
Preference shares, authorized, 1,000,0000
- issued and outstanding - nil (December 31, 2009 - nil)		-			-
Additional paid in capital		1,431,067			1,431,067
Deficit accumulated during development stage		(1,447,239	)		(1,356,305	)
Total Stockholder Equity(Deficit)		(4,639	)		86,295
TOTAL LIABILITIES AND STOCKHOLDER EQUITY	$	3,211		$	94,145

SOLAR ACQUISITION CORP.

18A Development Stage Company

~~STATEMENT~~FINANCIAL ~~OF OPERATIONS~~STATEMENTS

							June 3, 2006
	YEAR ENDED						(Inception)
	DECEMBER 31,						To December 31,
	2010			2009				2010
REVENUE	$	-		$	-		$	-
OPERATING EXPENSES
Professional fees		2,500			3,750			17,750
Consulting fees		67,530			263,220			1,320,749
General and administrative		20,904			87,411			108,740
Total Operating Expenses		90,934			354,381			1,447,239
NET INCOME(LOSS)	$	(90,934	)	$	(354,381	)	$	(1,447,239	)
WEIGHTED AVERAGE NUMBER OF		11,533,333			10,662,666
SHARES OUTSTANDING
BASIC AND DILUTED LOSS PER SHARE	$	(0.01	)	$	(0.03	)

As of December 31, 2011 and 2010 and the Years the Ended

19Contents

~~STATEMENT~~Financial OFStatements: ~~CASH~~Report ~~FLOWS~~of Independent Registered Public Accounting Firm Balance Sheets Statements of Operations Statements of Changes in Stockholders’ Equity Statements of Cash Flows Notes to Financial Statements

							June 3, 2006
	YEAR ENDED						(Inception)
	DECEMBER 31,						To December 31,
	2010			2009				2010
CASH FLOWS FROM OPERATING ACTIVITIES
Net income(loss)	$	(90,934	)	$	(354,381	)	$	(1,447,239	)
Changes in assets and liabilities
Stock issued for services		-			-			990,000
Increase(decrease) in accounts payable		-			(6,000	)		-
Cash Used In Operating Activites		(90,934	)		(360,381	)		(457,239	)
CASH FLOWS FROM FINANCING ACTIVITIES
Issuance of common stock		-			452,500			452,600
Advances to related party		-			(3,210	)		(3,210	)
Increase in note payable		-			2,000			7,850
Cash Provided By Financing Activities		-			451,290			457,240
NET CHANGE IN CASH		(90,934	)		90,909			1
CASH AND CASH EQUIVALENTS - Opening		90,935			26			-
CASH AND CASH EQUIVALENTS - December 31	$	1		$	90,935		$	1
SUPPLEMENTARY INFORMATION
Interest paid	$	-		$	-		$	-
Income taxes paid	$	-		$	-		$	-

Peter Messineo

Certified Public Accountant

1982 Otter Way Palm Harbor FL 34685

peter@pm-cpa.com

T 727.421.6268 F 727.674.0511

20REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

~~SOLAR~~To ~~ACQUISITION~~the ~~CORP.~~Board of Directors and

~~FROM~~Stockholders ~~INCEPTION(JUNE~~of 3,Solar ~~2006)~~Acquisition ~~TO DECEMBER 31, 2010~~Corp.

					ADDITIONAL		ACCUM-
	COMMON STOCK				PAID IN		ULATED
	SHARES		AMOUNT		CAPITAL		DEFICIT			TOTALS
Balance - June 3, 2006		-	$	-	$	-	$	-		$	-
Common stock issued		100,000		100		-		-			100
Net loss		-		-		-		(9,350	)		(9,350	)
Balance - December 31, 2006		100,000		100		-		(9,350	)		(9,250	)
Net income(loss) - December 31, 2007		-		-		-		-			-
Balance - December 31, 2007		100,000		100		-		(9,350	)		(9,250	)
Issuance of stock for services		9,900,000		9,900		980,100		-			990,000
Net income(loss) - December 31, 2008		-		-		-		(992,574	)		(992,574	)
Balance - December 31, 2008		10,000,000		10,000		980,100		(1,001,924	)		(11,824	)
Issuance of stock for cash		1,533,333		1,533		450,967		-			452,500
Net income(loss) - December 31, 2009		-		-		-		(354,381	)		(354,381	)
Balance - December 31, 2009		11,533,333		11,533		1,431,067		(1,356,305	)		86,295
Net income(loss) - December 31, 2010		-		-		-		(90,934	)		(90,934	)
Balance - December 31, 2010		11,533,333	$	11,533	$	1,431,067	$	(1,447,239	)	$	(4,639	)

I have audited the balance sheets of Solar Acquisition Corp. as of December 31, 2011 and 2010 and the related statements of operations, changes in stockholders’ equity, and cash flows for the years then ended and for the period June 3, 2006 (date of inception) through December 31, 2011. These financial statements are the responsibility of the Company’s management. My responsibility is to express an opinion on these financial statements based on my audits.

21I conducted my audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that I plan and perform the audits to obtain reasonable assurance about whether the financial statements were free of material misstatement. The Company was not required to have, nor was I engaged to perform, an audit of its internal control over financial reporting. My audit included consideration of internal control over financial reporting as a basis for designing audit procedures that were appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, I express no such opinion. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. I believe that my audits provide a reasonable basis for my opinion.

~~SOLAR~~In ~~ACQUISITION~~my ~~CORP~~opinion, the financial statements, referred to above, present fairly, in all material respects, the financial position of Solar Acquisition Corp. as of December 31, 2011 and 2010, and the results of its operations and its cash flows for the years then ended and for the period June 3, 2006 (date of inception) through December 31, 2011, in conformity with accounting principles generally accepted in the United States of America.

AThe ~~Development~~accompanying ~~Stage~~financial statements have been prepared assuming the Company will continue as a going concern. As discussed in Note 2 to the financial statements, the Company has no revenues from operation, has not emerged from the development stage, has a history of recurring losses resulting in accumulated deficit and has negative working capital and is requiring traditional financing or equity funding to develop its operating plan. These conditions raise substantial doubt about the Company’s ability to continue as a going concern. Further information and management’s plans in regard to this uncertainty were also described in Note 2. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

~~NOTES~~/s/ TOPeter ~~FINANCIAL~~Messineo, ~~STATEMENTS~~CPA

~~For~~Peter ~~the Years Ended December 31~~Messineo, ~~2010 and 2009~~CPA

~~NOTE~~Palm 1Harbor, ~~- ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:~~Florida

~~(a)~~April ~~Organization~~13, ~~and Business:~~2012

SOLAR ACQUISITION CORP. (the “Company”) was incorporated in the State of Florida on June 3, 2006 for the purpose of raising capital that is intended to be used in connection with its business plans which may include a possible merger, acquisition or other business combination with an operating business.


SOLAR ACQUISITION CORP.
(A DEVELOPMENT STAGE COMPANY)
BALANCE SHEETS

	December 31,	December 31,
	2011	2010

ASSETS

CURRENT
Cash	$ 1	$ 1
Due from related party	-	3,210

Total Current Assets	1	3,211

Property and equipment, net of accumulated depreciation of $916 and $0, respectively	3,662


Intangible assets, net of accumulated amortization of $ 606,117 and $0 respectively	6,060,883	-


TOTAL ASSETS	$ 6,064,546	$ 3,211

LIABILITIES AND SHAREHOLDER EQUITY

CURRENT
Accounts payable	$ 5,754	$ -
Accrued interest payable	440,753	-
Due to shareholder	4,640	7,850
Derivative liability	900,100	-

Total Current Liabilities	1,351,247	7,850

Promissory note payable	3,300,000	-

	4,651,247	7,850

STOCKHOLDER EQUITY

Common stock, authorized, 100,000,000 shares, par value $.001
- issued and outstanding, 22,503,501(December 31, 2010 - 11,533,333)	22,504	11,533

Preference shares, authorized, 1,000,0000
- issued and outstanding - nil (December 31, 2010 - nil)	-	-

Preference shares issuable - 1,000,000	1,000	-

Additional paid in capital	565,253,036	1,431,067

The Company is currently in the development stage. All activities of the Company to date relate to its organization, initial funding and share issuances.



Deficit accumulated during development stage	(563,863,241)	(1,447,239)

Total Stockholder Equity(Deficit)	1,413,299	(4,639)

TOTAL LIABILITIES AND STOCKHOLDER EQUITY	$ 6,064,546	$ 3,211

The ~~year~~accompanying ~~end~~notes ofare ~~the~~an ~~Company~~integral ispart ~~December~~of 31these financial statements.

(b) Basis of Presentation


SOLAR ACQUISITION CORP.
(A DEVELOPMENT STAGE COMPANY)
STATEMENT OF OPERATIONS
UNAUDITED

			June 3, 2006
	For the Year Ended		(Inception)
	December 31,		To December
	2011	2010	30, 2011

REVENUE	$ -	$ -	$ -

OPERATING EXPENSES
Stock based compensation	10,053,335	-	10,053,335
Professional fees	5,650	2,500	23,400
Consulting fees	-	67,530	1,320,749
General and administrative	104	20,904	108,844
Depreciation and amortization	607,033	-	607,033
Impairment of assets	550,409,027	-	550,409,027

Total Operating Expenses	561,075,149	90,934	562,522,388

Income(Loss) Before the Undernoted	(561,075,149)	(90,934)	(562,522,388)

Interest expense	(173,250)	-	(173,250)
Change in derivative liability	(900,100)	-	(900,100)

Net Loss	$ (562,148,499)	$ (90,934)	$ (563,595,738)

WEIGHTED AVERAGE NUMBER OF SHARES	21,552,637	11,533,333

BASIC AND DILUTED LOSS PER SHARE	$ (26.08)	$ (0.01)

The ~~preparation~~accompanying ofnotes ~~financial~~are ~~statements~~an inintegral ~~conformity~~part ~~with accounting principles generally accepted in the United States~~ of ~~America~~these ~~requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the~~ financial statements ~~and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.~~

Management further acknowledges that it is solely responsible for adopting sound accounting practices, establishing and maintaining a system of internal accounting control and preventing and detecting fraud. The Company’s system of internal accounting control is designed to assure, among other items, that 1) recorded transactions are valid; 2) valid transactions are recorded; and 3) transactions are recorded in the proper period in a timely manner to produce financial statements which present fairly the financial condition, results of operations and cash flows of the Company for the respective periods being presented.


SOLAR ACQUISITION CORP.
(A DEVELOPMENT STAGE COMPANY)
STATEMENT OF CASH FLOWS
UNAUDITED

			June 3, 2006
	For the Year Ended		(Inception)
	December 31,		To December
	2011	2010	2011

CASH FLOWS FROM OPERATING ACTIVITIES
Net income(loss)	$ (562,148,499)	$ (90,934)	$ (563,863,241)
Changes in assets and liabilities
Depreciation and amortization	607,033		607,033
Stock issued for services	10,053,335	-	11,043,335
Change in derivative liability	900,100		900,100
Impairment of assets	550,409,027		550,409,027
Increase(decrease) in accounts payable	5,754	-	5,754
Increase in accrued interest payable	440,753	-	440,753

Cash Used In Operating Activites	-	(90,934)	(457,239)

CASH FLOWS FROM FINANCING ACTIVITIES
Issuance of common stock		-	452,600
Shares issuable		-
Promissory note payable
Advances to related party		-	4,640
Increase in note payable	-	-

Cash Provided By Financing Activities	-	-	457,240

CASH FLOWS FROM INVESTING ACTIVITIES
Acquisition of assets	-	-	-

Cash Used In Investing activities	-	-	-

NET CHANGE IN CASH	-	(90,934)	1

CASH AND CASH EQUIVALENTS - BEGINNING OF PERIOD	1	90,935	-

CASH AND CASH EQUIVALENTS - June 30	$ 1	$ 1	$ 1

SUPPLEMENTARY INFORMATION
Interest paid	$ -	$ -	$ -
Income taxes paid	$ -	$ -	$ -

The ~~Company~~accompanying ~~has~~notes ~~had~~are noan ~~significant~~integral ~~operations,~~part ~~assets or liabilities since inception and, accordingly, is fully dependent either future sales~~ of securities or upon its current management and/or advances or loans from significant stockholders or corporate officers to provide sufficient working capital to preserve the integrity of the corporate entity. Because of these ~~factors,~~financial ~~our auditors have issued an audit opinion for the Company which includes a statement describing our going concern status~~statements. ~~This means, in our auditor’s opinion, substantial doubt about our ability to continue as a going concern exists at the date of their opinion.~~

~~The Company’s continued existence is dependent upon its ability to generate sufficient~~ Non-cash ~~flows from operations to support its daily operations as well as provide sufficient resources to retire existing liabilities and obligations on a timely basis.~~disclosures:

22During 2011 the Company completed acquisitions of licenses and other intangible property rights in exchange for a promissory note and shares of common and preferred. The shares were valued at fair market value at the date of acquisition. The net assets in the exchange were recorded at their value, based on future discounted cash flows. The assets acquired included identifiable assets in the amount of $4,578 and intangible assets of $6,667,000, net of appropriate valuation considerations. Additionally in the acquisition a promissory note for $3,300,000 was issued to the sellers.

~~The~~SOLAR ~~Company~~ACQUISITION ~~anticipates offering future sales of equity securities~~CORP. However, there is no assurance that the Company will be able to obtain additional funding through the sales of additional equity securities or, that such funding, if available, will be obtained on terms favorable to or affordable by the Company.

(c)A ~~Use~~Development ofStage ~~Estimates:~~Enterprise)

~~The~~NOTES ~~preparation~~TO ofFINANCIAL financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the balance sheet and reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.STATEMENTS

~~(d)~~For ~~Cash~~the ~~and~~Years ~~Cash~~Ended ~~Equivalents:~~December 31, 2011 and 2010

~~For~~NOTE ~~purposes~~1 of- ~~the~~ORGANIZATION ~~statement~~AND ofSUMMARY ~~cash~~OF ~~flows,~~SIGNIFICANT ~~the~~ACCOUNTING ~~Company considers highly liquid financial instruments purchased with a maturity of three months or less to be cash equivalents.~~POLICIES:

(ea) ~~Income~~Organization ~~Taxes~~and Business:

~~The~~SOLAR ~~Company~~ACQUISITION ~~utilizes~~CORP. (the ~~liability~~“Company”) ~~method~~was ofincorporated ~~accounting~~in ~~for income taxes. Under~~ the ~~liability~~State ~~method~~of ~~deferred~~Florida ~~tax assets and liabilities are determined based~~ on ~~the~~June ~~differences~~3, ~~between~~2006 ~~financial~~for ~~reporting basis and~~ the ~~tax~~purpose ~~basis~~ of ~~the~~raising ~~assets~~capital ~~and liabilities and are measured using enacted tax rates and laws~~ that ~~will~~is beintended ~~in effect, when the differences are expected~~ to ~~reverse.~~be Anused ~~allowance~~in ~~against~~connection ~~deferred~~with ~~tax~~its ~~assets~~business isplans ~~recognized,~~which ~~when~~may itinclude isa ~~more~~possible ~~likely than not~~merger, ~~that~~acquisition ~~such~~or ~~tax~~other ~~benefits~~business ~~will~~combination ~~not~~with bean ~~realized~~operating business.

~~Any~~The ~~deferred~~Company ~~tax asset~~ is ~~considered~~currently ~~immaterial~~in ~~and~~the ~~has~~development ~~been~~stage. ~~fully~~All ~~offset~~activities byof ~~a valuation allowance because at this time~~ the Company ~~believes~~to ~~that~~date itrelate isto ~~more~~its ~~likely~~organization, ~~than~~initial ~~not~~funding ~~that~~and ~~the~~share ~~future tax benefit will not be realized as the Company has no current operations~~issuances.

~~(f)~~The ~~Loss~~year ~~per~~end ~~Common~~of ~~Share:~~the Company is December 31.

~~Basic~~(b) ~~loss~~Basis ~~per share is calculated using the weighted-average number~~ of common shares outstanding during each reporting period. Diluted loss per share includes potentially dilutive securities such as outstanding options and warrants, using various methods such as the treasury stock or modified treasury stock method in the determination of dilutive shares outstanding during each reporting period. The Company does not have any potentially dilutive instruments.Presentation

~~(g)~~The ~~Fair~~Company ~~Value~~follows the accrual basis of ~~Financial~~accounting ~~Instruments~~in accordance with accounting principles generally accepted in the United States of America and has adopted a year end of December 31. The financial statements have, in management's opinion, been properly prepared within the framework of the significant accounting policies summarized below:

The ~~carrying~~preparation ~~value~~ of ~~cash~~financial ~~and~~statements ~~cash~~in ~~equivalents,~~conformity ~~advances~~with toaccounting aprinciples ~~related~~generally ~~party~~accepted ~~and~~in ~~accrued~~the ~~expenses~~United ~~approximates~~States ~~fair~~of ~~value~~America ~~due~~requires management to make estimates and assumptions that affect the ~~short~~reported ~~period~~amounts of ~~time~~assets toand ~~maturity.~~liabilities ~~The~~and ~~note~~disclosure ~~payable~~of ~~approximates~~contingent ~~fair~~assets ~~value~~and ~~based~~liabilities onat ~~market~~the ~~rates~~date ~~available~~of tothe financial statements and the ~~Company~~reported ~~for~~amounts ~~financing~~of ~~with~~revenues ~~similar~~and ~~terms~~expenses during the reporting period. Actual results could differ from those estimates.

~~NOTE~~Management further acknowledges that it is solely responsible for adopting sound accounting practices, establishing and maintaining a system of internal accounting control and preventing and detecting fraud. The Company’s system of internal accounting control is designed to assure, among other items, that 1) recorded transactions are valid; 2) –valid ~~GOING~~transactions ~~CONCERN~~are recorded; and 3) transactions are recorded in the proper period in a timely manner to produce financial statements which present fairly the financial condition, results of operations and cash flows of the Company for the respective periods being presented.

The ~~accompanying financial statements have been prepared assuming that the~~ Company ~~will continue as a going concern. For the period ended December 31, 2010 and 2009, the Company~~ has had no significant operations~~. As~~, ofsince ~~December~~inception 31and, ~~2010~~accordingly, ~~the~~is ~~Company~~fully ~~has~~dependent ~~not~~either ~~emerged~~future ~~from~~sales ~~the development stage. In view~~ of ~~these~~securities ~~matters,~~or ~~the Company’s ability to continue as a going concern is dependent~~ upon ~~the~~its ~~Company’s~~current ~~ability~~management ~~to begin operations~~ and/or toadvances ~~achieve~~or aloans ~~level~~from ofsignificant ~~profitability. The~~stockholders ~~Company~~or ~~intends~~corporate onofficers ~~financing~~to ~~its~~provide ~~future~~sufficient ~~development activities and its~~ working capital ~~needs~~to ~~largely~~preserve ~~from~~ the ~~sale~~integrity of ~~public~~the ~~equity~~corporate ~~securities~~entity. Because ~~with~~of ~~some~~these ~~additional funding from other traditional financing sources~~factors, ~~including~~our ~~term~~auditors ~~notes~~have ~~until~~issued ~~such~~an ~~time~~audit ~~that~~opinion ~~funds~~for ~~provided~~the byCompany ~~operations~~which ~~are~~includes ~~sufficient~~a tostatement ~~fund~~describing ~~working~~our ~~capital~~going ~~requirements~~concern status. ~~The~~This ~~financial~~means, ~~statements~~in ofour ~~the~~auditor’s ~~Company~~opinion, dosubstantial ~~not~~doubt ~~include~~about ~~any~~our ~~adjustments~~ability ~~relating~~ to ~~the~~continue ~~recoverability~~as ~~and~~a ~~classification~~going ofconcern ~~recorded~~exists ~~assets,~~at or the ~~amounts~~date ~~and classifications~~ of ~~liabilities~~their ~~that might be necessary should the Company be unable to continue as a going concern~~opinion.

23The Company’s continued existence is dependent upon its ability to generate sufficient cash flows from operations to support its daily operations as well as provide sufficient resources to retire existing liabilities and obligations on a timely basis.

~~NOTE~~The 3Company -anticipates ~~ADVANCES~~offering TOfuture Asales ~~RELATED~~of ~~PARTY~~equity securities. However, there is no assurance that the Company will be able to obtain additional funding through the sales of additional equity securities or, that such funding, if available, will be obtained on terms favorable to or affordable by the Company.

~~Advances~~(c) toUse ~~a related party are unsecured, non-interest bearing and have no fixed terms~~ of ~~repayment.~~Estimates:

~~NOTE~~The 4preparation ~~- NOTE~~of ~~PAYABLE:~~financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the balance sheet and reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

~~Notes~~(d) ~~payable~~Cash ~~from a related party is unsecured, non-interest bearing~~ and ~~has~~Cash ~~no fixed terms of repayment.~~Equivalents:

~~NOTE~~For 5purposes -of ~~CAPITAL~~the ~~STOCK:~~statement of cash flows, the Company considers highly liquid financial instruments purchased with a maturity of three months or less to be cash equivalents.

~~The total number of shares of capital stock which the Company shall have authority to issue is one hundred million~~ (~~100,000,000~~e) ~~common~~Income ~~shares with a par value of $.001, as amended. On June 9, 2006, the company issued 100,000 shares at par value of $.001 for $100.~~Taxes:

~~Holders~~The ofCompany ~~shares~~utilizes the liability method of ~~Common~~accounting ~~stock~~for ~~shall~~income betaxes. ~~entitled~~Under tothe ~~cast~~liability ~~one~~method ~~vote~~deferred ~~for~~tax ~~each~~assets ~~share~~and ~~held~~liabilities atare ~~all~~determined ~~stockholders'~~based ~~meetings~~on ~~for~~the ~~all~~differences ~~purposes,~~between ~~including~~financial reporting basis and the ~~election~~tax basis of ~~directors~~the assets and liabilities and are measured using enacted tax rates and laws that will be in effect, when the differences are expected to reverse. ~~The~~An ~~Common~~allowance ~~Stock~~against ~~does~~deferred tax assets is recognized, when it is more likely than not, ~~have~~that ~~cumulative~~such ~~voting~~tax ~~rights~~benefits will not be realized.

NoAny ~~holder~~deferred oftax ~~shares~~asset ofhas ~~stock~~been offully ~~any~~offset ~~class~~by ~~shall be entitled as~~ a ~~matter~~valuation ofallowance ~~right~~because toat ~~subscribe~~this ~~for~~time orthe ~~purchase~~Company orbelieves ~~receive~~that ~~any~~it ~~part~~is ofmore ~~any~~likely ~~new~~than ornot ~~additional~~that ~~issue~~the offuture ~~shares~~tax ofbenefit ~~stock~~will ofnot ~~any~~be ~~class,~~realized oras ofthe ~~securities~~Company ~~convertible~~has ~~into~~no ~~shares~~current ~~of stock of any class, whether now hereafter authorized or whether issued for money, for consideration other than money, or by way of dividend~~operations.

On(f) ~~May~~Loss ~~15,~~per ~~2008,~~Common the Company increased its authorized share capital to 100,000,000 shares of common stock and 1,000,000 shares of preferred stock having voting rights of 100 shares of common stock for each share of preferred stock.Share:

OnBasic ~~June~~loss 1,per ~~2008,~~share is calculated using the ~~Company~~weighted-average ~~issued~~number anof ~~additional~~common 9shares outstanding during each reporting period. Diluted loss per share includes potentially dilutive securities such as outstanding options and warrants,~~900,000~~ ~~shares~~using ofvarious ~~common~~methods such as the treasury stock ~~for~~or ~~consulting~~modified ~~services~~treasury ~~rendered~~stock ~~having~~method ain ~~value~~the determination of ~~$990~~dilutive shares outstanding during each reporting period. Dilutive instruments include convertible preferred shares which represents an additional100,000,000 common stock, if converted.

~~During~~(g) ~~the~~Fair ~~quarter~~Value ~~ended June 30, 2009, the Company raised a total~~ of ~~$335,200~~Financial ~~through the sale of 1,117,333 of common shares at a price of $0.30 per share.~~Instruments:

~~During~~The ~~the~~Company ~~quarter~~applied ~~ended~~ASC ~~September~~820 ~~30,~~for ~~2009.~~all ~~the~~non-financial ~~Company~~assets ~~raised~~and liabilities measured at fair value on a ~~total~~non-recurring ~~$117~~basis. Fair value estimates are based upon certain market assumptions and pertinent information available to management as of December 31,~~300~~ ~~through~~2011. The respective carrying value of certain on-balance-sheet financial instruments approximated their fair values due to the ~~sale~~short-term nature of ~~416~~these instruments. These financial instruments include accounts payable,~~000~~ ~~common~~accrued ~~shares~~expenses atand aderivative ~~price~~liability. The fair value of ~~$0.30~~the ~~per~~Company’s ~~share~~notes payable is estimated based on current rates that would be available for debt of similar terms which is not significantly different from its stated value.

24(h) Long-Lived Assets:

~~NOTE~~Property 6and equipment is stated at cost. Depreciation is computed by the straight-line ~~RECENT~~method ~~ACCOUNTING~~over ~~PRONOUNCEMENTS:~~estimated useful lives (5 years). Intellectual property assets are stated at their fair value acquisition cost. Amortization of intellectual property assets is calculated by the straight line method over their estimated useful lives (10 years). Historical costs are reviewed and evaluated for their net realizable value of the assets. The carrying amount of all long-lived assets is evaluated periodically to determine if adjustment to the depreciation and amortization period or the unamortized balance is warranted. Based upon its most recent analysis, the Company believes that no impairment of property and equipment existed at December 31, 2011.

~~In January 2010, FASB issued ASU 2010~~Long-2,lived ~~“Accounting~~assets ~~and~~such Reporting for Decreases in Ownership of a Subsidiary- a Scope Clarification”. ASU 2010-2 addresses implementation issues related to the changes in ownership provisions in the Consolidation—Overall Subtopic (Subtopic 810-10) of the FASB ASC, originally issued as ~~SFAS 160~~property, ~~“Noncontrolling~~equipment ~~Interests in Consolidated Financial Statements”. Subtopic 810-10 establishes the accounting~~ and ~~reporting~~identifiable ~~guidance~~intangibles ~~for~~are ~~noncontrolling~~reviewed interests and changes in ownership interests of a subsidiary. An entity is required to deconsolidate a subsidiary when the entity ceases to have a controlling financial interest in the subsidiary. Upon deconsolidation of a subsidiary, an entity recognizes a gain or loss on the transaction and measures any retained investment in the subsidiary at fair value. The gain or loss includes any gain or loss associated with the difference between the fair value of the retained investment in the subsidiary and its carrying amount at the date the subsidiary is deconsolidated. In contrast, an entity is required to account for aimpairment decrease in ownership interest of a subsidiary that does not result in a change of control of the subsidiary as an equity transaction. ASU 2010-2 is effective for the Company starting January 3, 2010. The Company expects the adoption of ASU 2010-2 will not have a material impact on the Company's results of operations or financial position.

Inwhenever ~~January~~facts ~~2010,~~and ~~FASB~~circumstances ~~issued~~indicate ~~ASU~~that ~~2010-6,~~the ~~“Improving~~carrying ~~Disclosures~~value ~~about~~may ~~Fair~~not ~~Measurements"~~be recoverable. When ~~ASU~~required ~~2010-6~~impairment ~~provides~~losses ~~amendments~~on assets to ~~subtopic~~be ~~820-10~~held ~~that~~and ~~require~~used ~~separate~~are ~~disclosure~~recognized based on the fair value of ~~significant~~the ~~transfers~~asset. The infair ~~and~~value ~~out~~is determined based on estimates of ~~Level 1~~future ~~and~~cash ~~Level 2~~flows, ~~fair~~market value ~~measurements~~of ~~and~~similar assets, if available, or independent appraisals, if required. If the ~~presentation~~carrying amount of ~~separate~~the ~~information~~long-lived ~~regarding~~asset ~~purchases,~~is ~~sales~~not recoverable from its undiscounted cash flows, ~~issuances~~an ~~and~~impairment ~~settlements~~loss is recognized for ~~Level 3~~the difference between the carrying amount and fair value ~~measurements~~of the asset. When ~~Additionally~~fair values are not available, ~~ASU~~the ~~2010-6~~Company ~~provides~~estimates ~~amendments~~fair tovalue ~~subtopic~~using ~~820-10~~the ~~that~~expected ~~clarify~~future ~~existing~~cash ~~disclosures~~flows ~~about~~discounted at a rate commensurate with the ~~level~~risk ofassociated ~~disaggregation~~with ~~and~~the ~~inputs~~recovery ~~and~~of ~~valuation~~the ~~techniques~~assets. The ~~ASU~~Company ~~2010-6~~recognized isan ~~effective~~impairment ~~for~~loss ~~financial~~from ~~statements~~acquisition ~~issued~~of ~~for~~intangible ~~interim~~property ~~and~~as ~~annual~~the ~~periods~~difference ~~ending~~in ~~after~~the ~~December 15,~~fair ~~2010.~~value ~~The~~of ~~Company~~the ~~expects~~compensation (shares issued) were believed to be greater than the ~~adoption~~future ofdiscounted ~~ASU~~cash ~~2010-06~~flows ~~will~~that ~~not~~could ~~have~~be adetermined ~~material~~with ~~impact~~reliable onpositive evidence, as assumptions for the ~~Company’s~~values ~~results~~issued ofin ~~operations~~the orexchange ~~financial~~were ~~position~~based on certain future events which may not be fulfilled.

~~In February 2010, FASB issued ASU 2010-9 Subsequent Events~~ (~~Topic 855~~i) ~~Amendments~~Stock toBased Certain Recognition and Disclosure Requirements”. ASU 2010-9 amends disclosure requirements within Subtopic 855-10. An entity that is an SEC filer is not required to disclose the date through which subsequent events have been evaluated. This change alleviates potential conflicts between Subtopic 855-10 and the SEC's requirements. ASU 2010-9 is effective for interim and annual periods ending after June 15, 2010. The Company expects the adoption of ASU 2010-06 will not have a material impact on the Company’s results of operations or financial position.Compensation:

~~Except~~The Company issues restricted stock to consultants for ~~rules~~various ~~and~~services. Cost ~~interpretive~~for ~~releases~~these oftransactions ~~the~~are ~~SEC~~measured ~~under~~at ~~authority~~the fair value of ~~federal~~the ~~securities~~consideration ~~laws~~received ~~and~~or athe ~~limited~~fair ~~number~~value of ~~grandfathered~~the ~~standards~~equity instruments issued, whichever is more reliably measurable. The value of the ~~FASB~~common ~~Accounting~~stock ~~Standards~~is ~~Codification™~~measured at the earlier of (~~“ASC”~~i) is the ~~sole~~date ~~source~~at ofwhich ~~authoritative~~a ~~GAAP~~firm ~~literature~~commitment ~~recognized~~for performance by the ~~FASB~~counterparty ~~and~~to ~~applicable~~earn tothe equity instruments is reached or (ii) the date at which the counterparty's performance is complete. The Company recognized consulting expenses and a corresponding increase to additional paid-in-capital related to stock issued for services. ~~Management~~Stock ~~has~~compensation ~~reviewed~~for the ~~aforementioned~~periods ~~rules~~presented ~~and~~were ~~releases~~issued ~~and~~to ~~believes~~consultants ~~any~~for ~~effect~~past ~~will~~services ~~not~~provided, ~~have~~accordingly, aall ~~material~~shares ~~impact~~issued onare ~~the~~fully ~~Company's~~vested, ~~present~~and orthere ~~future~~is ~~financial~~no ~~statements~~unrecognized compensation associated with these transactions.

~~NOTE~~(j) 7Recent –Accounting ~~INCOME TAXES~~Pronouncements:

~~Deferred~~From ~~taxes~~time ~~are~~to ~~provided~~time, onnew aaccounting ~~liability~~pronouncements ~~method whereby deferred tax assets~~ are ~~recognized~~issued ~~for~~by ~~deductible~~the ~~temporary~~FASB ~~differences~~or ~~and~~other ~~operating~~standard ~~loss~~setting ~~and~~bodies ~~tax~~that ~~credit carry-forwards and deferred tax liabilities~~ are ~~recognized~~adopted ~~for~~by ~~taxable temporary differences. Temporary differences are~~ the ~~differences~~Company ~~between~~as ~~the reported amounts~~ of ~~assets~~the ~~and~~specified ~~liabilities~~effective ~~and their tax basis~~date. ~~Deferred~~ ~~tax~~Unless ~~assets~~otherwise ~~are~~discussed, ~~reduced~~we bybelieve athat ~~valuation allowance when, in~~ the ~~opinion~~impact of ~~management,~~recently itissued isstandards ~~more~~that ~~likely~~are ~~than~~ not ~~that~~yet ~~some~~effective ~~portion or all of the deferred tax assets~~ will not behave ~~realized. Deferred~~a ~~tax~~material ~~assets~~impact ~~and~~on ~~liabilities~~our ~~are~~financial ~~adjusted~~position ~~for~~or ~~the~~results ~~effects~~ of ~~changes~~operations inupon ~~tax laws and rates on the date of enactment~~adoption.

AtIn ~~December~~May 312011, ~~2010~~the FASB issued ASU No. 2011-04, ~~the~~“Fair ~~Company~~Value ~~had~~Measurement ~~net~~(Topic ~~operating~~820): ~~loss~~Amendments ~~carryforwards~~to ~~which~~Achieve ~~may~~Common beFair ~~offset~~Value ~~against~~Measurement ~~future~~and ~~taxable~~Disclosure ~~income~~Requirements in U. NoS. GAAP ~~tax~~and ~~benefit~~IFRSs” ~~has~~(ASU 2011-04). ~~been~~This ~~reported~~newly inissued accounting standard clarifies the ~~financial~~application ~~statements~~of ~~because~~certain ~~the~~existing ~~potential~~fair ~~tax~~value ~~benefits~~measurement ofguidance and expands the ~~net~~disclosures ~~operating~~for ~~loss~~fair ~~carry-forwards~~value measurements that are ~~offset~~estimated byusing significant unobservable (level 3) inputs. This ASU is effective on a ~~valuation~~prospective ~~allowance~~basis for annual and interim reporting periods beginning on or after December 15, 2011. The adoption of ~~the~~this ~~same~~standard ~~amount~~is not expected to have a material impact on our financial position or results of operations.

25In June 2011, the FASB issued ASU No. 2011-05, “Comprehensive Income (Topic 220): Presentation of Comprehensive Income” (ASU 2011-05). This newly issued accounting standard (1) eliminates the option to present the components of other comprehensive income as part of the statement of changes in stockholders’ equity; (2) requires the consecutive presentation of the statement of net income and other comprehensive income; and (3) requires an entity to present reclassification adjustments on the face of the financial statements from other comprehensive income to net income. The amendments in this ASU do not change the items that must be reported in other comprehensive income or when an item of other comprehensive income must be reclassified to net income nor do the amendments affect how earnings per share is calculated or presented.

~~The~~In ~~components~~December of2011, ~~income~~the ~~tax~~FASB issued ASU 2011-11, Balance Sheet (~~benefit~~Topic 210): ~~expense~~Disclosures about Offsetting Assets and Liabilities (ASU 2011-11). This newly issued accounting standard requires an entity to disclose both gross and net information about instruments and transactions eligible for offset in the ~~year~~statement ~~ended~~of ~~December~~financial ~~31,~~position ~~2010~~as well as instruments and ~~December~~transactions 31executed under a master netting or similar arrangement and was issued to enable users of financial statements to understand the effects or potential effects of those arrangements on its financial position. This ASU is required to be applied retrospectively and is effective for fiscal years, ~~2009~~and ~~respectively~~interim periods within those years, ~~are~~beginning ason ~~follows:~~or after January 1, 2013. As

	2010		2009
Federal:
Current	$	--	$	--
Deferred	$	--	$	--
		--		--
State:
Current		--		--
Deferred		--		--
		--		--
	$	--	$	--

this accounting standard only requires enhanced disclosure, the adoption of this standard is not expected to have an impact our financial position or results of operations.

~~The~~In ~~Company~~December ~~has~~2011, athe ~~net~~FASB ~~operating~~issued ~~loss~~ASU ~~carry~~No. 2011-12, ~~forward~~Deferral of the Effective Date for Amendments to ~~offset~~the ~~future~~Presentation ~~taxable~~of ~~income~~Reclassifications of ~~$1,447,239. Subject~~Items toOut ~~current~~of ~~regulations~~Accumulated Other Comprehensive Income in Accounting Standards Update No. 2011-05, ~~this~~which ~~carry~~defers ~~forward~~the ~~will~~requirement ~~begin~~within ASU 2011-05 to ~~expire~~present inon ~~2026. The~~the ~~amount~~face ~~and~~of ~~availability~~the financial statements the effects of reclassifications out of accumulated other comprehensive income on the components of net ~~operating~~income ~~loss~~and ~~carry~~other ~~forwards~~comprehensive ~~may~~income befor ~~subject~~all periods presented. During the deferral, entities should continue to ~~limitations~~report ~~set~~reclassifications ~~forth~~out byof accumulated other comprehensive income consistent with the ~~Internal~~presentation ~~Revenue~~requirements ~~Code. Factors~~in ~~such~~effect asprior to the ~~number~~issuance of ~~shares~~ASU ~~ultimately~~2011-05. ~~issued~~These ~~within~~ASUs aare ~~three~~required ~~year~~to ~~look-back~~be ~~period;~~applied ~~whether~~retrospectively ~~there~~and isare aeffective ~~deemed~~for ~~more~~fiscal ~~than~~years, 50and ~~percent~~interim ~~change~~periods inwithin ~~control;~~those years, beginning after December 15, 2011. As these accounting standards do not change the ~~applicable~~items ~~long-term~~that ~~tax~~must ~~exempt~~be ~~bond~~reported ~~rate;~~in ~~continuity~~other comprehensive income or when an item of ~~historical~~other ~~business;~~comprehensive ~~and~~income ~~subsequent~~must be reclassified to net income, the adoption of ~~the~~these ~~Company~~standards ~~all~~is ~~enter~~not ~~into~~expected ~~the~~to ~~annual~~have ~~computation~~an ofimpact ~~allowable~~on ~~annual~~our ~~utilization~~financial ofposition ~~the~~or ~~carry~~results ~~forwards~~of operations.

26Except for rules and interpretive releases of the SEC under authority of federal securities laws and a limited number of grandfathered standards, the FASB Accounting Standards Codification™ (“ASC”) is the sole source of authoritative GAAP literature recognized by the FASB and applicable to the Company. Management has reviewed the aforementioned rules and releases and believes any effect will not have a material impact on the Company's present or future financial statements.

~~The~~NOTE ~~Company’s~~2 ~~income~~– ~~tax~~GOING ~~expense (benefit) for the year ended December 31, 2010 and 2009 respectively, differed from the statutory federal rate of 34 percent as follows:~~CONCERN

	2010			2009
Statutory rate applied to loss before income taxes	$	(492,061	)	$	(461,144	)
Increase(decrease) in income taxes resulting from:
State, income taxes		--			--
Other, including reserve for deferred tax asset		492,061			461,144
Income Tax Expense	$	--		$	--

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. For the period ended December 31, 2011 and 2010, the Company has had no significant operations, has a history of recurring losses resulting in accumulated deficit and has negative working capital. As of December 31, 2011, the Company has not emerged from the development stage. In view of these matters, the Company’s ability to continue as a going concern is dependent upon the Company’s ability to begin operations and to achieve a level of profitability. The Company intends on financing its future development activities and its working capital needs largely from the sale of public equity securities with some additional funding from other traditional financing sources, including term notes until such time that funds provided by operations are sufficient to fund working capital requirements. The financial statements of the Company do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts and classifications of liabilities that might be necessary should the Company be unable to continue as a going concern.

~~Temporary~~NOTE ~~differences~~3 ~~due~~– toPROPERTY ~~statutory~~AND requirements in the recognition of assets and liabilities for tax and financial reporting purposes, generally including such items as organizational costs, accumulated depreciation and amortization, allowance for doubtful accounts, organizational and start-up costs and vacation accruals. These differences give rise to the financial statement carrying amounts and tax bases of assets and liabilities causing either deferred tax assets or liabilities, as necessary, as of September 30, 2010 and 2009, respectively:EQUIPMENT

	December 31,
	2010			2009
Deferred tax assets
Net operating loss carry forwards	$	1,447,239		$	1,356,305
Less: valuation allowances		(1,447,239	)		(1,356,305	)
Net Deferred Tax Asset	$	--		$	--

Property and equipment consists of:

NOTE 8 – SUBSEQUENT EVENTS


	December 31,		December 31,
	2011		2010
Office equipment	$	4,578		-
Less accumulated depreciation		916		-
	$	3,662	$	-

OnDepreciation ~~January 11, 2011 the Company entered into a Material Definitive Agreement with Clean Power, Inc., a corporation duly formed in the state~~ of ~~Florida,~~equipment towas ~~purchase~~$916 ~~specific~~and ~~assets,~~$0 ~~including the name Clean Power, Inc. in exchange~~ for ~~exactly 5,459,401 shares of common capital stock of~~ the ~~Company~~years toended beDecember ~~distributed pro rata to the shareholders of Clean Power~~31, ~~Inc. Clean~~2011 ~~Power,~~and ~~Inc. is a full service renewable energy company pursuing transactions with municipalities for building renewable energy systems~~2010, ~~including solar, that best fit the budget, needs, and landscape of the client~~respectively.

27NOTE 4 – INTANGIBLE ASSETS

The Company owns intellectual property, which it is amortizing on a straight-line basis over the assets useful life. The Company assesses fair market value for any impairment to the carrying values.


	December 31,			December 31,
	2011			2010


Intellectual property	$	6,667,000	$	-
Less accumulated amortization		606,117		-
	$	6,060,883	$	-

Future amortization through December 31,:
2012	$	666,700
2013		666,700
2014		666,700
2015		666,700
2016		666,700
2017 and thereafter		2,727,383
	$	6,060,883

Amortization of the intangible assets was $606,117 and $0 for the years ended December 31, 2011 and 2010, respectively.

Management periodically reviews the valuation of this asset for potential impairments. Consideration of various risks to the valuation and potential impairment includes, but is not limited to: (a) the technology’s acceptance in the marketplace and our ability to attain projected forecasts of revenue (discounted cash flow of projections); (b) competition of alternative solutions; and (c) federal and state laws which may prohibit the use of our technology as currently designed. Management does not anticipate any negative impact from known current business developments. Management continuously measures the marketplace, potential revenue developments and competitive developments in the industry.

Intangible assets were the results of the following transactions:

Clean Power, Inc.

On January 11, 2011 the Company closed on the purchase of Clean Power, Inc. in an exchange for 5,459,501 shares of common stock, which represented approximately 40% of the outstanding shares. The Company has valued the transaction at $26,205,605 based on the fair market of shares issued in the exchange. The purchase price was allocated to all identified tangible assets and then to intangible assets. The Company immediately recorded an impairment of $25,546,027, resulting in an unamortized value of $655,000, or 2.5% of the gross purchase price valuation, as of December 31, 2011, to reflect the estimated return of the intangible assets, based on projected discounted cash flows and other subjective considerations.

Nano CP, LLC

On February 9, 2011 the company closed a series of transactions with Nano CP, LLC, a Florida limited liability company (“Nano”), WATT Fuel Cell Corp, a New York corporation (“WATT”), and Evolution Fuel Cell, Inc., a Delaware corporation (“Evolution”) whereby the Company simultaneously acquired assets for the development of solid oxide fuel cells and created two (2) subsidiaries capitalized by the equipment and intellectual property, CP SOFC Equipment, LLC and CP SOFC IP, LLC, respectively. The subsidiaries, wholly owned by the Company, in turn, have leased the equipment to WATT and have licensed the intellectual property to WATT and Evolution, with conflicts resolved through a cross licensing agreement between WATT and Evolution. As consideration for the assets purchased from Nano, the Company has made a promissory note for three million three hundred thousand dollars ($3,300,000.00) and issued exactly one million (1,000,000) preferred shares, convertible at 100:1, common for preferred. As consideration for the leasing and licensing, the Company shall receive exactly five percent (5%) of WATT outstanding and issued shares and thirty five percent (35%) of the outstanding and issued shares of Evolution. The Company also maintains an option to purchase from WATT sixteen percent (16%) of Evolution for exactly one million one hundred two hundred fifty thousand (1,250,000) shares of the Company’s common stock, if certain triggering events occur. The contract was negotiated by the Board of Directors and the valuation was set arbitrarily. The Company has valued the transaction at $513,300,000 based on the fair market of shares issued in the exchange. The purchase price was allocated to all identified tangible assets and then to

intangible assets. The Company immediately recorded an impairment of $508,167,000, resulting in an unamortized value of $5,133,000, or 1.0% of the gross purchase price valuation, as of December 31, 2011, to reflect the estimated return on the investment, based on projected discounted cash flows and other subjective considerations.

Global Natural Energy, Ltd.

On March 16, 2011 the Company entered into a Joint Venture with Global Natural Energy, Limited, a corporation duly formed in the Republic of Cyprus (“GNE”) to develop algae farms in the United States. The Master Agreement stipulates the creation of the entity, GNE-USA, Inc., an Arkansas based company that will lead the algae production efforts, whereby the Company shall retain fifty one percent (51%) and GNE shall retain forty nine percent (49%) of the outstanding shares of the subsidiary. As part of the transaction, the Company issued exactly two million (2,000,000) shares of restricted common stock of the Company. The contract was negotiated by the Board of Directors and the valuation was set arbitrarily. The Company has valued the transaction at $10,000,000 based on the fair market of shares issued in the exchange. The purchase price was allocated to all identified tangible assets and then to intangible assets. The Company immediately recorded an impairment of $9,500,000, resulting in an unamortized value of $500,000, or 5.0% of the gross purchase price valuation, as of December 31, 2011, to reflect the estimated return on the investment, based on projected discounted cash flows and other subjective considerations.

Solar Teyin, S.L.

On March 25, 2011 the Company closed an Asset Purchase Agreement with Solar Teyin, S.L., a limited liability company formed in the Kingdom of Spain (“Solar Teyin”) related to the production and distribution of portable solar lighting units. The Asset Purchase Agreement stipulates the creation of an entity to oversee the operations of all things related to the solar lighting technology. The Company shall maintain eighty percent (80%) of the subsidiary. As consideration for the transaction, the company issued exactly one million five hundred thousand (1,500,000) shares to Solar Teyin, S.L. The contract was negotiated by the Board of Directors and the valuation was set arbitrarily. The Company has valued the transaction at $7,575,000 based on the fair market of shares issued in the exchange. The purchase price was allocated to all identified tangible assets and then to intangible assets. The Company immediately recorded an impairment of $7,196,000, resulting in an unamortized value of $379,000, or 5.0% of the gross purchase price valuation, as of December 31, 2011, to reflect the estimated return on the investment, based on projected discounted cash flows and other subjective considerations.

NOTE 5 – RELATED PARTY TRANSACTIONS:

A note payable to a related party is unsecured, non-interest bearing, has no fixed terms of repayment and is considered payable upon demand.

The Company does not require office space at the current time. The officers and directors have provided office space, as necessary, at no cost. The Company will consider arrangements at such time that operations commence.

The above transactions may have had different results, had these transactions occurred with unrelated third parties.

NOTE 6 - PROMISSORY NOTE PAYABLE

On February 9, 2011 the Company issued a promissory note in agreement to purchase assets. The promissory note bears interest at the rate of 15% per annum, due February 1, 2016. Interest shall be paid in monthly payments of interest in arrears. If the Buyer has insufficient cash on hand to pay interest due it may pay interest in common shares at a price per share equal to the 20 day moving average price of common shares of the Buyer, rounded up to the next whole share. If the Buyer does have sufficient cash on hand to pay interest due, Seller may, at its sole discretion, elect to take payment in common shares instead of cash. The method for calculation shall be the same as if the Buyer had insufficient cash on hand. Principle shall be paid as cash

flow allows, thereafter to be paid on Maturity Date or a funding event sufficient to pay the balance of the note, whichever occurs first.

Seller shall agree that note shall be subordinate to any debt instrument or other encumbrance against the physical assets, provided that prior to or simultaneously with any such encumbrance the Buyer has paid/pays at least $1,500,000 of the outstanding principle balance. In the event the Buyer wishes to encumber any of the assets but has not paid $1,500,000 of the outstanding principle, the Seller shall allow the encumbrance, provided that the Buyer ensures that only such part of the assets equal in value to the financing resulting in the encumbrance are in fact encumbered, and no less than 80% of the financing is utilized to reduce the outstanding balance due to Seller.

As of December 31, 2011 the Company has accrued $440,753 of unpaid interest on the promissory note.

NOTE 7- CAPITAL STOCK:

No holder of shares of stock of any class shall be entitled as a matter of right to subscribe for or purchase or receive any part of any new or additional issue of shares of stock of any class, or of securities convertible into shares of stock of any class, whether now hereafter authorized or whether issued for money, for consideration other than money, or by way of dividend.

Preferred Stock

On February 9, 2011, the Company issued 1,000,000 shares of preferred stock, convertible 1:100, preferred into common as payment for the intellectual property acquired from Nano CP, LLC. Upon intent to exercise, Seller shall give notice to Buyer and Buyer shall take action required to duly authorize the issuance of common shares sufficient to fulfill Seller’s exercise. See Note 4.

Common Stock

The total number of shares of capital stock which the Company shall have authority to issue is 100 million common shares with a par value of $.001, as amended in the Articles of Incorporation, filed with the State of Florida on May 12, 2008.

Holders of shares of Common stock shall be entitled to cast one vote for each share held at all stockholders' meetings for all purposes, including the election of directors. The Common Stock does not have cumulative voting rights.

On June 3, 2006, date of inception, the company issued 100,000 shares at par value of $.001 for $100.

In 2008, the Company issued 9,900,000 shares of common stock for services, at fair market value of $.10 per share or $990,000.

In 2009, the Company issued 1,533,333 shares of common stock for cash, at a purchase price of $.30 per share or $452,500.

In 2011, the Company issued 2,010,667 shares of common stock for services, at fair market value of $5.00 per share or $10,051,324.

On February 9, 2011, the Company acquired Clean Power, Inc. in exchange for 5,459,501 restricted shares of common stock. Shares were valued at fair market at the date of the transaction, resulting in a purchase price of $26,205,605. The shares have been recorded per the agreement; however remain unissued from the stock transfer agent. See Note 4.

On March 16, 2011, the Company issued 2,000,000 shares of restricted common shares in connection with an acquisition of various assets. Shares were valued at fair market at the date of the transaction, resulting in a purchase price of $10,000,000. The shares have been recorded per the agreement; however remain unissued

from the stock transfer agent. See Note 4.

On March 25, 2011 the Company contracted to issue an additional 1,500,000 of restricted common shares in connection with the acquisition of various assets. Shares were valued at fair market at the date of the transaction, resulting in a purchase price of $7,575,000. The shares have been recorded per the agreement; however remain unissued from the stock transfer agent. See Note 4.

NOTE 8 – INCOME TAXES

The components of income tax (benefit) expense for the nine months ended December 31, 2011 and December 31, 2010 respectively, are as follows:


	2011		2010

Federal:
Current	$	-	$	-
Deferred		-		-
		-		-

State:
Current		-		-
Deferred		-		-
		-		-
	$	-	$	-

The Company has a net operating loss carry forward to offset future taxable income of approximately $4,301,000. Subject to current regulations, this carry forward will begin to expire in 2022. The amount and availability of the net operating loss carry forwards may be subject to limitations set forth by the Internal Revenue Code. Factors such as the number of shares ultimately issued within a three year look-back period; whether there is a deemed more than 50 percent change in control; the applicable long-term tax exempt bond rate; continuity of historical business; and subsequent income of the Company all enter into the annual computation of allowable annual utilization of the carry forwards.

NOTE 9 – CONTINGENCIES

From time to time the Company may be a party to litigation matters involving claims against the Company. The Company operates within the environmental technology business sector and within a highly regulated industry, which may lend itself to legal matters. Management believes that there are no current matters that would have a material effect on the Company’s financial position or results of operations.

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