---

UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549

FORM 10-Q

(Mark One)

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 For the quarter ended March 31,
2010OR

[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 For the transition period from
__________to __________Commission File Number
000-30095

WESCORP ENERGY INC.(Exact
name of registrant as specified in its charter)

|Delaware                       | 98-0447716         
|------------------------------ | -------------------
|State or other jurisdiction of | (I.R.S. Employer   
|incorporation or organization  | Identification No.)

Suite 770, 435  4th Avenue South West, Calgary, Alberta
T2P 3A8(Address of principal executive offices) (Zip Code)

(403) 206 - 3990Registrant's telephone number,
including area code

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

Indicate by check mark whether the registrant has submitted
electronically and posted on its corporate Web site, if any, every Interactive
Data File required to be submitted and posted pursuant to Rule 405 of Regulation
S-T (§232.405 of this chapter) during the preceding 12 months (or for such
shorter period that the registrant was required to submit and post such files).
Yes [ ] No [ ]

Indicate by check mark whether the registrant is a large
accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller
reporting company. See the definitions of large accelerated filer,
accelerated filer and smaller reporting company in Rule 12b-2 of the
Exchange Act.

|Large accelerated filer ____                                                | Accelerated filer ____   
|--------------------------------------------------------------------------- | -------------------------
|Non-accelerated filer ____(Do not check if a small
      reporting company) | Small reporting company X

1

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Indicate by check mark whether the registrant is a shell company
(as defined in Rule 12b-2 of the Exchange Act). 
Yes [ ] No [X]
Number of shares outstanding of the registrant's class of common stock
as of May 12, 2010 was 97,320,842.

2

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CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

THIS QUARTERLY REPORT ON FORM 10-Q CONTAINS PREDICTIONS,
PROJECTIONS AND OTHER STATEMENTS ABOUT THE FUTURE THAT ARE INTENDED TO BE
FORWARD- LOOKING STATEMENTS (COLLECTIVELY, FORWARD-LOOKING STATEMENTS).
FORWARD-LOOKING STATEMENTS INVOLVE RISKS AND UNCERTAINTIES. A NUMBER OF
IMPORTANT FACTORS COULD CAUSE ACTUAL RESULTS TO DIFFER MATERIALLY FROM THOSE IN
THE FORWARD- LOOKING STATEMENTS. IN ASSESSING FORWARD-LOOKING STATEMENTS
CONTAINED IN THIS QUARTERLY REPORT ON FORM 10-Q, READERS ARE URGED TO READ
CAREFULLY ALL CAUTIONARY STATEMENTS  INCLUDING THOSE CONTAINED IN OTHER
SECTIONS OF THIS QUARTERLY REPORT AND OF OUR ANNUAL REPORT ON FORM 10-KSB FOR
2009. AMONG THOSE RISKS AND UNCERTAINTIES ARE THE FOLLOWING RISKS:

- OUR ELECTRONIC FLOW METER TECHNOLOGY MAY NOT REMAIN COMPETITIVE WITHIN OUR
  CURRENT MARKETS OR WE MAY NOT BE ABLE TO GENERATE SUFFICIENT REVENUE FROM THE
  TECHNOLOGY TO BECOME PROFITABLE WITHIN THAT DIVISION;
- WE MAY NOT BE ABLE TO SUCCESSFULLY DELIVER FREE-TRADING SHARES TO COMPLETE
  THE PURCHASE OF THE FLOWSTAR TECHNOLOGY;
- THE ELLYCRACK TECHNOLOGY MAY NOT BE TECHNICALLY EFFECTIVE OR COST
  EFFECTIVE IN THE MARKETS TARGETED BY MANAGEMENT;
- WE MAY NOT BE ABLE TO ADEQUATELY PROTECT OUR INTELLECTUAL PROPERTY;
- OUR WATER REMEDIATION TECHNOLOGY MAY NOT RECEIVE SUFFICIENT MARKET DEMAND
  OR BE COMMERCIALLY SUCCESSFUL, OR IT MAY BE REPLACED IN THE MARKET BY A MORE
  TECHNICALLY ADVANCED PROCESS OR TECHNOLOGY;
- OUR WESCORP NAVIGATOR MAY NOT HAVE ADEQUATE DEMAND OR BE PROFITABLE;
- WE WILL NOT SUCCESSFULLY IDENTIFY OR COMPLETE ANY OTHER SUITABLE
  ACQUISITIONS;
- OUR PRIMARY CUSTOMERS ARE ENERGY-RELATED, WHICH TEND TO BE CYCLICAL AND
  THEREFORE ANY DOWNTURNS IN THIS CYCLICAL INDUSTRY COULD ADVERSELY AFFECT
  OPERATIONS;
- THE ENERGY-RELATED INDUSTRY THAT WE SERVICE IS HEAVILY REGULATED
  (INCLUDING CO2 RELATED ISSUES) AND THE COSTS ASSOCIATED WITH SUCH
  REGULATED INDUSTRIES INCREASE THE COSTS OF DOING BUSINESS;
- MANAGEMENT IS ADEQUATE TO INTEGRATE ANY BUSINESSES ACQUIRED;
- MANAGEMENT IS ADEQUATE TO CARRY OUT ITS BUSINESS PLAN AND TO MANAGE ITS
  GROWTH EFFECTIVELY AND EFFICIENTLY;
- MANAGEMENT WILL BE ABLE TO EFFECTIVELY DEAL WITH CURRENT AND FUTURE
  COMPETITIVE FORCES IN THE MARKET;
- THERE WILL BE ADEQUATE CAPITAL TO FUND OUR BUSINESS;
- WE MANAGE ANY FOREIGN EXCHANGE RISK ADEQUATELY;
- WE COULD FACE SIGNIFICANT LIABILITIES IN CONNECTION WITH OUR TECHNOLOGY
  AND OPERATIONS THAT, IF INCURRED BEYOND ANY INSURANCE LIMITS, COULD ADVERSELY
  AFFECT OUR BUSINESS AND FINANCIAL CONDITION;
- OUR NEED FOR ADDITIONAL CAPITAL MAY HARM OUR FINANCIAL CONDITION OR LIMIT
  OUR ABILITY TO FUND ACQUISITIONS;
- IF ACQUISITIONS ARE COMPLETED, THEY MAY BE UNSUCCESSFUL FOR TECHNICAL,
  ECONOMIC, OR OTHER REASONS; AND
- THE CURRENT AMERICAN AND WORLD FINANCIAL MARKETS AND CREDIT SITUATION MAY
  MAKE IT DIFFICULT OR IMPOSSIBLE TO ADEQUATELY FINANCE THE ONGOING CAPITAL AND
  OPERATING REQUIREMENTS FOR THE COMPANY.

3

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CURRENCIES

All amounts expressed herein are in U.S. dollars unless otherwise
indicated.

4

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Wescorp Energy Inc.

REPORT ON FORM 10-Q

FOR THE PERIOD ENDED MARCH 31, 2010

Table of Contents

|PART I - FINANCIAL INFORMATION                                                                                                            | 6  
|----------------------------------------------------------------------------------------------------------------------------------------- | ---
|                                                                                                                                          |    
|Item 1. Financial Statements                                                                                                              | 6  
|                                                                                                                                          |    
|Consolidated
    Balance Sheets at March 31, 2010 (Unaudited) and at December 31, 2009                                                    | F-1
|                                                                                                                                          |    
|Consolidated
      Statements of Operations and Comprehensive Income for the three months
      ended March 31, 2010 and 2009 (Unaudited) | F-2
|                                                                                                                                          |    
|Consolidated
      Statements of Cash Flows for the three months ended March 31, 2010 and
      2009 (Unaudited)                          | F-3
|                                                                                                                                          |    
|Notes
      to the Consolidated Financial Statements (Unaudited)                                                                          | F-4
|                                                                                                                                          |    
|Item
      2. Managements Discussion and Analysis of Financial Condition and Results
      of Operation                                  | 7  
|                                                                                                                                          |    
|Item
      4T. Controls and Procedures                                                                                                    | 14 
|                                                                                                                                          |    
|PART
      II. OTHER INFORMATION                                                                                                          | 15 
|                                                                                                                                          |    
|Item
      6. Exhibits                                                                                                                    | 15 
|                                                                                                                                          |    
|SIGNATURES                                                                                                                                | 18 

5

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PART I - FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

6

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WESCORP ENERGY INC. 
  CONSOLIDATED BALANCE SHEETS

|                                                                                                                                                                                                                                      |   | March 31,   |   |   | December 31, |  
|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | - | ----------- | - | - | ------------ | -
|                                                                                                                                                                                                                                      |   | 2010        |   |   | 2009         |  
|                                                                                                                                                                                                                                      |   | (Unaudited) |   |   |              |  
|ASSETS                                                                                                                                                                                                                                |   |             |   |   |              |  
|CURRENT ASSETS                                                                                                                                                                                                                        |   |             |   |   |              |  
|Cash                                                                                                                                                                                                                                  | $ | 103,930     |   | $ | 118,286      |  
|Accounts receivable                                                                                                                                                                                                                   |   | 156,768     |   |   | 258,739      |  
|Inventories                                                                                                                                                                                                                           |   | 128,929     |   |   | 51,285       |  
|Prepaid expenses                                                                                                                                                                                                                      |   | 21,766      |   |   | 14,345       |  
|Current assets of discontinued
      operations                                                                                                                                                                                       |   | 100,882     |   |   | 485,041      |  
|TOTAL CURRENT
      ASSETS                                                                                                                                                                                                            |   | 512,275     |   |   | 927,696      |  
|                                                                                                                                                                                                                                      |   |             |   |   |              |  
|EQUIPMENT, net                                                                                                                                                                                                                        |   | 31,145      |   |   | 33,888       |  
|                                                                                                                                                                                                                                      |   |             |   |   |              |  
|EQUIPMENT, DISCONTINUED
      OPERATIONS                                                                                                                                                                                              |   | 11,103      |   |   | 12,564       |  
|                                                                                                                                                                                                                                      |   |             |   |   |              |  
|OTHER ASSETS                                                                                                                                                                                                                          |   |             |   |   |              |  
|Investments                                                                                                                                                                                                                           |   | 29,592      |   |   | 29,592       |  
|                                                                                                                                                                                                                                      |   |             |   |   |              |  
|TOTAL ASSETS                                                                                                                                                                                                                          | $ | 584,115     |   | $ | 1,003,740    |  
|                                                                                                                                                                                                                                      |   |             |   |   |              |  
|LIABILITIES AND STOCKHOLDERS'
      DEFICIT                                                                                                                                                                                           |   |             |   |   |              |  
|CURRENT LIABILITIES                                                                                                                                                                                                                   |   |             |   |   |              |  
|Accounts payable                                                                                                                                                                                                                      | $ | 1,176,413   |   | $ | 1,125,493    |  
|Accrued liabilities                                                                                                                                                                                                                   |   | 888,045     |   |   | 716,965      |  
|Current portion of notes payable                                                                                                                                                                                                      |   | 812,508     |   |   | 600,445      |  
|Penalty share obligation                                                                                                                                                                                                              |   | 5,209,330   |   |   | 5,388,236    |  
|Due to related parties                                                                                                                                                                                                                |   | 101,397     |   |   | 101,397      |  
|Related party note payable                                                                                                                                                                                                            |   | 1,924,681   |   |   | 1,924,681    |  
|Convertible debenture                                                                                                                                                                                                                 |   | 90,000      |   |   | 90,000       |  
|Debentures payable                                                                                                                                                                                                                    |   | 222,305     |   |   | 217,213      |  
|Current liabilities of discontinued
      operations                                                                                                                                                                                  |   | 78,543      |   |   | 385,923      |  
|TOTAL CURRENT
      LIABILITIES                                                                                                                                                                                                       |   | 10,503,222  |   |   | 10,550,353   |  
|                                                                                                                                                                                                                                      |   |             |   |   |              |  
|LONG-TERM LIABILITIES                                                                                                                                                                                                                 |   |             |   |   |              |  
|Notes payable, net of current portion                                                                                                                                                                                                 |   | 1,537,688   |   |   | 1,537,688    |  
|Due to related parties                                                                                                                                                                                                                |   | 116,877     |   |   | 116,877      |  
|TOTAL
      LONG-TERM LIABILITIES                                                                                                                                                                                                     |   | 1,654,565   |   |   | 1,654,565    |  
|                                                                                                                                                                                                                                      |   |             |   |   |              |  
|STOCKHOLDERS' DEFICIT                                                                                                                                                                                                                 |   |             |   |   |              |  
|Preferred stock, 50,000,000 shares authorized, $0.0001 
                                     
      par value; no shares issued                                                                                                       |   |             |   |   |              |  
|Common stock, 250,000,000 shares authorized, $0.0001 
                                     
      par value; 97,320,842 and 97,220,842
      shares 
                                      issued
      and outstanding, respectively |   | 9,732       |   |   | 9,722        |  
|Additional paid-in capital                                                                                                                                                                                                            |   | 41,817,268  |   |   | 41,800,107   |  
|Deferred compensation                                                                                                                                                                                                                 |   | (24,000     | ) |   | (33,543      | )
|Private placement and warrant subscriptions                                                                                                                                                                                           |   | 897,333     |   |   | 922,333      |  
|Shares issuable                                                                                                                                                                                                                       |   | 230,957     |   |   | 230,957      |  
|Accumulated other comprehensive income                                                                                                                                                                                                |   | 129,712     |   |   | 84,424       |  
|Accumulated deficit                                                                                                                                                                                                                   |   | (54,634,674 | ) |   | (54,215,178  | )
|                                                                                                                                                                                                                                      |   | (11,573,672 | ) |   | (11,201,178  | )
|                                                                                                                                                                                                                                      |   |             |   |   |              |  
|TOTAL
      LIABILITIES AND STOCKHOLDERS' DEFICIT                                                                                                                                                                                     | $ | 584,115     |   | $ | 1,003,740    |  

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

F-1

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WESCORP ENERGY INC.CONSOLIDATED STATEMENTS OF
    OPERATIONS AND COMPREHENSIVE LOSS 
    (unaudited)

|                                                                              |   | Three Months Ended March 31, |  
|----------------------------------------------------------------------------- | - | ---------------------------- | -
|                                                                              |   | 2010                         |  
|                                                                              |   |                              |  
|REVENUES                                                                      | $ | 445,916                      |  
|                                                                              |   |                              |  
|COST OF SALES                                                                 |   | 275,389                      |  
|                                                                              |   |                              |  
|GROSS PROFIT                                                                  |   | 170,527                      |  
|                                                                              |   |                              |  
|EXPENSES                                                                      |   |                              |  
|Wages and benefits                                                            |   | 208,410                      |  
|Wages
      stock based                                                       |   | -                            |  
|Consulting                                                                    |   | 49,052                       |  
|Research
      and development                                                |   | -                            |  
|Office                                                                        |   | 104,670                      |  
|Advertising and investor relations                                            |   | 94,682                       |  
|Travel                                                                        |   | 53,614                       |  
|Legal and
      accounting                                                    |   | 66,496                       |  
|Insurance                                                                     |   | 29,498                       |  
|Depreciation and amortization                                                 |   | 2,743                        |  
|Interest, finance and
      bank charges                                      |   | 73,151                       |  
|Equipment
      repairs and maintenance                                       |   | 22,918                       |  
|Directors fees                                                                |   | 10,243                       |  
|TOTAL OPERATING EXPENSES                                                      |   | 715,477                      |  
|                                                                              |   |                              |  
|LOSS FROM OPERATIONS                                                          |   | (544,950                     | )
|                                                                              |   |                              |  
|OTHER INCOME (EXPENSE)                                                        |   |                              |  
|Penalty for late delivery
      of shares                                     |   | 130,906                      |  
|Foreign
      currency gain (loss)                                            |   | (21,709                      | )
|TOTAL OTHER INCOME (EXPENSE)                                                  |   | 109,197                      |  
|                                                                              |   |                              |  
|LOSS FROM CONTINUING OPERATIONS                                               |   | (435,753                     | )
|                                                                              |   |                              |  
|INCOME (LOSS) FROM DISCONTINUED OPERATIONS, net of tax                        |   | 16,257                       |  
|                                                                              |   |                              |  
|NET LOSS                                                                      | $ | (419,496                     | )
|                                                                              |   |                              |  
|OTHER COMPREHENSIVE INCOME (LOSS)                                             |   |                              |  
|Foreign
      currency translation loss                                       |   | (2,712                       | )
|Unrealized
      gain on adjustment of agreement payable to fair market value |   | 48,000                       |  
|                                                                              |   | 45,288                       |  
|                                                                              |   |                              |  
|COMPREHENSIVE LOSS                                                            | $ | (374,208                     | )
|                                                                              |   |                              |  
|LOSS FROM CONTINUING OPERATIONS PER SHARE
      (BASIC AND DILUTED)           | $ | -                            |  
|                                                                              |   |                              |  
|LOSS FROM DISCONTINUED OPERATIONS PER SHARE
      (BASIC AND DILUTED)         | $ | -                            |  
|                                                                              |   |                              |  
|WEIGHTED AVERAGE NUMBER COMMON SHARES
      OUTSTANDING - BASIC AND DILUTED   |   | 97,265,286                   |  

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

F-2

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WESCORP ENERGY INC. 
  CONSOLIDATED STATEMENTS OF CASH
  FLOWS

|                                                                    |   | Three Months Ended March 31, |  
|------------------------------------------------------------------- | - | ---------------------------- | -
|                                                                    |   | 2010                         |  
|                                                                    |   | (Unaudited)                  |  
|CASH FLOWS FROM OPERATING ACTIVITIES:                               |   |                              |  
|Net loss                                                            | $ | (419,496                     | )
|Adjustments to reconcile net loss                                   |   |                              |  
|to net cash used
      in operating activities:                     |   |                              |  
|Depreciation and amortization                                       |   | 2,743                        |  
|Stock-based compensation                                            |   | -                            |  
|Amortization of deferred share compensation                         |   | 9,543                        |  
|Fair value of common stock issued for services                      |   | -                            |  
|Loss
      (income) from discontinued operations                    |   | (16,257                      | )
|Penalty for late delivery of shares                                 |   | (130,906                     | )
|Changes in
      operating assets and liabilities:                  |   |                              |  
|Accounts receivable                                                 |   | 101,971                      |  
|Inventories                                                         |   | (77,644                      | )
|Prepaid expenses                                                    |   | (7,421                       | )
|Accounts payable and accrued liabilities                            |   | 222,000                      |  
|Net cash used in operating activities                               |   | (315,467                     | )
|CASH FLOWS FROM FINANCING ACTIVITIES:                               |   |                              |  
|Proceeds from notes payable                                         |   | 210,401                      |  
|Repayments
      on debentures payable                              |   | -                            |  
|Proceeds received from exercise of warrants prior to issuing shares |   | -                            |  
|Proceeds
      received from private placement                      |   | -                            |  
|Private placement issuance costs                                    |   | (7,823                       | )
|Net cash
      provided by financing activities                     |   | 202,578                      |  
|CASH FLOWS FROM (USED BY) DISCONTINUED
      OPERATIONS             |   | 94,491                       |  
|Effect of exchange rates                                            |   | 4,042                        |  
|Net decrease in cash                                                |   | (14,356                      | )
|Cash, beginning                                                     |   | 118,286                      |  
|Cash, ending                                                        | $ | 103,930                      |  
|SUPPLEMENTAL CASH FLOW DISCLOSURES:                                 |   |                              |  
|Cash paid for:                                                      |   |                              |  
|Interest                                                            | $ | 5,794                        |  
|Income taxes                                                        | $ | -                            |  
|                                                                    |   |                              |  
|NON-CASH INVESTING AND FINANCING
      ACTIVITIES:                  |   |                              |  
|Shares issued to settle
      accounts payable                      | $ | -                            |  

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

F-3

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|WESCORP ENERGY INC.                       
|------------------------------------------
|NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
|(Unaudited)                               
|March 31,
      2010                      

NOTE 1  BASIS OF PRESENTATION

These unaudited interim consolidated financial statements may
  not include all information and footnotes required by US GAAP for complete
  financial statement disclosure. However, except as disclosed herein, there have
  been no material changes in the information contained in the notes to the
  audited consolidated financial statements for the year ended December 31, 2009,
  included in the Companys Form 10-K, which was filed with the Securities and
  Exchange Commission. These unaudited interim consolidated financial statements
  should be read in conjunction with the audited financial statements included in
  the Form 10-K. In the opinion of management, all adjustments considered
  necessary for fair presentation and consisting solely of normal recurring
  adjustments have been made. Operating results for the three months ended March
  31, 2010 are not necessarily indicative of the results that may be expected for
  the year ending December 31, 2010.

Recent Accounting Pronouncements

The Company has reviewed recently issued accounting
  pronouncements and plans to adopt those that are applicable to it. It does not
  expect the adoption of these pronouncements to have a material impact on its
  financial position, results of operations or cash flows.

NOTE 2  PENALTY SHARE OBLIGATION

In connection with the acquisition of Flowstar Trading Inc.
  (Flowstar), and the outstanding shares of Vasjar Trading Ltd. (Vasjar), the
  Company was required to issue 2,400,000 common shares in Tranche 1,, and up to
  an additional minimum 2,080,000 common shares over three years under Tranche 2
  (480,000 on or before April 1, 2005 for Tranche 2, Stage One, 800,000 on or
  before April 1, 2006 for Tranche 2, Stage Two, and 800,000 on or before April 1,
  2007 for Tranche 2, Stage Three).

On April 1, 2007, the Company was not able to deliver 800,000
  free-trading shares called for under the purchase agreement to acquire Vasjar,
  and thus the Company is obligated to issue the former Vasjar shareholders an
  additional 10% penalty common shares of the Company, compounded monthly, for
  each month that the free-trading shares are not delivered resulting in a charge
  to operations for the fair value of these penalty common shares. To date, no
  shares have been issued and the Company has been unable to reach a mutually
  acceptable settlement with the Vasjar shareholders.

The penalty common shares under this stage resulted in other
  income of $130,906 for the three months ended March 31, 2010 (a charge to
  operations of $441,855 for the three months ended March 31, 2009), based on the
  fair value of the shares. As at March 31, 2010, the Company has recorded an
  estimated 24,730,144 common shares valued at $5,209,330. The cumulative amount
  accrued for the obligation has been recorded based on the quoted market price at
  March 31, 2010 multiplied by the estimated aggregate share amount. The
  obligation does not represent a financial instrument and fair value has not been
  determined.

There is a measurement uncertainty as to the actual value of
  this obligation as it is impacted by the market price of the common shares and
  the amount of shares actually owed under the Vasjar purchase agreement.
  Accordingly, the actual loss from the Vasjar purchase agreement is contingent
  upon future events that cannot be reasonably measured at this time.

F-4

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NOTE 3  DISCONTINUED OPERATIONS

During the year ended December 31, 2009, the Company determined
  to leave the electronic metering business to focus on developing its drilling
  related products and related services business, and its water remediation
  technology. On January 5, 2010, the Company sold a substantial portion of its
  assets related to the electronic metering business to a non-related full service
  engineering firm based in Calgary, Alberta Canada. The Company had operated its
  electronic metering systems business through its subsidiary Flowstar.

The following table summarizes the operating results of the
  discontinued operations for the quarters ended March 31, 2010 and 2009
  (unaudited):

|                                           |   | 2010   |  |   | 2009     |  
|------------------------------------------ | - | ------ |  | - | -------- | -
|Revenue                                    | $ | 96,877 |  | $ | 368,724  |  
|Cost of sales                              |   | 79,023 |  |   | 216,926  |  
|                                           |   | 17,854 |  |   | 151,798  |  
|Expenses                                   |   | 1,597  |  |   | 315,523  |  
|Income (loss) from discontinued operations | $ | 16,257 |  | $ | (163,725 | )

The following table sets forth the assets and liabilities of
  the discontinued operations.

|                                                   |   | March 31,   |  |   | December 31, | 
|-------------------------------------------------- | - | ----------- |  | - | ------------ | 
|                                                   |   | 2010        |  |   | 2009         | 
|                                                   |   | (unaudited) |  |   |              | 
|Accounts receivable                                | $ | 44,968      |  | $ | 362,459      | 
|Inventories                                        |   | 14,027      |  |   | 69,426       | 
|Prepaids                                           |   | 41,887      |  |   | 53,156       | 
|Current assets of discontinued operations          |   | 100,882     |  |   | 485,041      | 
|                                                   |   |             |  |   |              | 
|Equipment of discontinued operations               |   | 11,103      |  |   | 12,564       | 
|                                                   |   |             |  |   |              | 
|Total assets of discontinued operations            | $ | 111,985     |  | $ | 497,605      | 
|                                                   |   |             |  |   |              | 
|Accounts payable and accrued liabilities           | $ | 76,805      |  | $ | 376,737      | 
|Current portion of notes payable                   |   | 1,738       |  |   | 9,186        | 
|                                                   |   |             |  |   |              | 
|Total liabilities of discontinued
      operations | $ | 78,543      |  | $ | 385,923      | 

On September 15, 2009, the Company went into default on $90,000
  of its 14% Convertible Secured Debentures and approximately $222,305 of its 14%
  Redeemable Secured Debentures. Although the Company continues to pay the
  interest due on these debentures, as of March 31, 2010, it was in default with
  respect to approximately $163,000 of outstanding principal. All of the foregoing
  debentures are secured by the inventories and accounts receivable of
  Flowstar.

NOTE 4  SUBSEQUENT EVENTS

On April 1, 2010, the Company entered into an investor
  relations agreement. The Company, in exchange for $100, is required to issue
  1,350,000 warrants to purchase common shares of the Company at a price of $0.40
  per share. The warrants expire April 1, 2014. The warrants shall vest 650,000
  upon the date of the agreement and the balance will vest in equal amounts on the
  last day of each month for each of the first six months the agreement is
  effective. If the Company issues common shares, or grants warrants or options,
  at a price lower than $0.40, then the warrants will be re-priced at the lower
  price.

On May 17, 2010, the Company completed a private placement for
  an aggregate amount of $396,647 and issued 1,586,588 units, each consisting of
  one common share of the Company and one common share purchase warrant. The warrants entitle the holders thereof to
  purchase an aggregate of 1,586,588 shares of the Companys common stock, at a
  price of $0.25 per share, for two years.

F-5

---

On May 17, 2010, the Company closed on a private placement for
  250,000 units for proceeds of $100,000. Each unit consists of one common share
  and one common share purchase warrant with an exercise price of $0.60 per
  share.

On May 17, 2010, in connection with prior extensions during
  2008 and 2009 of certain of the Companys obligations under its 14% Redeemable
  Convertible Secured Debentures and its 14% Redeemable Secured Debentures, the
  Company issued to the holders of the debentures warrants to purchase an
  aggregate of 1,100,000 shares of the Companys common stock with an exercise
  price of $0.20 per share which are exercisable for a period of two years and
  warrants to purchase an aggregate of 100,000 shares of the Companys common
  stock with an exercise price of $.40 per share which are exercisable for a
  period of two years.

F-6

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ITEM 2. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION OR PLAN OF OPERATION.

The following discussion and analysis should be read in
conjunction with the consolidated financial statements and related notes
included elsewhere in this Report on Form 10-Q. This discussion contains
forward-looking statements reflecting our current expectations and estimates and
assumptions concerning events and financial trends that may affect our future
operating results or financial position. Actual results and the timing of events
may differ materially from those contained in these forward-looking statements
due to a number of factors, including those discussed in the Cautionary Note
Regarding Forward-Looking Statements set forth above.

Unless the context warrants otherwise, Wescorp Energy Inc.,
including it subsidiaries, is referred to herein as we, us, our,
Wescorp, the Company or our Company.

Overview

We are a clean water company committed to acquiring,
developing, and commercializing technologies that are designed to improve the
environmental, and economic performance of field operations for oil and gas
producers, and to provide solutions to help them overcome the tough operational
challenges they face. To this end, our primary business strategy is to acquire,
fund and develop new systems and technologies in our field through investments
in companies or products for which early stage product development has been
completed, and to provide consulting services with respect to these systems and
technologies. We prefer investments for which we can control the intellectual
property of technologies that have emerged from research and initial development
and are essentially market-ready. We also acquire companies with one or more
technology products being developed that can benefit from the financial,
technical, and business development experience of our management to bring those
products to market in a meaningful manner after they have been fully developed.
Among other strategies, we may attempt to license or form third-party commercial
partnerships based on these acquired technologies. Our corporate offices are
located at Suite 400, 435  4thAvenue S.W., Calgary, Alberta, Canada
T2P 3A8, and the telephone number there is (403) 206-3990. Our website is
http://www.wescorpenergy.com.

In short, our goal is to generate enhanced capital appreciation
for our shareholders by continuing to acquire, develop, and commercialize timely
effective product solutions or strategic investment opportunities for
energy-related applications that generate real returns with above-average cash
flow and margins. To this end, during parts of the first quarter of 2010 we
operated through two strategic Business Units, or SBUs, including; (i) our
subsidiary Total Fluid Solutions Inc. (Total Fluid); and (ii) our subsidiary
Raider Chemical Corporation (Raider). We shut down operations of WSI on
September 1, 2009 in order to eliminate future costs related to this business
unit, and divested ourselves from Flowstar on January 5, 2010. A short synopsis
of each business unit and our recent business activities follows.

Company Background

In 2004 and 2005, the Company recorded its first operating
revenue from the acquired operating businesses of Flowstar Technologies Inc.
(Flowstar), Flowray and their affiliated companies. Flowstar produced advanced
natural gas and gas liquids measurement devices based on electronic flow meters
and advanced turbine measurement technology. We divested ourselves of Flowstar
on January 5, 2010.

On December 18, 2007, Wescorp Technologies Ltd, our
wholly-owned subsidiary, executed and closed an Asset Purchase Agreement with
FEP Services, Inc. (FEP), pursuant to which Wescorp Technologies acquired
certain rights to three different water remediation technologies and assets that
we used to create two new business units - Total Fluid Solutions Inc. (Total
Fluid) and Raider Chemical Corporation (Raider). The three technologies
address remediating three separate contaminates in oilfield water as the result
of the exploration for, and production of, oil and gas, in particular, solids
and hydrocarbon:

| | a. | Total Fluid  Our wholly-owned subsidiary, Total Fluid,
      owns a North American patent for certain oil- water separation technology.
      We are in the process of filing a provisional patent application for
      additional technology which we have developed in the same area. We also
      own all of the intellectual property rights for a solids-oil separation
      technology that is not patented, but is held as a trade secret. With these
      technologies, we hope to be able to remediate two of the main contaminates
      (solids, hydrocarbon) in oilfield water as the result of exploration for,
      and production of, oil and gas. The technology to remove solids from the
      oilfield water uses a proprietary, environmentally friendly, chemical
      process to separate drilling solids from the water and hydrocarbon
      mixtures, which are found in the water as a result of drilling the
      wells. The solids are cleaned to a standard that allows them to be used in
      construction. The technology to remove hydrocarbons from the oilfield
      water uses a patented aeration process that is expected to reduce the
      hydrocarbon content from the conventional 5,000 to 30,000 parts per
      million range to less than 100 parts per million. The third technology, to
      remove salt from the oilfield water, uses a low-energy process of flash
  distillation to separate the salts from the water.
| | -- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

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| | b. | Raider  Our wholly-owned subsidiary, Raider, designs and
      manufactures specialized chemicals used in the cementing and stimulation
      services area, within the oil and gas industry. Raider is currently making
      sales in Canada and is also evaluating possibly expanding operations into
      the US.
| | -- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

Our sources of revenue now include (a) revenues from our
subsidiary, Raider, and (b) revenues from our subsidiary, Total Fluid.

Overall, the Company as a whole has yet to reach profitability
and during the first quarter ended March 31, 2010, we experienced negative cash
flows. If we continue to experience negative cash flows, then we will have to
continue to fund our operations by the issuance of new equity and/or the
assumption of debt. There can be no assurances that we will be successful in
these regards, which would significantly affect our ability to execute our
business plan.

Although we are somewhat optimistic regarding our future
operations based on our sales for the last three quarters of 2009, additional
cash will be required: (i) to fund the purchase of sufficient inventory; (ii) to
finance the build-up of trade accounts receivable; and (iii) to fund the ramp-up
of our water remediation technologies. Consequently, forecasting our total cash
requirement is difficult at this time due to the contingent nature of the timing
and volume of sales we expect over that same period.

In the near future, we intend to raise additional capital by
selling new equity, or incurring debt, to finance the following:

- The business development and expansion of water and soil remediation
  technologies (Total Fluid and Raider);
- The potential acquisition of possible new technologies and businesses
  related to our existing strategic business units, with the intent that they
  would add value to our overall business almost immediately upon closing; and
- Any negative cash flow resulting from operations.

Our current and future opportunities for success depend on, to
a great extent, the continued employment of and performance by senior management
and key personnel. As we continue to grow, the demands and skill sets of our
senior management will change. As needed, new executives will be hired with the
skill sets and experience required to enhance those areas which require
specialized expertise.

Past Acquisitions

Acquisition of Flowstar and Flowray

On March 31, 2004, we, through our Alberta subsidiary 1049265
Alberta Ltd., acquired 100% of the outstanding shares of Flowstar and Flowray
for cash payments to the selling shareholders totaling approximately $414,074
(CAD $550,000) pursuant to the share purchase and subscription agreement dated
June 9, 2003, as amended effective January 14, 2004.

Related Agreements to Acquire 100% of Vasjar Trading
Ltd.

We also entered into share purchase agreements dated effective
January 14, 2004 pursuant to which we acquired 100% of the outstanding shares of
Vasjar Trading Ltd. (Vasjar). Vasjar in turn owns 100% of the outstanding
shares of Quadra, a Barbados corporation. Pursuant to an agreement dated
effective as of August 30, 2003, Flowray had transferred to Quadra all of its
intellectual property rights, including rights to the technology related to the
DCR 900 system, in consideration of a promissory note in the principal amount of
CAD $604,500 without interest. Flowstar and Flowray were legally amalgamated on
December 31, 2004 into one company that continued under the name Flowstar
Technologies Inc.

In consideration of the purchase of all the outstanding shares
of Vasjar from its two shareholder entities (that each owned 50% of Vasjars
outstanding shares), Wescorp issued shares (and will issue additional shares),
all of which are required to be registered for resale upon delivery, to each of
the two shareholders of Vasjar in equal amounts as follows:

8

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- Tranche 1: an aggregate of 2,400,000 shares of common stock of the
  Company (1,200,000 shares to each of the two shareholders) on April 28, 2004;
  and
- Tranche 2: an aggregate of up to 2,080,000 additional shares of
  common stock of the Company (up to 1,040,000 additional shares to each of the
  two shareholders) to be issued in stages as follows:

Stage One. On or before April 1, 2005,
the Company was required to issue 480,000 additional shares based on sales
achieved in the 2004 calendar year (240,000 shares to each shareholder).

Stage Two. On or before April 1, 2006,
the Company was required to issue 800,000 additional shares based on sales
achieved in the 2005 calendar year (400,000 shares to each shareholder).

Stage Three. On or before April 1,
2007, Wescorp was required to issue 800,000 additional shares based on sales
achieved in the 2006 calendar year (400,000 shares to each shareholder).

We were not able to deliver free-trading shares on April 1,
2005, and under the Vasjar purchase agreements we were required to pay an
additional 48,000 Wescorp shares for each month that the shares were not
delivered, covering the months April through September 2005. In September 2005,
a third party acquired the interests of the former Vasjar shareholders in
connection with the share delivery requirements of Tranche 2, Stage One. As a
result, we owed shares under Tranche 2, Stage One to the third party.

On November 22, 2006, we entered into a letter agreement with
the third party (the Third Party Letter Agreement), pursuant to which we
agreed to deliver to the third party 1,000,000 restricted shares of our common
stock to fulfill the Tranche 2, Stage One debt requirements that the third party
acquired from the former Vasjar shareholders. These shares were delivered to,
and accepted by, the third party on November 22, 2006.

On April 1, 2006, we were not able to deliver free-trading
shares called for under Tranche 2, Stage Two, and thus we were required to pay
the former Vasjar shareholders additional Wescorp common shares for each month
that the shares were not delivered. In February 2007, the third party acquired
the interests of the former Vasjar shareholders in connection with the share
delivery requirements of Tranche 2, Stage Two. As a result, the Company owed the
shares under Tranche 2, Stage Two to a third party. By December 18, 2007,
Wescorp had issued 3,654,750 restricted common shares to the third party in
fulfillment of Tranche 2, Stage Two.

Under the agreement, if any of the Wescorp shares to be issued
to the former Vasjar shareholders have not been delivered for a period of 182
days after the applicable due date, the former Vasjar shareholders may at their
option terminate the share purchase agreements, without notice or prior
opportunity to cure. The former Vasjar shareholders did not exercise these
rights, and they sold to a third party their rights, including their rights to
receive shares and/or penalty shares from the Company under both Stage One and
Stage Two. We have also received a written waiver from the third party waiving
and canceling any termination rights that the third party may have as a result
of his purchase of certain rights under the Vasjar purchase agreements. In
addition, we pledged to the former Vasjar shareholders all the Vasjar shares as
security to guarantee Wescorps performance under the share purchase
agreements.

Although the Registration Statement covering the shares to be
delivered to the Vasjar shareholders became effective in January 2008, as of May
17, 2010, we had not delivered the Vasjar shares under Tranche 2, Stage Three
because we were involved in discussions with the former Vasjar shareholders
concerning the possibility of reaching a mutually acceptable agreement regarding
the number of free-trading shares to be delivered. Without taking into account
the Companys position that the number of shares should be smaller and that the
agreement limits the total number of shares issuable in connection with Tranche
2, the former Vasjar shareholders believe they are entitled to the 800,000
shares issuable under Stage Three plus penalty shares for the delayed delivery.
Because we did not deliver any shares under Tranche 2, Stage Three by October 1,
2007, the former Vasjar shareholders currently have the right to terminate their
respective share purchase agreements with us. If they do so, we would no longer
own Vasjar or its subsidiary, Quadra, including the intellectual property rights
owned by Quadra. With the completion of the acquisition of Vasjar, Wescorp owns,
subject to Vasjars right to terminate the acquisition agreement, all the
proprietary technology originally owned by Flowray (which was subsequently
amalgamated with Flowstar) related to the DCR 900 system and other products.

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Acquisition of Intellectual Property and Other Assets from
FEP Services Inc.; Business of Total Fluid Solutions and Raider Chemical
Corporation

On December 18, 2007, the Company effectively completed an
agreement to purchase intellectual property and other assets from FEP. Different
portions of this intellectual property and these other assets were transferred
to our newly formed wholly-owned subsidiaries, Total Fluid Solutions and Raider
Chemical Corporation, respectively, as described below. Under the terms of the
purchase agreement, our wholly-owned subsidiary, Wescorp Technologies, assumed
liabilities of approximately CAD $240,000 and delivered to FEP: (i) a two-year
promissory note in the face amount of CAD $2,665,000; (ii) 13,900,000 restricted
shares of common stock of Wescorp Energy; and (iii) 470,143 shares of common
stock of Oilsands at an agreed value of $2,192,277. Also in connection with the
Asset Purchase Agreement, Wescorp Technologies entered into a license agreement
with a third party and a consulting agreement with each of Messrs. Bowhay and
McCaw to provide various consulting services.

Total Fluid Solutions

Our wholly-owned subsidiary, Total Fluid Solutions Inc. (Total
Fluid), owns the world-wide rights to certain oil-water separation technology
in the oil and gas field. The Canadian patent rights expire in March 2011. We
have filed a provisional patent application for the worldwide oil and gas rights
for additional technology in the same area. We also own all of the intellectual
property rights for a solids-oil separation technology that is not patented, but
is held as a trade secret. With these technologies, we hope to be able to
remediate two of the main contaminates (solids, hydrocarbon) in oilfield water
as the result of exploration for, and production of, oil and gas. We intend to
use these technologies independently or in conjunction with each other or other
water remediation technologies in order to address the critical water issues
facing the oil and gas industry today.

The technology to remove solids from the oilfield water uses a
proprietary, environmentally friendly, chemical process to separate drilling
solids from the water and hydrocarbon mixtures, which are found in the water as
a result of drilling the wells. The solids are cleaned to a standard that allows
them to be used in construction. The technology to remove hydrocarbons from the
oilfield water uses a patented aeration process that is expected to reduce the
hydrocarbon content from the conventional range of 5,000 to 30,000 parts per
million to less than 10 parts per million. The third technology, to remove salt
from the oilfield water, uses a low-energy process of flash distillation to
separate the salts from the water.

The Total Fluid field testing has been completed at our
industry-sponsored production facility, involving 120 oil and gas wells. During
the last phase of our test period, we maintained over 90% uptime, with minimal
interruptions. Our operational results have provided valuable data to our
industry sponsors, allowing them to recommend technical improvements to our
equipment, resulting in savings in operating costs. These independent
third-party verified results showed that the H2Omaxx unit reduced the hydrocarbon content in water down to below 10 parts per
million.

We believe that all indications are that our technology is
sound and that the market opportunity is vast. We continue to work with the
University of Calgary and the Canadian Environmental Technology Advancement
Corporation on proving scalability and validating the technologys use in other
areas of applications.

Since the beginning of the second quarter of 2008, we have
demonstrated our unit to over 100 investors, clients, industry experts, and
government officials. It is hoped that these demonstrations will lead to future
sales opportunities of the unit. We have signed our first sales order for one
unit with options for up to an additional 255 units over the next five years.

Wescorp has had extensive discussions with interested parties
regarding a worldwide strategic marketing and distribution alliance for the H2Omaxx technology in the oil
and gas sector. A Letter of Intent for a Worldwide Exclusive Licensing Agreement
to market and manufacture the H2Omaxx technology was signed with
Weatherford International Inc. The parties currently are negotiating an agreement.

In June 2009 Wescorp moved its initial H2Omaxx
unit to Kansas where it was in operation with an independent oil and gas
company until August 2009. In addition, Wescorp has received an order
for one H2Omaxx unit and one HCXT unit from Western Canadian Oil Sands, Inc. for use in Northern
Alberta.

On July 23, 1009, Wescorp and Cancen Oil Canada Corporation
(Cancen), an oilfield waste management and processing company based in western
Canada, signed a letter of intent to enter into a 50:50 joint venture agreement.
Under the terms of the letter of intent a minimum of 12 units of
H2Omaxx water and HCXT solids units, in any combination, will be
strategically installed over the next 12 months at Cancens facilities to
significantly increase efficiency and reduce operating costs.

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On September 02, 2009 Cancen posted a $1,000,000 irrevocable
line of credit for the immediate construction of three units to be deployed at
Cancens facilities.

Under the terms of the letter of intent, Wescorp will be
responsible for providing the intellectual property and technical support.
Cancen will be responsible for operating and managing the joint venture and
funding the operations, including, but not limited to, the construction and deployment costs of all
H2Omaxx and HCXT remediation units.
  
  Under the terms of the letter of intent, the joint venture
will share in the revenue generated by the use of Wescorps H2Omaxx and HCXT units at Cancens facilities. Upon initial operation
of the remediation units, the revenue will be split 25:75 (Wescorp: Cancen)
until 110% of the construction costs are repaid to Cancen. Thereafter, the
revenue will be shared on a 50:50 basis.

For further details see our Current Report on Form 8-K filed
with the SEC on August 04, 2009 and September 21, 2009.

On April 14, 2010, Wescorp entered into an agreement to
lease a H unit to Cancen. Under the terms of this agreement
Wescorp and Cancen will share in the revenue generated from the oil
recovered by the use of Wescorps H2Omaxx unit at Cancens facility on a 50:50 basis. Cancen is responsible for
all the costs related to the mobilization, commissioning, maintenance, and repair of the H2Omaxx unit
while it is being utilized under the terms of the lease. Cancen is also
responsible for the costs associated decommissioning and removal costs of the
H2Omaxx unit when the lease is terminated. The lease maybe terminated by either party upon 15 days prior written
notice.

Raider Chemical Corporation

Our wholly-owned subsidiary, Raider Chemical Corporation
(Raider), designs and manufactures specialized chemicals used in the cementing
and stimulation services area, within the oil and gas industry. Raider is
currently making sales in Canada, and the US.

Operations Summary

Results from Operations  2010 Compared to 2009 - Adjusted
for Discontinued Operations

Three Months Ended March 31, 2010 Compared to Three Months
Ended March 31, 2009

Revenues

Revenues during the quarter ended March 31, 2010 were $445,916
compared to $200,875 for the quarter ended March 31, 2009, an increase of
$245,041, or 122.0% . This improvement is primarily attributed to the increased
drilling activity of Raiders main customer. In addition, Raider has added a
second chemical line to diversify its product offerings and increase its
customer base.

Also contributing to the increase in revenue is the
strengthening of the Canadian dollar relative to the US dollar. The average
exchange rate for the Canadian dollar compared to the US dollar increased by
approximately 19.7% .for the quarter ended March 31, 2010 compared to the same
quarter in 2009. As virtually all revenue is from sales to customers in Canada,
the increase in the exchange rate had a significant impact on revenue for the
three months ended March 31, 2010.

Cost of Sales

As a percentage of revenues, cost of sales for the quarter
ended March 31, 2010 decreased to 61.8% versus 75.4% for the quarter ended March
31, 2009. A significant portion of the inventory is purchased from suppliers in
the U.S.A. and the cost of these goods has been lower when compared to the prior
year due to the strengthening of the Canadian dollar as described above. Also, a
portion of the cost of sales are fixed in nature and when these costs are
distributed over a larger revenue figure the related cost of sales percentage
decreases.

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Expenses

Operating expenses for the quarter ended March 31, 2010 were
$715,477 versus $888,832 for the quarter ended March 31, 2009, a decrease of
$173,355. The largest decreases in our operating expenses were in consulting;
wages and benefits; depreciation and amortization; interest, finance, and bank
charges; wages stock based, and research and development as explained below.

Consulting fees incurred in the three-month period ended March
31, 2010 in the amount of $49,052 were $103,504 lower than the $152,556 incurred
in the same period for 2009. Under the terms of consulting contracts that
existed at March 31, 2009, we were required to issue 300,000 common shares that
were valued at $99,900. No corresponding costs for consulting fees paid with
shares were incurred in the quarter ended March 31, 2010. In addition, there was
one less consulting contract with consultants in the quarter ended March 31,
2010 when compared to the same period in 2009.

Wages and benefits decreased to $208,410 during the quarter
ended March 31, 2010 versus $263,156 during the quarter ended March 31, 2009, a
decrease of $54,746. Savings can be attributed to not replacing employees who
left the Company and the Companys decision to lay off certain employees. As
most of the employees are paid in Canadian dollars, the Company realized an
offsetting increase in payroll costs due to the strengthening of the Canadian
dollar when compared to the US dollar as described above.

Depreciation and amortization expense for the quarter ended
March 31, 2010 was $2,743 versus $50,068 for the quarter ended March 31, 2009, a
decrease of $47,325. At December 31, 2009, the Company recorded an impairment in
the value of the equipment used in the water remediation business unit in the
amount of $381,706. This write-down was necessary as this equipment did not
demonstrate that the sum of the expected undiscounted future cash flows for
these assets would be greater than the carrying amount of the assets. As the
impaired assets were being depreciated at March 31, 2009, the corresponding
expense for that period was higher than in 2010. In addition, the value of
property and equipment, other than the equipment used in the water remediation
business unit that was not fully depreciated at March 31, 2009 was higher than
at March 31, 2010.

We incurred interest, finance and bank charges of $73,151 for
the quarter ended March 31, 2010 compared to $112,487 incurred during the
quarter ended March 31, 2009. The decrease in this expense can be attributed to
the reduction in interest-bearing debt from $3,919,351 at March 31, 2009, to
$2,700,651 at March 31, 2010. The settlement of the $2,250,000 principal balance
of a debenture in exchange for 4,500,000 common shares of the Company on
September 15, 2009, was the primary reason for the reduction in interest-bearing
debt.

During the quarter ended March 31, 2009, options to purchase
100,000 common shares pursuant to employment agreements for executive officers,
valued at $35,500, vested. In the same period for 2010, no options to purchase
common shares pursuant to employment agreements for executive officers vested.
Thus, the Company had a decrease of $35,500 in stock-based wages during the
three months ended March 31, 2010 compared to the three months ended March 31,
2009.

No costs for research and development of the
H2Omaxx technology were incurred in the quarter ended March 31,
2010, compared to the $26,801 incurred in the quarter ended March 31,
2009. Additional expenses related to the H2Omaxx
technology during the quarter ended March 31, 2010, were for repairs and
maintenance to bring the unit up to its original specifications. During the
quarter ended March 31, 2009, expenditures totaling $41,566 were made on the
development of the H2Omaxx technology which were partially offset
by grant funds received in the period.

The Company decided to compensate outside directors in the form
of shares commencing on April 1, 2006. During the quarter ended March 31, 2010,
the Company incurred $ 10,243 in directors fees compared to $15,618 for the
same period in 2009. The lower costs are a direct result of a decrease in the
market price of Wescorp shares.

The above decreases were partially offset by increases in
advertising and investor relations; travel; office; equipment repairs, and
maintenance; insurance; and legal and accounting expenses.

Advertising and investor relations expenses increased by
$49,095 to $94,682 for the quarter ended March 31, 2010 versus $45,587 reported
for the quarter ended March 31, 2009. This increase is a direct result of the
contracts for investor relations consulting services in the quarter ended March
31, 2010 were for higher amounts than the contracts that existed during the
quarter ended March 31, 2009. In addition, costs were incurred in the first
quarter of 2010 for presentations to potential investors, and for website
development that were not incurred in 2009.

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Travel expenses during the quarter ended March 31, 2010
increased to $53,614 versus the $25,726 incurred in the quarter ended March 31,
2009. This increase is a direct result of doing presentations to potential
investors in the US which did not occur in the corresponding period in 2009. In
addition, the costs associated with vehicle lease contracts were at higher
amounts in the three months ended March 31, 2010 than similar contracts in the
three months ended March 31, 2009. Travel costs for Total Fluid increased to
$15,219 in the quarter ended March 31, 2010 versus the $10,831 incurred in the
same period for 2009.

Office expenses for the quarter ended March 31, 2010 were
$104,670 compared to $79,180 for the quarter ended March 31, 2009. The increase
of $25,490 is primarily a result of increased rent charges. Prior to the
discontinuation of the operations of Flowstar, certain long-term leases and
short-term rentals were being charged to that business unit. As not all the
space under these contracts can be charged to sub-tenants, the excess previously
allocated to that business unit is now being charged against continuing
operations. There were also increased costs for telephone charges as well as the
office costs of the Total Fluid and Raider business units in the three months
ended March 31, 2010, versus the same period of 2009. As almost all of the
office expenses were incurred in Canadian dollars instead of US dollars, some
additional costs were also incurred by the increase in the exchange rate for the
Canadian dollar as described above.

During the quarter ended March 31, 2010, expenses in the amount
of $22,918 were incurred for repairs and maintenance to bringthe H2Omaxx unit up to its original
specifications. As this unit was still under development in the quarter ended
March 31, 2009, no corresponding costs were incurred during that
period.

Insurance expense for the quarter ended March 31, 2010, was
$29,498 compared to $20,875 for the quarter ended March 31, 2009. The increase
is due to higher premiums for our directors and officers liability insurance
partially offset by a slight decrease in our comprehensive insurance
premiums.

Legal and accounting costs for the three months ended March 31,
2010, were $66,496, which was an increase of $5,218 compared to the
corresponding period of 2009. The increase in 2010 is directly related to higher
legal fees required for the disposition of the Flowstar business unit.

Other Income and Expenses

For the quarter ended March 31, 2010, other expenses have
decreased by $548,500 from the same period in 2009. This decrease is the net
result of the matters described below.

We did not deliver free-trading shares called for under Tranche
2, Stage Three of the agreement to acquire the outstanding shares of Vasjar, and
we have accounted for certain penalty shares that may be due to the former
Vasjar shareholders for each month that the shares are not delivered. This
accounting resulted in other income of $130,906 being recorded for the quarter
ended March 31, 2010, (March 31, 2009  other expense of $441,855) which
reflects the increase in shares potentially needed to be delivered and the
closing trading price of Wescorp shares as at March 31, 2010. We do not agree
with the former Vasjar shareholders that they are entitled to all these shares,
but we intend to account for the shares in this manner until the matter is
resolved. The closing price of Wescorp common shares at March 31, 2010 was
$0.21, a drop of $0.08 per share from the closing price of Wescorp common shares
at December 31, 2009. This large decrease in the share price reduced the
estimated value of the liability with respect to Tranche 2, Stage Three from the
amount that was estimated at December 31, 2009, and accordingly, other income
was recorded in the three months ended March 31, 2010.

The foreign currency loss of $21,709 for the quarter ended
March 31, 2010 is a direct result of the Canadian dollar being stronger than the
U.S. dollar at March 31, 2010 when compared to December 31, 2009. Many payables
are denominated in Canadian dollars, and as that currency strengthens, exchange
losses result when payables are settled. The foreign currency gain of $2,552 for
the quarter ended March 31, 2009 was a direct result of the Canadian dollar
being slightly weaker than the U.S. dollar at March 31, 2009 when compared to
December 31, 2008.

Income (Loss) from Discontinued Operations

During the year ended December 31, 2009, the Company determined
to exit the natural gas flow measurement business to focus on developing its
drilling related products and related services business, and its water
remediation technology. In January 2010, the Company sold a substantial portion
of its assets related to the natural gas flow measurement business to a
non-related full service engineering firm based in Calgary, Alberta, Canada. The
Company had sold its natural gas flow measurement systems through its subsidiary
Flowstar. After taxes, the Company had income from discontinued operations of
$16,257 in the quarter ended March 31, 2010 compared to a loss of $163,725 for the
quarter ended March 31, 2009. The Company has reclassified the operating results
of this business unit as discontinued operations as they are material to the
Company's consolidated financial statements.

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Net Loss

The net loss for the quarter ended March 31, 2010 of $419,496
compared to a net loss of $1,442,501 for 2009 is due to the net effect of the
increase in gross profit of $121,168, decrease in operating expenses of
$173,355, decrease in other expenses of $548,500 and the decrease in the loss
from discontinued operations of $179,982 as set forth above.

Continued Liquidity and Financing of Business Plan

To date, our operations have been funded by a combination of
short-term debt and equity financing. Currently, cash on hand, short-term
investments and collection of trade accounts receivable are our only existing
sources of liquidity. In the event that we do not achieve positive cash flow
from operations in 2010, we will be relying on debt and equity financings to
provide our Company with sufficient capital to continue our development and
operational plans. There can be no assurance that we can continue to grow, which
would have a significant effect on the financial condition of our Company and
our ability to effectively implement our proposed business plans.

Although we do not have any lending arrangements in place with
banking or financial institutions, we intend to seek conventional bank financing
for the Company once we redeem or effect the conversion of the outstanding
short-term convertible debenture to equity as noted herein.

We are also currently in the process of arranging financing for
our 2010 operations and investment plan. As part of our overall investment
objectives, we intend to attempt to acquire and develop one or more additional
remediation technologies in 2010. Our total anticipated funding requirement
through the end of 2010 is estimated to be approximately $2,500,000. We believe
that if we are able to obtain this financing, of which there is no assurance,
our cash balances will be sufficient to carry on normal operations for the next
twelve months plus meet any cash requirements that may be needed for target
investments or acquisitions. Any sale of additional equity securities, if
undertaken, will result in dilution to our stockholders. There can be no
assurance that additional financing, when required, will be available to us or
on acceptable terms.

Off-Balance Sheet Arrangements

We have never entered into any off-balance sheet financing
arrangements and have not formed any special purpose entities. We have not
guaranteed any debt or commitments of other entities or entered into any options
on non-financial assets.

ITEM 4T. CONTROLS AND PROCEDURES

(a)       Disclosure Controls and
Procedures. An evaluation was carried out under the supervision and with the
participation of our management, including our Principal Financial Officer and
Principal Executive Officer, of the effectiveness of our disclosure controls and
procedures as of the end of the period covered by this report on Form 10-Q.
Disclosure controls and procedures are procedures designed with the objective of
ensuring that information required to be disclosed in our reports filed under
the Securities Exchange Act of 1934, such as this Form 10-Q, is recorded,
processed, summarized and reported, within the time period specified in the
Securities and Exchange Commissions rules and forms, and that such information
is accumulated and is communicated to our management, including our Principal
Executive Officer and Principal Financial Officer, or persons performing similar
functions, as appropriate, to allow timely decisions regarding required
disclosure. Based on that evaluation, our Principal Financial Officer and
Principal Executive Officer concluded that, as of March 31, 2010, our disclosure
controls and procedures are effective to satisfy the objectives for which they
are intended.

(b)       Changes in Internal
Control over Financial Reporting. There were no changes in our internal control
over financial reporting identified in connection with the evaluation required
by paragraph (d) of Rule 13a-15 or Rule 15d-15 under the Exchange Act that
occurred during the Companys last fiscal quarter that have materially affected,
or are reasonably likely to materially affect, our internal control over
financial reporting.

14

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PART II - OTHER INFORMATION

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

On February 19, 2010, we issued 100,000 units, at a price of
$0.25 per unit, for total proceeds of $25,000. Each unit consists of one share
of common stock and one common stock warrant. One warrant entitles the holder to
purchase one additional common share at a price of $0.50 per share at any time
until the second anniversary of the date of issuance of the warrant. The units
were issued to non-US residents outside the United States in reliance upon the
exemption from registration under Regulation S of the Securities Act of 1933, as
amended. This issuance qualified for exemption from registration because (i) the
securities were sold to non-U.S. investors in an offshore transaction (as
defined under Regulation S); (ii) the Company did not use any directed selling
efforts (as defined under Regulation S) in the United States; (iii) offering
restrictions (as defined under Regulation S) were implemented by the Company;
and (iv) the investors received and will receive upon execution of any warrant
restricted securities that include all applicable legends and are subject to
resale limitations in accordance with Regulation S. The Company is required to
pay a 10% commission to a non-U.S. resident outside the U.S. in conjunction with
this private placement in the form of 10,000 units that have the same terms and
conditions as those issued in the private placement.

ITEM 3. DEFAULT UPON SENIOR SECURITIES.

On September 15, 2009, the Company went into default on $90,000
of its 14% Convertible Secured Debentures and approximately $73,000 of its 14%
Redeemable Secured Debentures. Although the Company continues to pay the
interest due on these debentures, as of the filing date of this report, it was
still in default with respect to approximately $163,000 of outstanding
principal. In addition, as of May 15, 2010, the Company went into default on
approximately $140,000 of its 14% Redeemable Secured Debentures. The Company
also continues to pay the interest due on these debentures; however, as of the
filing date of this report, it was still in default with respect to
approximately $140,000 of outstanding principal. All of the foregoing debentures
are secured by the inventories and accounts receivables of Flowstar.

ITEM 6. EXHIBITS.

|Exhibit |                                                                                                                                                                                                                                                                                                                                                                           
|------- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Number  | Description                                                                                                                                                                                                                                                                                                                                                               
|2.1     | Share Purchase and Subscription
      Agreement dated June 9, 2003 among the Company, 1049265 Alberta Ltd.,
      Flowray, Flowstar, New Millennium Acquisitions Ltd. ("New Millennium") and
      Gregory Burghardt. (Incorporated by reference to the Companys Current
      Report on Form 8-K/A filed with the Commission on May 12, 2004, File No.
      000-30095.)
|        |                                                                                                                                                                                                                                                                                                                                                                           
|2.2     | Share Purchase Agreement dated
      as of January 14, 2004 between the Company and the Trustee of the Epitihia
      Trust. (Incorporated by reference to the Companys Current Report on Form
  8-K/A filed with the Commission on May 12, 2004, File No. 000-30095.)                                                                                                   
|        |                                                                                                                                                                                                                                                                                                                                                                           
|2.3     | Share Purchase Agreement dated
      as of January 14, 2004 between the Company and the Trustee of the Abuelo
      Trust. (Incorporated by reference to the Companys Current Report on Form
  8-K/A filed with the Commission on May 12, 2004, File No. 000-30095.)                                                                                                     
|        |                                                                                                                                                                                                                                                                                                                                                                           
|2.4     | Share Purchase and Subscription
      Amending Agreement dated January 14, 2004 among the Company, 1049265
      Alberta Ltd., Flowray, Flowstar, New Millennium and Gregory Burghardt.
      (Incorporated by reference to the Companys Current Report on Form 8- K/A
      filed with the Commission on May 12, 2004, File No. 000-30095.)                             
|        |                                                                                                                                                                                                                                                                                                                                                                           
|2.5     | Share Purchase Agreement dated
      as of January 14, 2004 between the Company and Epitihia Trust.
      (Incorporated by reference to the Companys Current Report on Form 8-K/A
      filed with the Commission on May 12, 2004, File No. 000-30095.)                                                                                                                  
|        |                                                                                                                                                                                                                                                                                                                                                                           
|2.6     | Share Purchase Agreement dated
      as of January 14, 2004 between the Company and Abuelo Trust. (Incorporated
      by reference to the Companys Current Report on Form 8-K/A filed with the
      Commission on May 12, 2004, File No. 000-30095.)                                                                                                                    
|        |                                                                                                                                                                                                                                                                                                                                                                           
|2.7     | Share Purchase Option Agreement
      dated February 10, 2004 between the Company and Olav Ellingsen
  (Incorporated by reference to
      the Companys Current Report on Form 8-K filed with the Commission on
    April 9, 2004, File No. 000-30095.)                                                                                                                  

15

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|Exhibit |                                                                                                                                                                                                                                                                                                                                    
|------- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Number  | Description                                                                                                                                                                                                                                                                                                                        
|2.8     | Amending Agreement dated as of June 16, 2004 between the
      Company and the Trustee of the Epitihia Trust. (Incorporated by reference
      to the Companys Quarterly Report on Form 10-QSB filed with the Commission
      on August 26, 2004, File No. 000-30095.)                                                           
|        |                                                                                                                                                                                                                                                                                                                                    
|2.9     | Amending Agreement dated as of June 16, 2004 between the
      Company and the Trustee of the Abuelo Trust. (Incorporated by reference to
      the Companys Quarterly Report on Form 10-QSB filed with the Commission on
      August 26, 2004, File No. 000-30095.)                                                             
|        |                                                                                                                                                                                                                                                                                                                                    
|2.10    | Form of Subscription Agreement dated March 15, 2005 by
      and between Wescorp and the Purchaser named therein. (Incorporated by
      reference to the Companys Current Report on Form 8-K filed with the
      Commission on March 21, 2005, File No. 000-30095.)                                                             
|        |                                                                                                                                                                                                                                                                                                                                    
|2.11    | Form of Subscription Agreement dated April 28, 2005
      between and Wescorp and the Purchaser named therein. (Incorporated by
      reference to the Companys Current Report on Form 8-K filed with the
      Commission on April 29, 2005, File No. 000-30095.)                                                                
|        |                                                                                                                                                                                                                                                                                                                                    
|2.12    | Form of Subscription Agreement between the Company and
      the United States Resident Purchaser named therein. (Incorporated by
      reference to the Companys Current Report on Form 8-K filed with the
      Commission on December 24, 2006, File No. 000-30095.)                                                           
|        |                                                                                                                                                                                                                                                                                                                                    
|2.13    | Form of Subscription Agreement between the Company and
      the Non-United States Resident Purchaser named therein. (Incorporated by
      reference to the Companys Current Report on Form 8-K filed with the
      Commission on December 24, 2006, File No. 000-30095.)                                                       
|        |                                                                                                                                                                                                                                                                                                                                    
|2.14    | Purchase Agreement dated March 23, 2007 between the
      Company and 306538 Alberta Ltd. (Incorporated by reference to the
      Companys Current Report on Form 8-k filed with the Commission on March
      27, 2007, File No. 000-30095.)                                                                                     
|        |                                                                                                                                                                                                                                                                                                                                    
|2.15    | Agreement and Plan of Merger between the Company and
      Strategic Decision Sciences, USA, Inc. dated as of September 5, 2007
    (Incorporated by reference to Form 8-K filed on September 11, 2007.)                                                                                                                           
|        |                                                                                                                                                                                                                                                                                                                                    
|3.1     | Restated Articles of Incorporation of the Company filed
      February 17, 2004. (Incorporated by reference to the Companys Annual
      Report on Form 10-KSB/A filed with the Commission on May 13, 2004, File
      No. 000- 30095.)                                                                                           
|        |                                                                                                                                                                                                                                                                                                                                    
|3.2     | Amended and Restated Bylaws (Incorporated by reference to
      the Companys Annual Report on Form 10-K filed with the Commission on
      April 15, 2009, File No. 000- 30095.)                                                                                                                                                  
|        |                                                                                                                                                                                                                                                                                                                                    
|4.1     | Form of Common Stock Purchase Warrant dated March 15,
      2005. (Incorporated by reference to the Companys Current Report on Form
    8-K filed with the Commission on March 21, 2005, File No. 000- 30095.)                                                                                                                    
|        |                                                                                                                                                                                                                                                                                                                                    
|4.2     | Certificate for 14% Secured Convertible Debenture dated
      April 28, 2005 (Incorporated by reference to the Companys Current Report
      on Form 8-K filed with the Commission on April 29, 2005, File No. 000-
      30095.)                                                                                                 
|        |                                                                                                                                                                                                                                                                                                                                    
|4.3     | Form of Common Stock Purchase dated April 28, 2005.
      (Incorporated by reference to the Companys Current Report on Form 8-K
  filed with the Commission on April 29, 2005, File No. 000-30095.)                                                                                                                               
|        |                                                                                                                                                                                                                                                                                                                                    
|4.4     | Addendum dated February 6, 2003 to that certain Loan
      Agreement dated January 28, 2003 between the Company and AHC Holdings Ltd.
      containing Stock Purchase Warrant (Incorporated by reference to the
      Companys Current Report on Form 8-K filed with the Commission on April
      28, 2003, File No. 000- 30095.)
|        |                                                                                                                                                                                                                                                                                                                                    
|4.5     | Form of Warrant issued to the United States Resident
      Purchaser named therein. (Incorporated by reference to the Companys
      Current Report on Form 8-K filed with the Commission on December 24, 2006,
      File No. 000- 30095.)                                                                                       

16

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|Exhibit |                                                                                                                                                                                                                                                 
|------- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Number  | Description                                                                                                                                                                                                                                     
|4.6     | Form of Warrant issued to the Non-United States Resident
      Purchaser named therein. (Incorporated by reference to the Companys
      Current Report on Form 8-K filed with the Commission on December 24, 2006,
      File No. 000- 30095.)
|        |                                                                                                                                                                                                                                                 
|4.7     | Form of Debenture Certificate 14% Redeemable Secured
      Debenture issued to Non-United States Residents (Incorporated by reference
      to the Companys Current Report on Form 8-K filed with the Commission on
      February 20, 2008.)  
|        |                                                                                                                                                                                                                                                 
|4.8     | Form of Warrant issued to Non-United States Residents
      (Incorporated by reference to the Companys Current Report on Form 8-K
      filed with the Commission on February 20, 2008.)                                                       
|        |                                                                                                                                                                                                                                                 
|4.9     | Form of Warrant issued to Non-United States Residents
      (Incorporated by reference to the Companys Current Report on Form 8-K
      filed with the Commission on May 7, 2009.)                                                             
|        |                                                                                                                                                                                                                                                 
|31.1*   | Certification of Chief Executive Officer pursuant to
  Section 302 of the Sarbanes-Oxley Act of 2002                                                                                                                                            
|        |                                                                                                                                                                                                                                                 
|31.2 *  | Certification of Principal Financial and Accounting
  Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002                                                                                                                         
|        |                                                                                                                                                                                                                                                 
|32.1*   | Certification of Chief Executive Officer and Principal
      Financial and Accounting Officer pursuant to 18 U.S.C. Section 1350, as
  adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002                                        

* Filed herewith.

17

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.

|                   | Wescorp Energy, Inc.               
|------------------ | -----------------------------------
|                   |                                    
|Date: May 20, 2010 | By: /s/ Douglas Biles              
|                   | Douglas Biles                      
|                   | Chief Executive Officer            
|                   | (Principal Executive Officer)      
|                   |                                    
|Date: May 20, 2010 | By: /s / Blaine Miciak             
|                   | Blaine Miciak                      
|                   | Controller                         
|                   | (Principal Financial and Accounting
|                   | Officer)                           

18

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EXHIBIT INDEX

|Exhibit |                                                                                                                                                                                                                                                                                                                                                                           
|------- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Number  | Description                                                                                                                                                                                                                                                                                                                                                               
|2.1     | Share Purchase and Subscription
      Agreement dated June 9, 2003 among the Company, 1049265 Alberta Ltd.,
      Flowray, Flowstar, New Millennium Acquisitions Ltd. ("New Millennium") and
      Gregory Burghardt. (Incorporated by reference to the Companys Current
      Report on Form 8-K/A filed with the Commission on May 12, 2004, File No.
      000-30095.)
|        |                                                                                                                                                                                                                                                                                                                                                                           
|2.2     | Share Purchase Agreement dated
      as of January 14, 2004 between the Company and the Trustee of the Epitihia
      Trust. (Incorporated by reference to the Companys Current Report on Form
      8-K/A filed with the Commission on May 12, 2004, File No. 000-30095.)                                                                                               
|        |                                                                                                                                                                                                                                                                                                                                                                           
|2.3     | Share Purchase Agreement dated
      as of January 14, 2004 between the Company and the Trustee of the Abuelo
      Trust. (Incorporated by reference to the Companys Current Report on Form
      8-K/A filed with the Commission on May 12, 2004, File No. 000-30095.)                                                                                                 
|        |                                                                                                                                                                                                                                                                                                                                                                           
|2.4     | Share Purchase and Subscription
      Amending Agreement dated January 14, 2004 among the Company, 1049265
      Alberta Ltd., Flowray, Flowstar, New Millennium and Gregory Burghardt.
      (Incorporated by reference to the Companys Current Report on Form 8- K/A
      filed with the Commission on May 12, 2004, File No. 000-30095.)                             
|        |                                                                                                                                                                                                                                                                                                                                                                           
|2.5     | Share Purchase Agreement dated
      as of January 14, 2004 between the Company and Epitihia Trust.
      (Incorporated by reference to the Companys Current Report on Form 8-K/A
      filed with the Commission on May 12, 2004, File No. 000-30095.)                                                                                                                  
|        |                                                                                                                                                                                                                                                                                                                                                                           
|2.6     | Share Purchase Agreement dated
      as of January 14, 2004 between the Company and Abuelo Trust. (Incorporated
      by reference to the Companys Current Report on Form 8-K/A filed with the
      Commission on May 12, 2004, File No. 000-30095.)                                                                                                                    
|        |                                                                                                                                                                                                                                                                                                                                                                           
|2.7     | Share Purchase Option Agreement
      dated February 10, 2004 between the Company and Olav Ellingsen (Incorporated by reference to
      the Companys Current Report on Form 8-K filed with the Commission on
      April 9, 2004, File No. 000-30095.)                                                                                                                  
|        |                                                                                                                                                                                                                                                                                                                                                                           
|2.8     | Amending Agreement dated as of June 16, 2004 between the
      Company and the Trustee of the Epitihia Trust. (Incorporated by reference
      to the Companys Quarterly Report on Form 10-QSB filed with the Commission
      on August 26, 2004, File No. 000-30095.)                                                                                                  
|        |                                                                                                                                                                                                                                                                                                                                                                           
|2.9     | Amending Agreement dated as of June 16, 2004 between the
      Company and the Trustee of the Abuelo Trust. (Incorporated by reference to
      the Companys Quarterly Report on Form 10-QSB filed with the Commission on
      August 26, 2004, File No. 000-30095.)                                                                                                    
|        |                                                                                                                                                                                                                                                                                                                                                                           
|2.10    | Form of Subscription Agreement dated March 15, 2005 by
      and between Wescorp and the Purchaser named therein. (Incorporated by
      reference to the Companys Current Report on Form 8-K filed with the
      Commission on March 21, 2005, File No. 000-30095.)                                                                                                    
|        |                                                                                                                                                                                                                                                                                                                                                                           
|2.11    | Form of Subscription Agreement dated April 28, 2005
      between and Wescorp and the Purchaser named therein. (Incorporated by
      reference to the Companys Current Report on Form 8-K filed with the
      Commission on April 29, 2005, File No. 000-30095.)                                                                                                       
|        |                                                                                                                                                                                                                                                                                                                                                                           
|2.12    | Form of Subscription Agreement between the Company and
      the United States Resident Purchaser named therein. (Incorporated by
      reference to the Companys Current Report on Form 8-K filed with the
      Commission on December 24, 2006, File No. 000-30095.)                                                                                                  
|        |                                                                                                                                                                                                                                                                                                                                                                           
|2.13    | Form of Subscription Agreement between the Company and
      the Non-United States Resident Purchaser named therein. (Incorporated by
      reference to the Companys Current Report on Form 8-K filed with the
      Commission on December 24, 2006, File No. 000-30095.)                                                                                              

19

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|Exhibit |                                                                                                                                                                                                                                                                                                                                    
|------- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Number  | Description                                                                                                                                                                                                                                                                                                                        
|2.14    | Purchase Agreement dated March 23, 2007 between the
      Company and 306538 Alberta Ltd. (Incorporated by reference to the
      Companys Current Report on Form 8-k filed with the Commission on March
      27, 2007, File No. 000-30095.)                                                                                     
|        |                                                                                                                                                                                                                                                                                                                                    
|2.15    | Agreement and Plan of Merger between the Company and
      Strategic Decision Sciences, USA, Inc. dated as of September 5, 2007
    (Incorporated by reference to Form 8-K filed on September 11, 2007.)                                                                                                                           
|        |                                                                                                                                                                                                                                                                                                                                    
|3.1     | Restated Articles of Incorporation of the Company filed
      February 17, 2004. (Incorporated by reference to the Companys Annual
      Report on Form 10-KSB/A filed with the Commission on May 13, 2004, File
    No. 000- 30095.)                                                                                             
|        |                                                                                                                                                                                                                                                                                                                                    
|3.2     | Amended and Restated Bylaws (Incorporated by reference to
      the Companys Annual Report on Form 10-K filed with the Commission on
    April 15, 2009, File No. 000- 30095.)                                                                                                                                                    
|        |                                                                                                                                                                                                                                                                                                                                    
|4.1     | Form of Common Stock Purchase Warrant dated March 15,
      2005. (Incorporated by reference to the Companys Current Report on Form
    8-K filed with the Commission on March 21, 2005, File No. 000- 30095.)                                                                                                                    
|        |                                                                                                                                                                                                                                                                                                                                    
|4.2     | Certificate for 14% Secured Convertible Debenture dated
      April 28, 2005 (Incorporated by reference to the Companys Current Report
      on Form 8-K filed with the Commission on April 29, 2005, File No. 000-
    30095.)                                                                                                   
|        |                                                                                                                                                                                                                                                                                                                                    
|4.3     | Form of Common Stock Purchase dated April 28, 2005.
      (Incorporated by reference to the Companys Current Report on Form 8-K
    filed with the Commission on April 29, 2005, File No. 000-30095.)                                                                                                                             
|        |                                                                                                                                                                                                                                                                                                                                    
|4.4     | Addendum dated February 6, 2003 to that certain Loan
      Agreement dated January 28, 2003 between the Company and AHC Holdings Ltd.
      containing Stock Purchase Warrant (Incorporated by reference to the
      Companys Current Report on Form 8-K filed with the Commission on April
      28, 2003, File No. 000- 30095.)
|        |                                                                                                                                                                                                                                                                                                                                    
|4.5     | Form of Warrant issued to the United States Resident
      Purchaser named therein. (Incorporated by reference to the Companys
      Current Report on Form 8-K filed with the Commission on December 24, 2006,
      File No. 000- 30095.)                                                                                       
|        |                                                                                                                                                                                                                                                                                                                                    
|4.6     | Form of Warrant issued to the Non-United States Resident
      Purchaser named therein. (Incorporated by reference to the Companys
      Current Report on Form 8-K filed with the Commission on December 24, 2006,
      File No. 000- 30095.)                                                                                   
|        |                                                                                                                                                                                                                                                                                                                                    
|4.7     | Form of Debenture Certificate 14% Redeemable Secured
      Debenture issued to Non-United States Residents (Incorporated by reference
      to the Companys Current Report on Form 8-K filed with the Commission on
      February 20, 2008.)                                                                                     
|        |                                                                                                                                                                                                                                                                                                                                    
|4.8     | Form of Warrant issued to Non-United States Residents
      (Incorporated by reference to the Companys Current Report on Form 8-K
      filed with the Commission on February 20, 2008.)                                                                                                                                          
|        |                                                                                                                                                                                                                                                                                                                                    
|4.9     | Form of Warrant issued to Non-United States Residents
      (Incorporated by reference to the Companys Current Report on Form 8-K
      filed with the Commission on May 7, 2009.)                                                                                                                                                
|        |                                                                                                                                                                                                                                                                                                                                    
|31.1*   | Certification of Chief Executive Officer pursuant to
      Section 302 of the Sarbanes-Oxley Act of 2002                                                                                                                                                                                                                           
|        |                                                                                                                                                                                                                                                                                                                                    
|31.2 *  | Certification of Principal Financial and Accounting
      Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002                                                                                                                                                                                                        
|        |                                                                                                                                                                                                                                                                                                                                    
|32.1*   | Certification of Chief Executive Officer and Principal
      Financial and Accounting Officer pursuant to 18 U.S.C. Section 1350, as
      adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002                                                                                                                       

* Filed herewith.

20

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