---

UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, D.C.
20549

FORM 10-QSB

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

For the quarterly period ended April 30, 2008

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

For the transition period from __________ to __________

Commission file number 000-50861

AMERICAS WIND ENERGY
CORPORATION(Exact name of small business issuer as
specified in its charter)

|Nevada                                                               | 20-0177856                       
|-------------------------------------------------------------------- | ---------------------------------
|(State or other jurisdiction of incorporation or
      organization) | (IRS Employer Identification No.)

24 Palace Arch Drive, Toronto, Ontario, Canada M9A
2S1(Address of principal executive offices)

416.233.5670(Issuers telephone
number)

N/A(Former name, former address and
former fiscal year, if changed since last report)

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

State the number of shares outstanding of each of the issuers
classes of common equity, as of the latest practicable date:

31,319,279 common shares as of June 16, 2008

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

Indicate by check mark whether the registrant is a shell company
(as defined in Rule 12b-2 of the Exchange Act). (Check one): Yes
[   ]   No [X]

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PART I - FINANCIAL INFORMATION

Item 1. Financial Statements

It is the opinion of management that the consolidated interim
financial statements for the quarter ended April 30, 2008 include all
adjustments necessary in order to ensure that the consolidated interim financial
statements are not misleading.

Our consolidated interim financial statements are stated in
United States dollars and are prepared in accordance with United States
generally accepted accounting policies.

---







AMERICAS WIND ENERGY CORPORATION (FORMERLY NORTHWEST
PASSAGE VENTURES LTD.)

CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

FOR THE NINE-MONTH PERIODS ENDED APRIL 30, 2008 AND 2007

UNAUDITED

(EXPRESSED IN U.S. DOLLARS)







CONTENTS

|Condensed
      Consolidated Interim Balance Sheet                                   | 1   
|------------------------------------------------------------------------------------ | ----
|                                                                                     |     
|Condensed
      Consolidated Interim Statements of Operations and Comprehensive Loss | 2   
|                                                                                     |     
|Condensed
      Consolidated Interim Statements of Cash Flows                        | 3   
|                                                                                     |     
|Notes
      to Condensed Consolidated Interim Financial Statements                   | 4-17

---

AMERICAS WIND ENERGY CORPORATION(FORMERLY
NORTHWEST PASSAGE VENTURES LTD.)Condensed Consolidated Interim Balance
Sheet April 30, 2008 (Expressed in U.S. Dollars) Unaudited

|ASSETS                                                                      |  
|--------------------------------------------------------------------------- | -
|Current                                                                     |  
|Cash                                                                        | $
|Cash held in trust                                                          |  
|Accounts
      receivable (note 4)                                          |  
|Other receivables                                                           |  
|Costs on
      uncompleted contract in excess of related billings (note 5)  |  
|Prepaid expenses                                                            |  
|Total Current Assets                                                        |  
|Equipment, Net(note 6)                                                      |  
|Accounts Receivable, Non-current(note 4)                                    |  
|Intangible Asset(note 7)                                                    |  
|Total Assets                                                                | $
|                                                                            |  
|LIABILITIES                                                                 |  
|Current                                                                     |  
|Accounts payable                                                            | $
|Accrued liabilities                                                         |  
|Billings on
      uncompleted contracts in excess of related costs (note 5) |  
|Due to stockholders (note 8)                                                |  
|Convertible loan
      payable (note 9)                                     |  
|Total Liabilities                                                           |  
|                                                                            |  
|Commitments and Contingencies(note 13)                                      |  
|                                                                            |  
|STOCKHOLDERS' EQUITY                                                        |  
|Capital Stock(note 10)                                                      |  
|Class A special voting shares,
      no par value; 30,000,000               |  
|shares authorized, 21,184,615 issued and outstanding,                       |  
|however
      deemed to be cancelled                                        |  
|Common stock,
      $0.0001 par value per share; 100,000,000                |  
|shares
      authorized; 31,319,279 shares issued and                       |  
|outstanding; 21,184,615 shares deemed issued and                            |  
|outstanding                                                                 |  
|Additional Paid-In Capital(note 10)                                         |  
|Accumulated Other Comprehensive Loss                                        |  
|Deficit Accumulated During the
      Development Stage                      |  
|Total Stockholders' Equity                                                  |  
|Total Liabilities and Stockholders'
      Equity                            | $

(The accompanying notes are an integral part of these condensed
consolidated interim financial statements.)

- 1 -

---

AMERICAS WIND ENERGY CORPORATION(FORMERLY
NORTHWEST PASSAGE VENTURES LTD.)Condensed Consolidated Interim
Statements of Operations and Comprehensive Loss For the Nine-Month Periods
Ended April 30, 2008 and 2007 and the Period from July 29, 2002 (Date of
Inception) through April 30, 2008 (Expressed in U.S. Dollars) Unaudited

Period fromJuly 29,2002 (Date ofThree Months
    
    
    Three Months
    
    
    Nine Months
    
    
    Nine Months
    
    
    Inception)Ended
    
    
    Ended
    
    
    Ended
    
    
    Ended
    
    
    throughApril 30,
    
    
    April 30,
    
    
    April 30,
    
    
    April 30,
    
    
    April 30,2008
    
    
    2007
    
    
    2008
    
    
    2007
    
    
    2008Revenue
    $
    -
    
    $
    -
    
    $
    -
    
    $
    -
    
    $
    1,591,693Cost of Sales
    
    1,058,144
    
    
    -
    
    
    1,058,144
    
    
    -
    
    
    2,934,778Gross Loss
    
    (1,058,144
    )
    
    -
    
    
    (1,058,144
    )
    
    -
    
    
    (1,343,085
    )ExpensesGeneral and
      administrative
    
    348,190
    
    
    159,974
    
    
    554,258
    
    
    577,488
    
    
    1,845,600Royalty
      fee
    
    -
    
    
    -
    
    
    29,249
    
    
    -
    
    
    55,004License fees
    
    -
    
    
    -
    
    
    -
    
    
    -
    
    
    27,711Foreign
      exchange loss (gain)
    
    10,273
    
    
    (102,272
    )
    
    17,304
    
    
    60,343
    
    
    (236,246
    )Depreciation
    
    5,730
    
    
    6,089
    
    
    18,032
    
    
    19,879
    
    
    67,102Total Expenses
    
    364,193
    
    
    63,791
    
    
    618,843
    
    
    657,710
    
    
    1,759,171Loss from Operations
    
    (1,422,337
    )
    
    (63,791
    )
    
    (1,676,987
    )
    
    (657,710
    )
    
    (3,102,256
    )Other (Expenses)
      IncomeGain on sale of
      investment inEmergya Wind TechnologiesB.V. Inc.
    
    -
    
    
    1,110,772
    
    
    -
    
    
    1,110,772
    
    
    1,129,247Other
      income
    
    -
    
    
    -
    
    
    1,040
    
    
    9,679
    
    
    81,941Gain on settlement of
      debt
    
    -
    
    
    -
    
    
    -
    
    
    -
    
    
    311,205Interest
      expense
    
    (3,631
    )
    
    (35,674
    )
    
    (19,687
    )
    
    (127,515
    )
    
    (540,184
    )Total Other (Expenses)
      Income
    
    (3,631
    )
    
    1,075,098
    
    
    (18,647
    )
    
    992,936
    
    
    982,209(Loss) Earnings Before
      IncomeTaxes
    
    (1,425,968
    )
    
    1,011,307
    
    
    (1,695,634
    )
    
    335,226
    
    
    (2,120,047
    )Benefit
      from income taxes
    
    -
    
    
    (48,468
    )
    
    -
    
    
    (48,468
    )
    
    56,703Net (Loss) Earnings
    
    (1,425,968
    )
    
    1,059,775
    
    
    (1,695,634
    )
    
    383,694
    
    
    (2,063,344
    )Foreign
      currency translation
    
    (11,412
    )
    
    56,809
    
    
    104,261
    
    
    7,131
    
    
    (16,840
    )Comprehensive (Loss) Income
    $
    (1,437,380
    )
    $
    1,116,584
    
    $
    (1,591,373
    )
    $
    390,825
    
    $
    (2,080,184
    )(Loss) Earnings per Share
      - Basicand Diluted
    $
    (0.03
    )
    $
    0.02
    
    $
    (0.03
    )
    $
    0.01Weighted Average Number
      ofShares Outstanding
      During thePeriods - Basic and Diluted
    
    52,503,894
    
    
    52,503,894
    
    
    52,503,894
    
    
    52,707,021


(The accompanying notes are an integral part of these condensed
consolidated interim financial statements.)

- 2 -

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AMERICAS WIND ENERGY CORPORATION (FORMERLY NORTHWEST
PASSAGE VENTURE LTD.)Condensed Consolidated Interim Statements of Cash
Flows For the Nine-Month Periods Ended April 30, 2008 and 2007 and the
Period from July 29, 2002 (Date of Inception) through April 30, 2008
(Expressed in U.S. Dollars) Unaudited

|                                                                |   |            |   |   |            |   |   | Period from   |  
|--------------------------------------------------------------- | - | ---------- | - | - | ---------- | - | - | ------------- | -
|                                                                |   |            |   |   |            |   |   | July 29,      |  
|                                                                |   |            |   |   |            |   |   | 2002 (Date of |  
|                                                                |   |            |   |   |            |   |   | Inception)    |  
|                                                                |   |            |   |   |            |   |   | through       |  
|                                                                |   |            |   |   |            |   |   | April 30,     |  
|                                                                |   | 2008       |   |   | 2007       |   |   | 2008          |  
|Cash Flows from Operating Activities                            |   |            |   |   |            |   |   |               |  
|Net loss (income)                                               | $ | (1,695,634 | ) | $ | 383,694    |   | $ | (2,063,344    | )
|Adjustment for
      non-cash items:                            |   |            |   |   |            |   |   |               |  
|Depreciation                                                    |   | 18,032     |   |   | 19,879     |   |   | 67,102        |  
|Gain on settlement of debt                                      |   | -          |   |   | -          |   |   | (311,205      | )
|Gain on sale of
      investment in EWT B.V. Inc.               |   | -          |   |   | (1,110,772 | ) |   | (1,129,247    | )
|Changes in non-cash working capital, net of effects             |   |            |   |   |            |   |   |               |  
|from acquisition:                                               |   |            |   |   |            |   |   |               |  
|Cash held in trust                                              |   | 1,771      |   |   | (2,886     | ) |   | (1,351        | )
|Loan receivable                                                 |   | -          |   |   | 40,559     |   |   | -             |  
|Accounts receivable                                             |   | (14,684    | ) |   | -          |   |   | (483,679      | )
|Other receivables                                               |   | 9,302      |   |   | (74,682    | ) |   | (30,235       | )
|Costs on uncompleted contract in excess of related billings     |   | 157,928    |   |   | 546,106    |   |   | -             |  
|Prepaid expenses                                                |   | (73,546    | ) |   | (21,749    | ) |   | (73,546       | )
|Accounts payable                                                |   | 806,939    |   |   | (58,276    | ) |   | 954,871       |  
|Accrued
      liabilities                                       |   | (32,744    | ) |   | 30,856     |   |   | 89,349        |  
|Billings on uncompleted contract in excess of related costs     |   | (12,023    | ) |   | (1,033,153 | ) |   | 1,043,621     |  
|Deferred revenue                                                |   | -          |   |   | 300,000    |   |   | -             |  
|                                                                |   |            |   |   |            |   |   |               |  
|Net Cash Used in Operating Activities                           |   | (834,659   | ) |   | (980,424   | ) |   | (1,937,664    | )
|                                                                |   |            |   |   |            |   |   |               |  
|Cash Flows from Financing Activities                            |   |            |   |   |            |   |   |               |  
|Proceeds from
      issuance of common stock                    |   | -          |   |   | 2,550,000  |   |   | 2,550,090     |  
|Due to stockholders                                             |   | 103,012    |   |   | 59,659     |   |   | 420,074       |  
|Advances from
      Emergya Wind Technologies B.V. Inc.         |   | -          |   |   | 14,108     |   |   | -             |  
|Repayments to Emergya Wind
      Technologies B.V. Inc.         |   | -          |   |   | -          |   |   | (1,731,802    | )
|Decrease in
      advances from Northwest Passage Ventures Ltd. |   | -          |   |   | (1,302,853 | ) |   | -             |  
|Advances from Digital Predictive
      Systems Inc.             |   | -          |   |   | -          |   |   | 1,713,046     |  
|Repayment to
      Digital Predictive Systems Inc.              |   | -          |   |   | (1,698,362 | ) |   | (1,713,046    | )
|Cash from subsidiary acquired                                   |   | -          |   |   | 231        |   |   | 231           |  
|Stock issuance
      costs                                      |   | -          |   |   | (162,500   | ) |   | (162,500      | )
|Proceeds from convertible loan                                  |   | 350,000    |   |   | -          |   |   | 350,000       |  
|                                                                |   |            |   |   |            |   |   |               |  
|Net Cash Provided by (Used in) Financing Activities             |   | 453,012    |   |   | (539,717   | ) |   | 1,426,093     |  
|                                                                |   |            |   |   |            |   |   |               |  
|Cash Flows from Investing Activities                            |   |            |   |   |            |   |   |               |  
|Proceeds from
      sale of investment in Emergya Wind          |   |            |   |   |            |   |   |               |  
|Technologies B.V. Inc.                                          |   | -          |   |   | 1,899,878  |   |   | 1,931,479     |  
|Acquisition of
      equipment                                  |   | (4,670     | ) |   | -          |   |   | (165,430      | )
|Advances to Emergya Wind
      Technologies B.V. Inc.           |   | -          |   |   | -          |   |   | (798,257      | )
|                                                                |   |            |   |   |            |   |   |               |  
|Net Cash (Used in) Provided by Investing Activities             |   | (4,670     | ) |   | 1,899,878  |   |   | 967,792       |  
|                                                                |   |            |   |   |            |   |   |               |  
|Effect of Exchange Rate Change on Cash                          |   | (13,653    | ) |   | 21,354     |   |   | (181,635      | )
|                                                                |   |            |   |   |            |   |   |               |  
|Change in Cash                                                  |   | (399,970   | ) |   | 401,091    |   |   | 274,586       |  
|Cash - Beginning of Period                                      |   | 674,556    |   |   | 126,814    |   |   | -             |  
|                                                                |   |            |   |   |            |   |   |               |  
|Cash - End of Period                                            | $ | 274,586    |   | $ | 527,905    |   | $ | 274,586       |  

(The accompanying notes are an integral part of these condensed
consolidated interim financial statements.)

- 3 -

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AMERICAS WIND ENERGY CORPORATION(FORMERLY
NORTHWEST PASSAGE VENTURES LTD.)Notes to Condensed Consolidated Interim
Financial Statements April 30, 2008 (Expressed in U.S. Dollars)
Unaudited

|1. | Organization, Development Stage Activities, Reverse
      Merger Transaction, and Going Concern                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|-- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|   | Americas Wind Energy Corporation (formerly Northwest
      Passage Ventures Ltd.) (the "Company") was incorporated under the laws of
      the State of Nevada on August 22, 2003. Following the reverse merger
      transaction mentioned in the succeeding paragraphs, the Company changed
      its ordinary course of business from that of establishing marine adventure
      tourism business to that of manufacturing and distributing wind power
      turbines to wind farm developers throughout the Americas through its
      operating subsidiary, which has been involved in the wind turbines
      business since July 29, 2002.
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|   | Development Stage Activities                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|   | The Company's business activity is the manufacturing and
      distribution of wind power turbines to wind farm developers in the
      Americas. The Company has researched and developed wind turbines to be
      efficient in the North American market. The Company has also commenced
      discussions with strategic market partners to seek equity financing
      through a private placement of common stock.                                                                                                                                                                                                                          
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|   | Reverse Merger Transaction                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|   | On August 11, 2006, the Company entered into a share
      exchange agreement with 6544797 Canada Ltd. (the "Purchaser"), a Canadian
      corporation and wholly-owned subsidiary of the Company, Americas Wind
      Energy Inc., a private Ontario corporation ("Priveco"), and the former
      stockholders of Priveco. The closing of the share exchange agreement and
      the acquisition of all of the issued and outstanding common stock of
      Priveco occurred on August 11, 2006.                                                                                                                                                
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|   | In accordance with the closing of the share exchange
      agreement, the Company:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|   | a)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|   | b)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|   | in exchange for all of the 130,000 issued and outstanding
      common shares of Priveco.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|   | Upon exchange of any of the 30,000,000 class A preferred
      stock of the Purchaser into common shares of the Company, the 30,000,000
      class A special voting shares are to be cancelled and would not be
      reissued by the Company.                                                                                                                                                                                                                                                                                                                                                                                                   

- 4 -

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**AMERICAS WIND ENERGY CORPORATION (FORMERLY
NORTHWEST PASSAGE VENTURES LTD.)**Notes to Condensed Consolidated
Interim Financial Statements April 30, 2008 (Expressed in U.S. Dollars)
Unaudited

|1. | Organization, Development Stage Activities, Reverse
      Merger Transaction, and Going Concern(cont'd)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|-- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|   | Reverse Merger Transaction (cont'd)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|   | Immediately prior to the share exchange, the Company had
      57,545,143 common shares outstanding. As of August 11, 2006, following the
      cancellation of 37,541,249 common shares held by a former stockholder and
      officer of the Company, and the issuance of 2,500,000 common shares, which
      were issued pursuant to a private placement of 2,500,000 units in
      connection with the share exchange agreement, the Company had 22,503,894
      common shares and 30,000,000 class A special voting shares issued and
      outstanding. The cancellation of stock, the issuance of the 2,500,000
      common shares pursuant to the private placement of units and the creation
      and issuance of the class A special voting shares were conditions to
      closing of the share exchange agreement. Accordingly, the tendered
      37,541,249 common shares of the Company for cancellation were without
      consideration. The Company issued 2,500,000 common shares pursuant to a
      private placement of units and the Company amended its Articles of
      Incorporation to create the 30,000,000 class A special voting shares and
      issued said class A special voting shares to the former stockholders of
      Priveco. Each class A special voting share entitles the holder thereof to
      receive notice of, and vote at, all general meetings of the Company's
      stockholders. As of the closing date of the share exchange agreement, the
      former stockholders of Priveco held 30,000,000 class A special voting
      shares, representing approximately 60% of the issued and outstanding
      voting securities of the Company.
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|   | Effective October 16, 2006, the Company changed its name
      from "Northwest Passage Ventures Ltd." to "Americas Wind Energy
      Corporation," pursuant to the approval of the board of directors and the
      holders of a majority of its voting stock.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|   | The aforementioned transaction represents a merger of a
      private operating company into a non-operating public shell corporation,
      with nominal net assets, that resulted in the stockholders and management
      of the private company having actual or effective operating control of the
      combined company after the transaction. The stockholders of the former
      public shell are passive investors. The transaction was therefore
      accounted for as a recapitalization. Under this basis of accounting, the
      combined entity will be considered to be a continuation of the
    Priveco.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|   | Going Concern Assumption                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|   | The Company's condensed consolidated interim financial
      statements are presented on a going concern basis, which contemplates the
      realization of assets and discharge of liabilities in the normal course of
      business. The Company's negative working capital and accumulated deficit
      during the development stage raise substantial doubt as to its ability to
      continue as a going concern. As of April 30, 2008, the Company had a
      negative working capital of $1,932,789, an operating loss for the nine
      months ended April 30, 2008 of $1,695,634 and a deficit accumulated during
      the development stage of $2,063,344.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              

- 5 -

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**AMERICAS WIND ENERGY CORPORATION (FORMERLY
NORTHWEST PASSAGE VENTURES LTD.)**Notes to Condensed Consolidated
Interim Financial Statements April 30, 2008 (Expressed in U.S. Dollars)
Unaudited

|1. | Organization, Development Stage Activities, Reverse
      Merger Transaction, and Going Concern(cont'd)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|-- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|   | Going Concern Assumption (cont'd)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|   | The Company's continuance as a going concern is dependent
      on the success of the efforts of its directors and principal stockholders
      in providing financial support in the short term; raising additional long
      term equity or debt financing either from its own resources or from third
      parties; and the commercialization of one or more of the Company's
      research projects and achieving profitable operations. The Company is in
      discussion with certain lenders and investors which when finalized will
      provide sufficient cash flows to fund operations and meet its short term
      and long term needs. In the event that such resources are not secured, the
      assets may not be realized or liabilities discharged at their carrying
      amounts, and differences from the carrying amounts reported in these
      condensed consolidated interim financial statements could be
    material.
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|   | The accompanying condensed consolidated interim financial
      statements do not include any adjustments to reflect the possible future
      effects on the recoverability and classification of assets or the amounts
      and classification of liabilities that may result from the inability of
      the Company to continue as a going concern.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|2. | Summary of Significant Accounting
  Policies                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|   | a)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         

- 6 -

---

**AMERICAS WIND ENERGY CORPORATION (FORMERLY
NORTHWEST PASSAGE VENTURES LTD.)**Notes to Condensed Consolidated
Interim Financial Statements April 30, 2008 (Expressed in U.S. Dollars)
Unaudited

|2. | Summary of Significant Accounting Policies(cont'd)
|-- | --------------------------------------------------
|   |                                                   
|   | b)                                                
|   |                                                   
|   |                                                   
|   |                                                   
|   |                                                   

- 7 -

---

**AMERICAS WIND ENERGY CORPORATION (FORMERLY
NORTHWEST PASSAGE VENTURES LTD.)**Notes to Condensed Consolidated
Interim Financial Statements April 30, 2008 (Expressed in U.S. Dollars)
Unaudited

|2. | Summary of Significant Accounting Policies(cont'd)
|-- | --------------------------------------------------
|   |                                                   
|   | b)                                                
|   |                                                   
|   |                                                   
|   |                                                   
|   |                                                   

- 8 -

---

**AMERICAS WIND ENERGY CORPORATION (FORMERLY
NORTHWEST PASSAGE VENTURES LTD.)**Notes to Condensed Consolidated
Interim Financial Statements April 30, 2008 (Expressed in U.S. Dollars)
Unaudited

|2. | Summary of Significant Accounting Policies(cont'd)
|-- | --------------------------------------------------
|   |                                                   
|   | b)                                                
|   |                                                   
|   |                                                   
|   |                                                   
|   |                                                   
|   |                                                   
|   |                                                   

- 9 -

---

**AMERICAS WIND ENERGY CORPORATION (FORMERLY
NORTHWEST PASSAGE VENTURES LTD.)**Notes to Condensed Consolidated
Interim Financial Statements April 30, 2008 (Expressed in U.S. Dollars)
Unaudited

|2. | Summary of Significant Accounting Policies(cont'd)
|-- | --------------------------------------------------
|   |                                                   
|   | b)                                                
|   |                                                   
|   |                                                   
|   |                                                   
|   |                                                   
|   |                                                   
|   |                                                   

- 11 -

---

**AMERICAS WIND ENERGY CORPORATION (FORMERLY
NORTHWEST PASSAGE VENTURES LTD.)**Notes to Condensed Consolidated
Interim Financial Statements April 30, 2008 (Expressed in U.S. Dollars)
Unaudited

|2. | Summary of Significant Accounting Policies(cont'd)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|-- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|   | b)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|3. | Fair Value Measurements                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|   | Effective August 1, 2007, the Company adopted SFAS 157,
      except as it applies to the nonfinancial assets and nonfinancial
      liabilities subject to FSP SFAS 157-2. SFAS 157 clarifies that fair value
      is an exit price, representing the amount that would be received to sell
      an asset or paid to transfer a liability in an orderly transaction between
      market participants. As such, fair value is a market-based measurement
      that should be determined based on assumptions that market participants
      would use in pricing an asset or a liability. As a basis for considering
      such assumptions, SFAS 157 establishes a three-tier value hierarchy, which
      prioritizes the inputs used in the valuation methodologies in measuring
      fair value:

Level 1 - Observable inputs that
reflect quoted prices (unadjusted) for identical assets or liabilities in active
markets.

Level 2 - Include other inputs that
are directly or indirectly observable in the marketplace.

Level 3 - Unobservable inputs which
are supported by little or no market activity.

The fair value hierarchy also requires
an entity to maximize the use of observable inputs and minimize the use of
unobservable inputs when measuring fair value. Cash and cash held in trust
(level 1), accounts receivable, accounts payable, and accrued liabilities (level
2) are reflected in the condensed consolidated interim balance sheet at carrying
value, which approximates fair value due to the short-term nature of these
instruments.

- 11 -

---

**AMERICAS WIND ENERGY CORPORATION (FORMERLY
NORTHWEST PASSAGE VENTURES LTD.)**Notes to Condensed Consolidated
Interim Financial Statements April 30, 2008 (Expressed in U.S. Dollars)
Unaudited

|4. | Accounts Receivable
|-- | -------------------

| |                                |   | 2008    |  
| | ------------------------------ | - | ------- | -
| |                                |   |         |  
| | Accounts receivable - trade    | $ | 483,679 |  
| | Accounts receivable - holdback |   | 49,335  |  
| |                                |   |         |  
| |                                |   | 533,014 |  
| | Less: non-current portion      |   | (49,335 | )
| |                                |   |         |  
| | Current portion                | $ | 483,679 |  

|   | Accounts receivable - holdback represents an amount
      specified under certain contracts that the customer is contractually
      entitled to withhold until completion of the project or until certain
      project milestones are achieved.
|-- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                  
|5. | Costs and Billings on Uncompleted
  Contracts                                                                                                                                                                                                    

| |                                         |   | 2008       |  
| | --------------------------------------- | - | ---------- | -
| |                                         |   |            |  
| | Costs incurred on uncompleted contracts | $ | 4,658,948  |  
| | Billings to date                        |   | (4,644,425 | )
| |                                         |   |            |  
| |                                         | $ | 14,523     |  

Billings on uncompleted contracts in
excess of costs are presented in the consolidated interim balance sheet under
the following captions:

| |                                                                    |   | 2008       |  
| | ------------------------------------------------------------------ | - | ---------- | -
| |                                                                    |   |            |  
| | Costs on uncompleted contracts in excess of
      related billings | $ | -          |  
| | Billings on uncompleted contracts in excess of related
      costs |   | (1,043,621 | )
| | Loss on uncompleted contracts                                      |   | 1,058,144  |  
| |                                                                    |   |            |  
| |                                                                    | $ | 14,523     |  

- 12 -

---

**AMERICAS WIND ENERGY CORPORATION (FORMERLY
NORTHWEST PASSAGE VENTURES LTD.)**Notes to Condensed Consolidated
Interim Financial Statements April 30, 2008 (Expressed in U.S. Dollars)
Unaudited

|6. | Equipment, Net                    
|-- | ----------------------------------
|   |                                   
|   | Equipment comprises the
following:

| |                         |   |         |  |   | 2008         |  
| | ----------------------- | - | ------- |  | - | ------------ | -
| |                         |   |         |  |   | Accumulated  |  
| |                         |   | Cost    |  |   | Depreciation |  
| |                         |   |         |  |   |              |  
| | Computer equipment      | $ | 15,182  |  | $ | (11,518      | )
| | Computer software       |   | 5,201   |  |   | (4,853       | )
| | Manufacturing equipment |   | 157,547 |  |   | (57,365      | )
| |                         |   |         |  |   |              |  
| | Total                   | $ | 177,930 |  | $ | (73,736      | )
| |                         |   |         |  |   |              |  
| | Net carrying amount     |   |         |  | $ | 104,194      |  

|7. | Intangible Asset                                                                                                                                                                                                                                                                                                                                                                              
|-- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                               
|   | On April 23, 2004, the Company entered into a license
      agreement with Emergya Wind Technologies B.V. Inc.("EWT") to obtain the
      North American intellectual property rights and know-how relating to EWT's
      medium capacity wind turbines, for an indefinite period of time. The
      license fee was acquired for 1,350,000 euros amounting to $2,101,410 U.S.
      dollars.
|   |                                                                                                                                                                                                                                                                                                                                                                                               
|8. | Due to Stockholders                                                                                                                                                                                                                                                                                                                                                                           
|   |                                                                                                                                                                                                                                                                                                                                                                                               
|   | The amounts due to stockholders are unsecured and have no
      fixed terms of repayment. Of the total amount, $333,737 (inclusive of
      accrued interest) bears interest at 10% per annum and $86,337 (inclusive
      of accrued interest) bears interest at 2.5% per annum.                                                                                                             
|   |                                                                                                                                                                                                                                                                                                                                                                                               
|9. | Convertible Loan
Payable                                                                                                                                                                                                                                                                                                                                                                      

| |                                                                                    |   | 2008    | 
| | ---------------------------------------------------------------------------------- | - | ------- | 
| | On March 6, 2008, the Company received $350,000 pursuant to
      a                |   |         | 
| | convertible loan agreement. The convertible
      loan bears interest at 2%        |   |         | 
| | above the Bank of Canada's prime rate per annum (as at
      April 30, 2008 the    |   |         | 
| | Bank of Canada's rate was 3.25%), payable
      quarterly, is unsecured, and       |   |         | 
| | matures March 6, 2009. If the loan is not repaid in full on
      the date of      |   |         | 
| | maturity, the holders may convert the
      outstanding balance into shares of the |   |         | 
| | Company at $0.32 per share. The conversion option was
      valued at              |   |         | 
| | $122,000 and was recorded as an addition to
      the convertible loan payable.    |   |         | 
| | In consideration for the advancement the Company has issued
      warrants to      |   |         | 
| | purchase 546,875 common shares of the
      Company at an exercise price of        |   |         | 
| | $0.35. The warrants were valued at $75,000 and were
      recorded as an           |   |         | 
| | addition to paid-in capital (note 10).                                             | $ | 288,271 | 
| |                                                                                    |   |         | 
| |                                                                                    | $ | 288,271 | 

- 14 -

---

**AMERICAS WIND ENERGY CORPORATION (FORMERLY
NORTHWEST PASSAGE VENTURES LTD.)**Notes to Condensed Consolidated
Interim Financial Statements April 30, 2008 (Expressed in U.S. Dollars)
Unaudited

|10. | Capital Stock                                                                                                                                                                       
|--- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                     
|    | Stock Issuances                                                                                                                                                                     
|    |                                                                                                                                                                                     
|    | On August 22, 2007, the Company issued 1,200,000 common shares in exchange for the redemption of 1,200,000 Class A special voting shares.                                           
|    |                                                                                                                                                                                     
|    | On February 22, 2008, the Company issued 846,154 common
      shares in exchange for the redemption of 846,154 Class A special voting
      shares.                                 
|    |                                                                                                                                                                                     
|    | On February 27, 2008, the Company issued 1,769,231 common
      shares in exchange for the redemption of 1,769,231 Class A special voting
      shares.                             
|    |                                                                                                                                                                                     
|    | Warrants                                                                                                                                                                            
|    |                                                                                                                                                                                     
|    | As at April 30, 2008, warrants to purchase 546,875 shares
      were outstanding, having an exercise price of $0.35 per share with a
      remaining contractual life of 1.85 years.

| |                               |  |           |  |   | Weighted         | 
| | ----------------------------- |  | --------- |  | - | ---------------- | 
| |                               |  | Number of |  |   | average exercise | 
| |                               |  | warrants  |  |   | price            | 
| | Balance, August 1, 2007       |  | -         |  | $ | -                | 
| | Issued during the period      |  | 546,875   |  |   | 0.35             | 
| | Exercised during the period   |  | -         |  |   | -                | 
| | Forfeitures during the period |  | -         |  |   | -                | 
| | Expired during the period     |  | -         |  |   | -                | 
| | Balance, April 30, 2008       |  | 546,875   |  | $ | 0.35             | 

|    | Warrants were valued using the Black-Scholes option
      pricing model, using weighted average key assumptions of volatility of
      137%, a risk-free interest rate of 3.9%, a term life equivalent to the
      life of the options, and reinvestment of all dividends in the Company of
      zero percent. The warrants were valued at $75,000 and were recorded as an
      addition to paid-in capital.
|--- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                                                                                                                                                                                                                                
|11. | Related Party Transactions and Balances                                                                                                                                                                                                                                                                                                                                                                        
|    |                                                                                                                                                                                                                                                                                                                                                                                                                
|    | The Company owed or paid the following amounts to related
      parties:                                                                                                                                                                                                                                                                                                                                       

|                                    |   | Nine Months    | 
|----------------------------------- | - | -------------- | 
|                                    |   | Ended          | 
|                                    |   | April 30, 2008 | 
|                                    |   |                | 
|Consulting fees to stockholders     | $ | 239,153        | 
|                                    |   |                | 
|Accrued liabilities to stockholders | $ | 28,999         | 

These transactions were in the normal
course of business and recorded at an exchange value established and agreed upon
by the related parties.

- 14 -

---

**AMERICAS WIND ENERGY CORPORATION (FORMERLY
NORTHWEST PASSAGE VENTURES LTD.)**Notes to Condensed Consolidated
Interim Financial Statements April 30, 2008 (Expressed in U.S. Dollars)
Unaudited

|12. | Income Taxes                                        
|--- | ----------------------------------------------------
|    |                                                     
|    | The Company's current income taxes are as
  follows:

| |                                                       |   | 2008     |  
| | ----------------------------------------------------- | - | -------- | -
| |                                                       |   |          |  
| | Expected income tax (recovery) at the
      statutory |   |          |  
| | rate of 35% (2007 - 35%)                              | $ | (593,472 | )
| | Accrued warranty                                      |   | 6,285    |  
| | Valuation allowance                                   |   | 587,187  |  
| |                                                       |   |          |  
| | Benefit from income taxes                             | $ | -        |  

The components of deferred tax assets
(liability) are as follows:

| |                                  |   | 2008     |  
| | -------------------------------- | - | -------- | -
| |                                  |   |          |  
| | Net operating loss carryforwards | $ | 935,994  |  
| | Accounts receivable - holdback   |   | (17,267  | )
| | Valuation allowance              |   | (918,727 | )
| |                                  |   |          |  
| | Net                              | $ | -        |  

The Company has net operating loss
carryforwards available to be applied against future years' income. Due to the
losses from operations and expected future operating results, it is more likely
than not that the deferred tax asset resulting from the tax losses available for
carry forward will not be realized through the reduction of future income tax
payments, accordingly, a 100% valuation allowance has been recorded for deferred
tax assets and current income taxes.

As of April 30, 2008, the Company had $
2,674,269 of Federal, provincial and state net operating loss carryforwards
(including losses of $256,153 in the U.S.) available to offset future taxable
income. Such carryforwards expire in:

2014
    $
    493,0192016
    
    22,3362024
    
    14,8482025
    
    83,8782026
    
    7,4642027
    
    357,0902028
    
    1,695,634$
    2,674,269


- 15 -

---

**AMERICAS WIND ENERGY CORPORATION (FORMERLY
NORTHWEST PASSAGE VENTURES LTD.)**Notes to Condensed Consolidated
Interim Financial Statements April 30, 2008 (Expressed in U.S. Dollars)
Unaudited

|13. | Commitments and Contingencies                                                                                                                                                                                                                                                                                                        
|--- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                                                                                                                                                      
|    | The Company is committed under a license agreement to pay
      to EWT a royalty of 3% of related sales and 40% of any royalties received
      by the Company from its sub-licensees.                                                                                                                                               
|    |                                                                                                                                                                                                                                                                                                                                      
|    | On May 11, 2005, the Company entered into a license
      agreement with GE Power Technology LLC ("GEPT") to obtain certain licenses
      under GEPT's patents. The Company has agreed under this license agreement
      to pay GEPT a royalty equal to $32,500 per one megawatt of capacity for
      each sale of a wind turbine.
|    |                                                                                                                                                                                                                                                                                                                                      
|14. | Cash Flow Supplemental Information                                                                                                                                                                                                                                                                                                   
|    |                                                                                                                                                                                                                                                                                                                                      
|    | During the periods, the Company had cash flows arising
      from interest and income taxes paid as
follows:                                                                                                                                                                                                                         

| |              |   |             |  |   |             |  |   | Cumulative from |  
| | ------------ | - | ----------- |  | - | ----------- |  | - | --------------- | -
| |              |   | Nine Months |  |   | Nine Months |  |   | Inception       |  
| |              |   | Ended       |  |   | Ended       |  |   | (July 29, 2002  | )
| |              |   | April 30,   |  |   | April 30,   |  |   | Through to      |  
| |              |   | 2008        |  |   | 2007        |  |   | April 30, 2008  |  
| |              |   |             |  |   |             |  |   |                 |  
| | Income taxes | $ | -           |  | $ | -           |  | $ | -               |  
| |              |   |             |  |   |             |  |   |                 |  
| | Interest     | $ | -           |  | $ | 490,070     |  | $ | 537,039         |  

|15. | Subsequent Events                                                                                                                                                                                                                                                                                                                                                                                        
|--- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                                                                                                                                                                                                                          
|    | On May 14, 2008 the Company entered into a letter of
      intent with Emergya Wind Technologies Holdings B.V. for Emergya to acquire
      all of the Company's outstanding shares for cash. The merger is subject to
      the completion of Emergya's due diligence and a definitive agreement,
      approval of the Company's stockholders and customary third party and
      regulatory approvals.

- 16 -

---

**AMERICAS WIND ENERGY CORPORATION (FORMERLY
NORTHWEST PASSAGE VENTURES LTD.)**Notes to Condensed Consolidated
Interim Financial Statements April 30, 2008 (Expressed in U.S. Dollars)
Unaudited

|16. | Financial Instruments                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|--- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|    | Unless otherwise noted, it is management's opinion that
      the Company is not exposed to significant interest, currency or credit
      risks arising from the financial instruments. The fair value of the
      financial instruments approximates their carrying values, unless otherwise
      noted.                                                                                                                                                                                                                                                                                                                                                                                                                            
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|    | The carrying amount of cash, cash held in trust, accounts
      receivables, other receivables, accounts payables, convertible loan
      payable, and accrued liabilities, as applicable, approximates fair value
      due to the short term nature of these items and/or the current interest
      rates payable in relation to current market conditions.                                                                                                                                                                                                                                                                                                                                                                          
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|    | Financial risk is the risk that the Company's earnings
      are subject to fluctuations in interest risk or currency risk and are
      fully dependent upon the volatility of these rates. The Company does not
      use derivative instruments to moderate its exposure to financial risk, if
      any.                                                                                                                                                                                                                                                                                                                                                                                                                            
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|    | Concentration of Credit Risk                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|    | SFAS No. 105, "Disclosure of Information About Financial
      Instruments with Off-Balance-Sheet Risk and Financial Instruments with
      Concentration of Credit Risk", requires disclosure of any significant
      off-balance-sheet risk and credit risk concentration. The Company does not
      have significant off-balance-sheet risk or credit concentration. The
      Company maintains cash and cash held in trust with major financial
      institutions. From time to time, the Company has funds on deposit with
      commercial banks that exceed federally insured limits. Management does not
      consider this to be a significant credit risk as these banks and financial
      institutions are well-known.
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|    | Interest Rate Risk                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|    | The Company is exposed to changing interest rates as a
      result of borrowings under the convertible loan payable, which bears
      interest at floating rates based on the Bank of Canada's prime rate. As of
      April 30, 2008, the Company had $350,000 of borrowings under the
      convertible loan payable. A hypothetical 1% increase in variable interest
      rates would have impacted the Company's losses, for the nine-month period
      ended, April 30, 2008, by approximately $537. The Company does not enter
      into derivative or other financial investments for trading or speculative
      purposes.                                                                                                
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|    | Currency Risk                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|    | While the reporting currency is the US dollar (USD),
      approximately 52% and 40% of consolidated costs and expenses for the
      nine-month period ended April 30, 2008 are denominated in the Canadian
      dollar (CDN) and European Euro (EURO) respectively. As at April 30,
      2008, approximately 12% and 67% of the assets and 14% and 36% of the
      liabilities are denominated in CDN and EURO respectively. The Company is
      exposed to foreign exchange risk as the results of operations may be
      affected by fluctuations in the exchange rates between the USD, CDN and
      the EURO.                                                                                                         
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|17. | Comparative Figures                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|    | Certain figures for the prior period have been
      reclassified to conform with the current period's consolidated financial
      statement presentation.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             

- 17 -

---

Item 2. Management's Discussion And Analysis Or Plan Of
Operation

FORWARD-LOOKING STATEMENTS

This quarterly report contains forward-looking statements.
Forward-looking statements are projections of events, revenues, income, future
economic performance or managements plans and objectives for our future
operations. Statements containing terms like "believes", "does not believe",
"plans", "expects", "intends", "estimates", "anticipates", and other phrases of
similar meaning are considered to imply uncertainty and are forward-looking
statements.

Forward-looking statements involve known and unknown risks and
uncertainties that may cause our actual results in future periods to differ
materially from what is currently anticipated. We make cautionary statements
throughout this quarterly report and the documents we have incorporated by
reference, including those stated under the heading "Risk Factors". You should
read these cautionary statements as being applicable to all related
forward-looking statements wherever they appear in this quarterly report, the
materials referred to in this quarterly report, and the materials incorporated
by reference into this quarterly report.

Although we believe that the expectations reflected in the
forward-looking statements are reasonable, we cannot guarantee future results,
levels of activity, performance or achievements. Except as required by
applicable law, including the securities laws of the United States, we do not
intend to update any of the forward-looking statements to conform these
statements to actual results.

Our financial statements are stated in United States dollars
and are prepared in accordance with United States generally accepted accounting
principles. In this quarterly report, unless otherwise specified, all dollar
amounts are expressed in United States dollars. All references to common
shares refer to the common shares in our capital stock.

As used in this quarterly report, the terms we, us and
our mean Americas Wind Energy Corporation, and, unless otherwise indicated,
our subsidiary, 6544797 Canada Ltd., a Canadian corporation, and our
wholly-owned subsidiary Americas Wind Energy Inc., an Ontario corporation.

Corporate History

We were incorporated pursuant to the laws of the State of
Nevada on August 22, 2003.

On June 4, 2005, we effected a six for one forward stock split
of the issued shares of common stock in the capital of our company.

On October 14, 2005, we effected a 3.195 for one forward stock
split of the issued shares of common stock in the capital of our company.

On April 4, 2006, our board of directors approved an amendment
to our Articles of Incorporation to create 30,000,000 Class A Special Voting
Shares in the capital of our company. Subsequent to our board of directors
approval of the amendment to our Articles of Incorporation, on April 5, 2006,
the holders of a majority of the outstanding common shares of our company
consented in writing to the amendment to our Articles of Incorporation. The
amendment to our Articles of Incorporation was effected with the Nevada
Secretary of State on June 19, 2006. As a result, our authorized capital
consists of 100,000,000 shares of common stock with a par value of $0.0001 and
30,000,000 Class A Special Voting Stock without par value.

On August 28, 2006, our board of directors approved an
amendment to our Articles of Incorporation to change our name from Northwest
Passage Ventures, Ltd. to Americas Wind Energy Corporation. Also on August
28, 2006, the holders of a majority of the outstanding common shares of our
company consented in writing to the amendment to our Articles of Incorporation.
The amendment to our Articles of Incorporation was effected with the Nevada
Secretary of State on October 16, 2006.

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On May 14, 2008, we announced that we have entered into a letter of intent with Emergya Wind Technologies Holdings B.V. for Emergya to acquire all of our shares in a cash merger transaction. The merger is subject to completion of Emergyas due
diligence and a definitive agreement, approval of our stockholders and customary third party and regulatory approvals.

Upon completion of the acquisition of our company, Emergya will control the exclusive rights to manufacture, sell and distribute the DIRECTWIND turbine product line in North America. We originally licensed the rights to manufacture, sell and
distribute the DIRECTWIND turbine product line in North America from Emergya in 2004.

Plan of Operation

Overview

We are engaged in the business of manufacturing, marketing and licensing medium sized wind turbines to wind farm developers in North America. We hold an exclusive license from Emergya Wind Technologies B.V., for the technology and product lines in
the medium sized wind turbine class developed by Lagerwey Windturbine B.V. of the Netherlands for North America.

Our target market is medium size applications which are small developers, farms and ranches, industrials, educational institutions and community wind projects. Management believes this market is growing with strong government support for wind energy
and other renewable sources of energy.

In this market, management expects limited competition. The major wind turbine suppliers concentrate on major projects.

The market in the United States is reviewed directly by our personnel and by a range of agents, who not only provide leads in their area but other support. Through these networks, we have managed to build up a pipeline of active projects, which
include potential near term orders.

In the Canadian market, we have active partners in Quebec that are working to provide sales to community based projects and also to provide manufacturing capacity and local content.

In the Mexican market, we engage the assistance of a knowledgeable group of agents that provide sales contacts and local content support.

Financial Condition, Liquidity and Capital Resources

Our principal capital resource has been the sale of common stock, although we have in the past and may in the future use shareholder loans, advances from related parties, or borrowing to meet future needs.

As at the three month period ended April 30, 2008, we had $274,586 in cash and a working capital deficiency of $1,932,789, compared to $527,905 in cash and a working capital deficiency of $253,673 at April 30, 2007.

As at the three month period ended April 30, 2008, our total current assets were $863,397 compared to total current assets of $828,647 at April 30, 2007.

As at the three month period ended April 30, 2008, our total current liabilities were $2,796,186 compared to total current liabilities of $1,082,320 at April 30, 2007.

Three month period ended April 30, 2008 compared to
  three month period ended April 30, 2007

During the three month period ended April 30, 2008, our costs of sales were $1,058,144 and total expenses were $364,197 compared to cost of sales of nil and expenses of $63,791 during the same period in 2007. The cost of sales were due
to the recognition of losses on three contracts, being Vector, Wray and Windvision. The $300,406

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increase in expenses during these periods was due to increase
in general and administrative expenses of approximately $188,216, which is
primarily relating to increases in professional fees, consulting fees and travel
expenses. The remaining $112,190 of the increase in expenses is due a change in
foreign exchange of $112,545 (there was a foreign exchange loss for the three
months ended April 30, 2008 of $10,273, compared to a gain on exchange of
$102,272 for the same period in 2007).

During the three month period ended April 30, 2008, we
recognized $3,631 as other expenses compared to $1,075,098 as other income for
the same period in 2007. The increase in other income was primarily due to a
$1,110,772 gain on sale of investment in Emergya Wind Technologies B.V. Inc. of
during the three months ended April 30, 2007.

Nine month period ended April 30, 2008 compared to nine
  month period ended April 30, 2007

During the nine month period ended April 30, 2008, our cost of
sales were $1,058,144 and total expenses were $618,843 compared to cost of sales
of nil and expenses of $657,710 during the same period in 2007. The cost of
sales were due to the recognition of losses on three contracts, being Vector,
Wray and Windvision. The decrease in expenses during these periods was due to a
decline in general and administrative expenses of $23,230, an increase in
royalty fees of $29,249, a decline in foreign exchange loss of $43,039 and a
decline in depreciation of $1,847.

During the nine month period ended April 30, 2008, we
recognized $18,647 as other expenses compared to $992,936 as other income for
the same period in 2007. The decrease in other income was due to a $1,110,772
gain on sale of investment in Emergya Wind Technologies B.V. Inc. of during the
three months ended April 30, 2007. Further, the decrease was also due to a
decline in other income of $8,639 and a decline in interest expense of $107,828.
The interest was being paid on a long-term loan, which was repaid in April 2007.

Cash Requirements

Over the next 12 months we intend to continue to manufacture
and distribute our products to small wind farms, developers of small wind farms,
wind power co-ops, industrial users and governmental organizations. We
anticipate that we will incur the following operating expenses during this
period:

Estimated Funding Required During the Next 12 MonthsExpense
    AmountProfessional fees
    $150,000Other general administrative expenses
    $1,000,000License Fees
    $146,000Royalty Fees
    $200,000Total
    $1,496,000


We believe that we will require additional funds to implement
our growth strategy. These funds may be raised through equity financing, debt
financing, or other sources, which may result in further dilution in the equity
ownership of our shares. There is no assurance that we will be able to maintain
operations at a level sufficient for an investor to obtain a return on their
investment in our common stock. Further, we may continue to be unprofitable.

Purchase of Significant Equipment

We do not anticipate the purchase or sale of any plant or
significant equipment during the next 12 months.

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Trends and Uncertainties

Our ability to generate revenues in the future is dependent on whether we successfully manufacture and market our products. We will need to form and maintain relationships with suppliers and secure sales contracts with wind farm developers and other
customers. We cannot predict when or whether this may happen and this causes uncertainty with respect to the growth of our company and our ability to generate revenues.

Employees

As of June 16, 2008, we had three employees consisting of Harold Dickout, our chief executive officer, president and chairman, Frank Pickersgill, our secretary and John Colmar. We plan to hire additional employees when circumstances warrant.

Going Concern

Our consolidated financial statements are presented on a going concern basis, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business. We experienced recurring losses from operations that raise
substantial doubt as to our ability to continue as a going concern. As of April 30, 2008, we had a working capital deficiency of $1,932,789 and an accumulated deficit during the development stage of $2,063,344.

Our ability to continue as a going concern is contingent upon our ability to secure debt and equity financing, and attain profitable operations.

Our continuance as a going concern is dependent on the success of the efforts of our directors and principal shareholders in providing financial support in the short term, the success of our company in raising additional long-term equity or debt
financing either from our own resources or from third parties, the commercialization of one or more of our research projects and our company achieving profitable operations. In the event that such resources are not secured, the assets may not be
realized or liabilities discharged at their carrying amounts, and difference from the carrying amounts reported in these financial statements could be material.

We have been actively seeking financing from the capital markets and have received positive responses. Management believes that we may be close to finalizing the terms of a financing. However, there is no assurance that we will be able to obtain any
such financing on terms that are acceptable to us.

Our consolidated financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classification of liabilities that may result from the inability of our
company to continue as a going concern.

Off-Balance Sheet Arrangements

Our company has no outstanding derivative financial instruments, off-balance sheet guarantees, interest rate swap transactions or foreign currency contracts. We do not engage in trading activities involving non-exchange traded contracts.

Recent Accounting Pronouncements

In November 2007, the Financial Accounting Standards Board ("FASB") ratified the consensus on the Emerging Issues Task Forces ("EITF") Issue 07 01 Accounting for Collaborative Arrangements (EITF 07 01). EITF 07 01 requires collaborators
to present the results of activities for which they act as the principal on a gross basis and report any payments received from (made to) other collaborators based on other applicable GAAP or, in the absence of other applicable GAAP, based on
analogy to authoritative accounting literature or a reasonable, rational, and consistently applied accounting policy election. Further, EITF 07 01 clarified that the determination of whether transactions within a collaborative arrangement are part
of a vendor customer (or analogous) relationship subject to Issue 01 9, Accounting for Consideration Given by a Vendor to a Customer. EITF 07 01 is effective for fiscal

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years beginning after December 15, 2008. We have not yet completed an evaluation of EIFT 07 01, on our results of operations, and financial position.

In December 2007, FASB issued Statement of Financial Accounting Standards ("SFAS") No. 141 (revised 2007), "Business Combinations" ("SFAS 141(R)"). This statement replaces SFAS No. 141, "Business Combinations" and requires an acquirer to recognize
the assets acquired, the liabilities assumed, including those arising from contractual contingencies, any contingent consideration, and any noncontrolling interest in the acquiree at the acquisition date, measured at their fair values as of that
date, with limited exceptions specified in the statement. SFAS 141(R) also requires the acquirer in a business combination achieved in stages (sometimes referred to as a step acquisition) to recognize the identifiable assets and liabilities, as well
as the noncontrolling interest in the acquiree, at the full amounts of their fair values (or other amounts determined in accordance with SFAS 141(R)). In addition, SFAS 141(R)'s requirement to measure the noncontrolling interest in the acquiree at
fair value will result in recognizing the goodwill attributable to the noncontrolling interest in addition to that attributable to the acquirer. SFAS 141(R) amends SFAS No. 109, "Accounting for Income Taxes", to require the acquirer to recognize
changes in the amount of its deferred tax benefits that are recognizable because of a business combination either in income from continuing operations in the period of the combination or directly in contributed capital, depending on the
circumstances. It also amends SFAS 142, "Goodwill and Other Intangible Assets", to, among other things, provide guidance on the impairment testing of acquired research and development intangible assets and assets that the acquirer intends not to
use. SFAS 141(R) applies prospectively to business combinations for which the acquisition date is on or after the beginning of the first annual reporting period beginning on or after December 15, 2008. We are currently assessing the potential impact
that the adoption of SFAS 141(R) could have on our consolidated financial statements.

In December 2007, the FASB issued SFAS No. 160, Noncontrolling Interests in Consolidated Financial Statementsamendment of Accounting Research Bulletin No. 51 (SFAS 160) SFAS 160 establishes accounting and reporting
standards for the noncontrolling interest in a subsidiary and for the deconsolidation of a subsidiary. It also clarifies that a noncontrolling interest in a subsidiary is an ownership interest in the consolidated entity that should be reported as
equity in the consolidated financial statements. SFAS 160 also changes the way the consolidated income statement is presented by requiring consolidated net income to be reported at amounts that include the amounts attributable to both the parent and
the noncontrolling interest. It also requires disclosure, on the face of the consolidated statement of income, of the amounts of consolidated net income attributable to the parent and to the noncontrolling interest. SFAS 160 requires that a parent
recognize a gain or loss in net income when a subsidiary is deconsolidated and requires expanded disclosures in the consolidated financial statements that clearly identify and distinguish between the interests of the parent owners and the interests
of the noncontrolling owners of a subsidiary. SFAS 160 is effective for fiscal periods, and interim periods within those fiscal years, beginning on or after December 15, 2008. We are currently assessing the potential impact that the adoption of SFAS
160 could have on our consolidated financial statements.

In February 2008, FASB issued FASB Staff Position (FSP) on SFAS No. 140 3, Accounting for Transfers of Financial Assets and Repurchase Financing Transactions (FSP SFAS 140 3). The objective of this FSP is to
provide guidance on accounting for a transfer of a financial asset and a repurchase financing. This FSP presumes that an initial transfer of a financial asset and a repurchase financing are considered part of the same arrangement (linked
transaction) under SFAS No. 140, Accounting for Transfers and Servicing of Financial Assets and Extinguishments of Liabilities ("SFAS 140"). However, if certain criteria are met, the initial transfer and repurchase financing shall not be
evaluated as a linked transaction and shall be evaluated separately under SFAS No. 140. FSP SFAS 140 3 is effective for financial statements issued for fiscal years beginning after November 15, 2008, and interim periods within these fiscal years.
Earlier application is not permitted. We are currently reviewing the effect, if any; the proposed guidance will have on its consolidated financial statements.

In February 2008, FASB issued FSP SFAS No. 157 2, Effective date of FASB Statement No. 157 (FSP SFAS 157 2). FSP SFAS 157 2 delays the effective date of SFAS No. 157, Fair Value Measurement SFAS 157 to fiscal
years beginning after November 15, 2008, and interim periods within those fiscal years.

In February 2008, FASB issued FSP SFAS No. 157 1, Application of FASB Statement No. 157 to FASB Statement No. 13 and Other Accounting Pronouncements That Address Fair Value Measurements for Purposes of Lease Classification or Measurement under
Statement 13 (FSP SFAS 157 1). FSP SFAS 157 1 amends SFAS 157 to exclude FASB Statement No. 13, "Accounting for Leases", and other accounting pronouncements that address fair

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value measurements for purposes of lease classification or measurement under FASB Statement 13. However, this scope exception does not apply to assets acquired and liabilities assumed in a business combination that are required to be measured at
fair value under FASB Statement No. 141, Business Combinations, or FASB Statement No. 141 (revised 2007), "Business Combinations", regardless of whether those assets and liabilities are related to leases. This FSP shall be effective upon
the initial adoption of SFAS 157.

In March, 2008, FASB issued SFAS No. 161, "Disclosures about Derivative Instruments and Hedging Activitiesamendment of FASB Statement No. 133" ("SFAS 161"). SFAS 161 requires enhanced disclosures about an entitys derivative and hedging
activities and thereby improves the transparency of financial reporting.  SFAS 161 is effective for financial statements issued for fiscal years and interim periods beginning after November 15, 2008. Earlier application is encouraged. The Company is
currently reviewing the effect, if any; the proposed guidance will have on its consolidated financial statements.

In April, 2008, FASB issued FSP SFAS 142-3 "Determination of the Useful Life of Intangible Assets" ("SFAS 142-3"). SFAS 142-3 amends the factors that should be considered in developing renewal or extension assumptions used to determine the useful
life of a recognized intangible asset under FASB Statement No. 142 ("SFAS 142"), Goodwill and Other Intangible Assets. The intent of this FSP is to improve the consistency between the useful life of a recognized intangible asset under SFAS 142 and
the period of expected cash flows used to measure the fair value of the asset under FASB Statement No. 141 (revised 2007), Business Combinations, and other U.S. generally accepted accounting principles (GAAP). SFAS 142-3 is effective for financial
statements issued for fiscal years beginning after December 15, 2008, and interim periods within those fiscal years. Early adoption is prohibited. The Company is currently reviewing the effect, if any; the proposed guidance will have on its
consolidated financial statements.

In May, 2008, FASB issued FSP Accounting Principles Board ("APB") 141-1 "Accounting for Convertible Debt Instruments That May Be Settled in Cash upon Conversion (Including Partial Cash Settlement)" ("APB 141-1"). APB 141-1 clarifies convertible debt
instruments that may be settled in cash upon conversion (including partial cash settlement) are not addressed by paragraph 12 of APB Opinion No. 14, "Accounting for Convertible Debt and Debt Issued with Stock Purchase Warrants." Additionally, APB
141-1 specifies that issuers of such instruments should separately account for the liability and equity components in a manner that will reflect the entitys nonconvertible debt borrowing rate when interest cost is recognized in subsequent
periods. Effective for financial statements issued for fiscal years beginning after December 15, 2008, and interim periods within those fiscal years. Early adoption is not permitted.  The Company is currently reviewing the effect, if any; the
proposed guidance will have on its consolidated financial statements.

In May, 2008, FASB issued SFAS No. 162, "The Hierarchy of Generally Accepted Accounting Principles" ("SFAS 162"). SFAS 162 identifies the sources of accounting principles and the framework for selecting the principles used in the preparation of
financial statements of nongovernmental entities that are presented in conformity with generally accepted accounting principles (GAAP) in the United States (the GAAP hierarchy). SFAS 162 is effective 60 days following the SECs approval of the
Public Company Accounting Oversight Board amendments to AU Section 411, "The Meaning of Present Fairly in Conformity With Generally Accepted Accounting Principles". The Company is currently reviewing the effect, if any; the proposed guidance will
have on its consolidated financial statements.

In May, 2008, FASB issued SFAS No. 163, "Accounting for Financial Guarantee Insurance Contractsan interpretation of FASB Statement No. 60" ("SFAS 163"). SFAS 163 requires that an insurance enterprise recognize a claim liability prior to an
event of default (insured event) when there is evidence that credit deterioration has occurred in an insured financial obligation. SFAS 163 also clarifies how Statement 60 applies to financial guarantee insurance contracts, including the recognition
and measurement to be used to account for premium revenue and claim liabilities. SFAS 163 is effective for financial statements issued for fiscal years beginning after December 15, 2008, and interim periods within those fiscal years. The Company
does not expect the proposed guidance will have an impact on its consolidated financial statements.

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Application of Critical Accounting Policies

Our financial statements and accompanying notes have been
prepared in conformity with accounting principles generally accepted in the
United States of America for financial statements. Preparing financial
statements requires management to make estimates and assumptions that affect the
reported amounts of assets, liabilities, revenue, and expenses. These estimates
and assumptions are affected by managements application of accounting policies.
We believe that understanding the basis and nature of the estimates and
assumptions involved with the following aspects of our financial statements is
critical to an understanding of our financials.

Basis of Presentation

The consolidated financial statements include the accounts of
our company, 6544797 Canada Ltd. and our wholly owned subsidiary, Americas Wind
Energy Inc. All significant intercompany balances and transactions are
eliminated on consolidation.

Equipment, Net

Equipment is recorded at cost. Depreciation, based on the
estimated useful lives of the assets, is provided as follows:

Computer equipment
    30%
    Declining balanceComputer software
    100%
    Declining balanceManufacturing equipment
    20%
    Declining balance


Investments

For investments in which our company owns less than 20% of the
voting shares and does not have significant influence, the cost method of
accounting is used. Under the cost method of accounting, we do not record our
share in the earnings and losses of our company in which we have investments.

Intangible Asset

Intangible asset represents an acquired license right. We have
determined that the asset meets the indefinite life criteria outlined in
Statement of Financial Accounting Standards ("SFAS") No. 142, "Goodwill and
Other Intangible Assets". Accordingly, we do not amortize this intangible asset,
but instead we review this asset annually or more frequently if events or
changes in circumstances indicated that the asset might be impaired.
Accordingly, the asset is assessed for impairment by comparing the fair value
determined using a discounted cash flows model to its carrying amount. The
assumptions used are based on our business plan and cash flow forecasts and take
into consideration planned orders. The forecast estimated 148 orders over 3
years and a discount rate of 30%. The forecast presumes that our company is a
going concern and will have sufficient capital funding resources available to
finance the future orders. Accordingly, a relatively high discount rate is
applied to compensate for the going concern issue.

Deferred Offering Costs

Direct incremental costs associated with the offering are
deferred until such time as the offering is completed. At the time of the
completion of the offering, the costs are charged against the capital raised.
Should the offering be terminated, deferred offering costs are charged to
operations during the period in which the offering is terminated.

Impairment of Long lived Assets

In accordance with SFAS No. 144, "Accounting for the Impairment
or Disposal of Long Lived Assets", long lived assets to be held and used are
analyzed for impairment whenever events or changes in circumstances indicate
that the related carrying amounts may not be recoverable. We evaluate at each
balance sheet date whether events and circumstances have occurred that indicate
possible impairment. If there are indications of impairment, We use future
undiscounted cash flows of the related asset or asset grouping over the
remaining life in measuring whether the

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assets are recoverable. In the event such cash flows are not expected to be sufficient to recover the recorded asset values, the assets are written down to their estimated fair value. Long lived assets to be disposed of are reported at the lower of
carrying amount or fair value of asset less cost to sell. Management believes that no impairment existed at April 30, 2008.

Revenue Recognition

We recognize revenues from the sale of wind turbines on a completed contract basis, which approximates the percentage-of-completion method. After the delivery of components and spares on customer's sites, it takes about two months to install and
commission the wind turbines under an average contract. Under the completed contract method, the revenue and costs related thereto are deferred until such time as the project is completed, the customer takes ownership and assumes risks of loss,
collection is probable, persuasive evidence of an arrangement exists, and the sales price is fixed or determinable.

The amount of any excess accumulated costs over related billings will be described as "Costs of uncompleted contracts in excess of related billings" and will be a current asset. The amount of any excess accumulated billings over related costs will
be described as "Billings on uncompleted contracts in excess of related costs" and will be a current liability.

Research and Development

Research and development costs are expensed as incurred. Research and development expenses consist primarily of consulting fees and materials.

Costs incurred in obtaining license rights to technology in the research and development stage, and that have no alternative future uses are expensed as incurred.

Certain research and development costs incurred for the year ended July 31, 2005 were included in the cost of sales category in the accompanying consolidated statement of operations and comprehensive loss for the period from July 29, 2002 (date of
inception) through to April 30, 2008 since we were unable to separate the actual cost of sales from the research and development component.

Income Taxes

We account for income taxes in accordance with SFAS No. 109, "Accounting for Income Taxes". Deferred tax assets and liabilities are recorded for differences between the financial statement and tax basis of the assets and liabilities that will result
in taxable or deductible amounts in the future based on enacted tax laws and rates. Valuation allowances are established when necessary to reduce deferred tax assets to the amount expected to be realized. Income tax expense is recorded for the
amount of income tax payable or refundable for the period increased or decreased by the change in deferred tax assets and liabilities during the period.

Foreign Currency Translation

Our functional currency is the Canadian dollar. In accordance with the provision of SFAS No. 52, "Foreign Currency Translation", we translate our balance sheet into U.S. dollars at the prevailing rate at the balance sheet date and translate our
revenues, costs and expenses at the average rates prevailing during each reporting period. Net gains or losses resulting from the translation of financial statements are accumulated and charged directly to accumulated comprehensive income or loss, a
component of stockholders' equity or deficit. Gains or losses resulting from foreign currency transactions are included in earnings.

Comprehensive Income or Loss

We apply the provisions of SFAS No. 130 Reporting Comprehensive Income. Unrealized gains and losses from foreign exchange translation are reported as comprehensive income (loss).

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Earnings or Loss Per Share

We account for earnings or loss per share pursuant to SFAS No. 128, "Earnings per Share", which requires disclosure on the financial statements of "basic" and "diluted" earnings (loss) per share. Basic earnings (loss) per share is computed by
dividing net income (loss) by the weighted average number of common shares outstanding for the year. Diluted earnings (loss) per share is computed by dividing net income (loss) by the weighted average number of common shares outstanding plus
potentially dilutive securities outstanding for each year.

Financial Instruments

Unless otherwise noted, it is management's opinion that we are not exposed to significant interest, currency or credit risk arising from the financial instruments. The fair value of the financial instruments approximates their carrying value, unless
otherwise noted.

Foreign Currency Risk

We are exposed for foreign currency risk because we purchase certain components and spares used in the wind turbines in euros, while the contract revenues are denominated either in U.S. dollars or Canadian dollars.

Use of Estimates

The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities
and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. These estimates are based on management's best knowledge of current
events and actions we may undertake in the future. Actual results may ultimately differ from those estimates. These estimates are reviewed on an ongoing basis and as adjustments become necessary, they are reported in earnings in the period in which
they become known.

RISK FACTORS

Much of the information included in this quarterly report includes or is based upon estimates, projections or other forward-looking statements. Such forward-looking statements include any projections or estimates made by us and our
management in connection with our business operations. While these forward-looking statements, and any assumptions upon which they are based, are made in good faith and reflect our current judgment regarding the direction of our business, actual
results will almost always vary, sometimes materially, from any estimates, predictions, projections, assumptions, or other future performance suggested herein. We undertake no obligation to update forward-looking statements to reflect events or
circumstances occurring after the date of such statements.

Such estimates, projections or other forward-looking statements involve various risks and uncertainties as outlined below. We caution readers of this quarterly report that important factors in some cases have affected and, in the future,
could materially affect actual results and cause actual results to differ materially from the results expressed in any such estimates, projections or other forward-looking statements. In evaluating us, our business and any investment in
our business, readers should carefully consider the following factors.

Risks Related To Our Business

We have had accumulated negative cash flows from operations since inception. We will require additional financing, the availability of which cannot be assured, and if our company is unable to obtain such financing, our business may fail.

To date, we have had accumulated negative cash flows from operations and have depended on sales of our equity securities and debt financing to meet our cash requirements. Our ability to develop our business will be dependent

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upon our ability to raise additional financing. If we are unable to obtain such financing, we will not be able to fully develop our business. Specifically, we will need to raise additional funds to:

- support our planned growth and carry out our business plan;
- continue in our research and development programs;
- address competing technological and market developments;
- establish additional collaborative relationships; and
- market and develop our products and licenses.

We may not be able to obtain additional equity or debt financing on acceptable terms as required. Even if financing is available, it may not be available on terms that are favorable to us or in sufficient amounts to satisfy our requirements. If we
require, but are unable to obtain, additional financing in the future, we may be unable to implement our business plan and our growth strategies, respond to changing business or economic conditions, withstand adverse operating results and compete
effectively. More importantly, if we are unable to raise further financing when required, we may be forced to scale down our operations and our ability to generate revenues may be negatively affected.

We have a history of losses and nominal operating results, which raise substantial doubt about our ability to continue as a going concern.

Since inception through April 30, 2008, we have incurred aggregate net losses of $2,063,344 from operations. We can offer no assurance that we will operate profitably or that we will generate positive cash flow in the future. In addition, our
operating results in the future may be subject to significant fluctuations due to many factors not within our control, such as the level of competition and general economic conditions.

Our company's operations will be subject to all the risks inherent in the establishment of a developing enterprise and the uncertainties arising from the absence of a significant operating history. No assurance can be given that we may be able to
operate on a profitable basis.

Due to the nature of our business and the early stage of our development, our securities must be considered highly speculative. We are engaged in the business of distributing wind power turbines to wind farm developers in North America. We have not
realized a profit from our operations to date and there is little likelihood that we will realize any profits in the short or medium term. Any profitability in the future from our business will be dependent upon the successful commercialization of
our wind turbines and the licensing of the technology and product lines developed by Lagerwey Windturbine B.V., which are subject to numerous risk factors as set forth herein.

We expect to continue to incur development costs and operating costs. Consequently, we expect to incur operating losses and negative cash flows until our products and licenses gain market acceptance sufficient to generate a sustainable level of
income from the commercialization of our wind turbines and the licensing of the Lagerwey Windturbine B.V. technology and product lines. Our history of losses and nominal operating results raise substantial doubt about our ability to continue as a
going concern.

We may lose our competitiveness if we are not able to protect our intellectual property rights against infringement, and any related litigation may be time-consuming and costly.

Our success and ability to compete depends to a significant degree on our ability to protect our intellectual property rights. If any of our competitors copy or otherwise gain access to our intellectual property or develop similar products
independently, we may not be able to compete effectively. We currently rely on internal and external intellectual property rights for our existing product lines and turbine solutions, which include contractual provisions to establish and protect our
proprietary rights. This, however, may not be adequate to prevent the unauthorized use of the proprietary technology used in our products and our other intellectual property rights. Further, the laws of foreign countries may provide inadequate
protection of such intellectual property rights. We may need to bring legal claims to enforce or protect such intellectual property rights. Any litigation, whether successful or unsuccessful, may result in substantial costs and a diversion of our
company's resources. In addition, notwithstanding our rights to our intellectual property, other persons may bring claims against us alleging that we have infringed on their intellectual

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property rights or claims that our intellectual property rights are not valid. Any claims against us, with or without merit, could be time consuming and costly to defend or litigate, divert our attention and resources, result in the loss of goodwill
associated with our business or require us to make changes to our products.

If we are unable to develop market share and generate significant revenues from the commercialization or licensing of our product lines, then our business may fail.

We operate in a highly competitive industry and our failure to compete effectively and generate income through the commercialization or licensing of our product lines may adversely affect our ability to generate revenue. Our company's future success
will depend on our ability to enhance current products, develop new products and services that meet changing customers needs, advertise and market our products, and respond to emerging industry standards and other technological changes on a
timely and cost effective basis. There can be no assurance that our new or existing products will gain market acceptance. Management is aware of similar products and services which our products and services will compete directly against. Many of our
competitors have greater financial, technical, sales and marketing resources, better name recognition and a larger customer base than ours. In addition, many of our large competitors may offer customers a broader or superior range of products and
services. Some of our competitors may conduct more extensive promotional activities and offer lower commercialization costs to customers than we do, which could allow them to gain greater market share or prevent us from establishing and increasing
our market share. Increased competition in the alternative energy industry may result in significant price competition, reduced profit margins or loss of market share, any of which may have a material adverse effect on our ability to generate
revenues and successfully operate our business. Our competitors may develop technologies superior to those that our company is currently developing. In the future, we may need to decrease our prices if our competitors lower their prices. Our
competitors may be able to respond more quickly to new or changing opportunities, technologies and customer requirements. Such competition will potentially affect our chances of achieving profitability, and ultimately affect our ability to continue
as a going concern.

If we fail to effectively manage the growth of our company and the commercialization or licensing of our products and services, our future business results could be harmed and our managerial and operational resources may be strained.

As we proceed with the development of our products and services and the expansion of our commercialization efforts, we expect to experience significant growth in the scope and complexity of our business. We will need to add staff to market our
services, manage operations, handle sales and marketing efforts and perform finance and accounting functions. We anticipate that we will be required to hire a broad range of additional personnel in order to successfully advance our operations. This
growth is likely to place a strain on our management and operational resources. The failure to develop and implement effective systems, or to hire and retain sufficient personnel for the performance of all of the functions necessary to effectively
service and manage our potential business, or the failure to manage growth effectively, could have a material adverse effect on our business and financial condition.

Uncertainty in market conditions and other unforeseen factors may negatively affect our operations and financial condition.

We participate in a relatively new marketplace, wind turbine development, which is susceptible to the risks of market change, new competition and other currently unforeseen factors. Any event that negatively affects the sale of our products or
services, or a change in competitors' strategies, significant quality problems, negative publicity or evaluation, reduced market acceptance or obsolescence of, our product offerings, a change in our operating environment, could have a material
adverse effect on our business, financial condition or results of operations.

If we do not keep pace with our competitors, technological advancements and market changes, our products may become obsolete and our business may suffer.

The market for our products is very competitive, is subject to technological changes and varies for different individual customers. Our growth and future financial performance depend in part on our ability to enhance existing wind turbines and to
develop and introduce new turbine and renewable energy solutions to incorporate technological advances that satisfy local regulatory requirements or expectations.

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Many of our competitors have significantly greater resources and have developed products and processes that directly compete with our products. Our competitors may develop new wind turbines that directly compete with our wind turbines or even render
our wind turbines obsolete. If we are unable to bring our new product lines or renewable energy solutions to market on a timely or cost effective basis, or our competitors are able to develop products that achieve greater market acceptance than
ours, our business and financial performance will suffer.

Our ability to hire and retain key personnel will be an important factor in the success of our business and a failure to hire and retain key personnel may result in our inability to manage and implement our business plan.

We are highly dependent upon our management personnel such as Harold Dickout and Frank Pickersgill because of their experience in the development and ongoing operations of our company. The loss of the services of one or more of these individuals may
impair management's ability to operate our company. We have not purchased key man insurance on any of these individuals, which insurance would provide us with insurance proceeds in the event of their death. Without key man insurance, we may not have
the financial resources to develop or maintain our business until we could replace the individual or to replace any business lost by the death of that person. The competition for qualified personnel in the markets in which we operate is intense. In
addition, in order to manage growth effectively, we must implement management systems and recruit and train new employees. We may not be able to attract and retain the necessary qualified personnel. If we are unable to retain or to hire qualified
personnel as required, we may not be able to adequately manage and implement our business.

Our company is dependent on various third parties to support our business, such as suppliers, licensors and manufacturers.

We utilize a variety of third parties to support our business, such as suppliers and licensors and manufacturers. Our ability to secure and maintain these relationships will be critical to the success of our business objectives, and conversely the
inability to secure these future relationships on reasonable commercial terms represents a risk and could have a material adverse effect on our operations or financial condition.

Most of our assets and all of our directors and officers are outside the United States, with the result that it may be difficult for investors to enforce within the United States any judgments obtained against us or any of our directors or
officers.

Although we are organized under the laws of the State of Nevada, United States, our principal business office is located in Toronto, Ontario, Canada. Outside the United States, it may be difficult for investors to enforce judgments against us that
are obtained in the United States in any action, including actions predicated upon civil liability provisions of federal securities laws. In addition, all of our directors and officers reside outside the United States, and nearly all of the assets
of these persons and our assets are located outside of the United States. As a result, it may not be possible for investors to effect service of process within the United States upon such persons or to enforce against us or such persons judgments
predicated upon the liability provisions of United States securities laws. There is substantial doubt as to the enforceability against us or any of our directors and officers located outside the United States in original actions or in actions of
enforcement of judgments of United States courts or liabilities predicated on the civil liability provisions of United States federal securities laws. In addition, as the majority of our assets are located outside of the United States, it may be
difficult to enforce United States bankruptcy proceedings against us. Under bankruptcy laws in the United States, courts typically have jurisdiction over a debtor's property, wherever it is located, including property situated in other countries.
Courts outside of the United States may not recognize the United States bankruptcy court's jurisdiction. Accordingly, you may have trouble administering a United States bankruptcy case involving a Nevada company as debtor with most of its property
located outside the United States. Any orders or judgments of a bankruptcy court obtained by you in the United States may not be enforceable.

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Risks Related To Our Company Stock

If we issue additional shares in the future, it will result in the dilution of our existing shareholders.

Our Articles authorize the issuance of up to 100,000,000 shares of common stock and 30,000,000 class A special voting shares. Our board of directors may choose to issue some or all of such shares to acquire one or more businesses or to provide
additional financing in the future. The issuance of any such shares will result in a reduction of the book value and market price of the outstanding shares of our common stock. If we issue any such additional shares, such issuance will cause a
reduction in the proportionate ownership and voting power of all current shareholders. Further, such issuance may result in a change of control of our corporation.

Trading of our stock may be restricted by the Securities Exchange Commission's penny stock regulations, which may limit a stockholder's ability to buy and sell our stock.

The Securities and Exchange Commission has adopted regulations which generally define "penny stock" to be any equity security that has a market price (as defined) less than $5.00 per share or an exercise price of less than $5.00 per share,
subject to certain exceptions. Our securities are covered by the penny stock rules, which impose additional sales practice requirements on broker-dealers who sell to persons other than established customers and "accredited investors". The term
"accredited investor" refers generally to institutions with assets in excess of $5,000,000 or individuals with a net worth in excess of $1,000,000 or annual income exceeding $200,000 or $300,000 jointly with their spouse. The penny
stock rules require a broker-dealer, prior to a transaction in a penny stock not otherwise exempt from the rules, to deliver a standardized risk disclosure document in a form prepared by the Securities and Exchange Commission, which provides
information about penny stocks and the nature and level of risks in the penny stock market. The broker-dealer also must provide the customer with current bid and offer quotations for the penny stock, the compensation of the broker-dealer and its
salesperson in the transaction and monthly account statements showing the market value of each penny stock held in the customer's account. The bid and offer quotations, and the broker-dealer and salesperson compensation information, must be given to
the customer orally or in writing prior to effecting the transaction and must be given to the customer in writing before or with the customer's confirmation. In addition, the penny stock rules require that prior to a transaction in a penny stock not
otherwise exempt from these rules, the broker-dealer must make a special written determination that the penny stock is a suitable investment for the purchaser and receive the purchaser's written agreement to the transaction. These disclosure
requirements may have the effect of reducing the level of trading activity in the secondary market for the stock that is subject to these penny stock rules. Consequently, these penny stock rules may affect the ability of broker-dealers to trade our
securities. We believe that the penny stock rules discourage investor interest in and limit the marketability of our common stock.

FINRA sales practice requirements may also limit a stockholder's ability to buy and sell our stock.

In addition to the "penny stock" rules described above, the Financial Industry Regulatory Authority (FINRA), formerly the National Association of Securities Dealers or NASD, has adopted rules that require that in recommending an investment to a
customer, a broker-dealer must have reasonable grounds for believing that the investment is suitable for that customer. Prior to recommending speculative low priced securities to their non-institutional customers, broker-dealers must make reasonable
efforts to obtain information about the customer's financial status, tax status, investment objectives and other information. Under interpretations of these rules, the FINRA believes that there is a high probability that speculative low priced
securities will not be suitable for at least some customers. The FINRA requirements make it more difficult for broker-dealers to recommend that their customers buy our common stock, which may limit your ability to buy and sell our stock and have an
adverse effect on the market for our shares.

Our common stock is illiquid and the price of our common stock may be negatively impacted by factors which are unrelated to our operations.

Our common stock currently trades on a limited basis on the OTC Bulletin Board. Trading of our stock through the OTC Bulletin Board is frequently thin and highly volatile. There is no assurance that a sufficient market will develop in the stock, in
which case it could be difficult for shareholders to sell their stock. The market price of our

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common stock could fluctuate substantially due to a variety of factors, including market perception of our ability to achieve our planned growth, quarterly operating results of our competitors, trading volume in our common stock, changes in general
conditions in the economy and the financial markets or other developments affecting our competitors or us. In addition, the stock market is subject to extreme price and volume fluctuations. This volatility has had a significant effect on the market
price of securities issued by many companies for reasons unrelated to their operating performance and could have the same effect on our common stock.

Item 3A(T). Controls And Procedures

We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in our reports filed under the Securities Exchange Act of 1934, as amended, is recorded, processed, summarized and reported
within the time periods specified in the Securities and Exchange Commission's rules and forms, and that such information is accumulated and communicated to our management, including our principal executive officer and principal accounting and
financial officer (our chief executive officer) to allow for timely decisions regarding required disclosure.  In designing and evaluating our disclosure controls and procedures, our management recognizes that any controls and procedures, no matter
how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives, and our management is required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures.

As of April 30, 2008, the end of the three month period year covered by this report, we carried out an evaluation, under the supervision and with the participation of our management, including our chief executive officer, of the effectiveness of the
design and operation of our disclosure controls and procedures. Based on the foregoing, our chief executive officer concluded that our disclosure controls and procedures were effective as of the end of the period covered by this quarterly report.

There have been no significant changes in our internal controls over financial reporting that occurred during the quarter ended April 30, 2008 that have materially affected, or are reasonably likely to materially affect, our internal controls over
financial reporting.

Part II. OTHER INFORMATION

Item 1. Legal Proceedings.

We know of no material, active or pending legal proceedings against our company, nor are we involved as a plaintiff in any material proceeding or pending litigation. There are no proceedings in which any of our directors, officers or affiliates, or
any registered or beneficial shareholder, is an adverse party or has a material interest adverse to our interest.

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

On February 22, 2008, our board of directors accepted a notice of redemption delivered by Class A Special Voting shareholder of our company. Accordingly, we have issued an aggregate of 846,154 common shares in the capital of relying on Regulation S
and/or Section 4(2) of the Securities Act of 1933 to one non-U.S. Person (as that term is defined in Regulation S under the Securities Act of 1933).

On February 27, 2008, our board of directors accepted a notice of redemption delivered by Class A Special Voting shareholder of our company. Accordingly, we have issued an aggregate of 1,769,231 common shares in the capital of our company. We issued
the common shares in an offshore transaction relying on Regulation S and/or Section 4(2) of the Securities Act of 1933 to one non-U.S. Person (as that term is defined in Regulation S under the Securities Act of 1933).

On April 2, 2008, we entered into a convertible loan agreement dated effective March 6, 2008, with Smart Goal Investment Limited wherein Smart Goal has agreed to loan our company $350,000. The loan is unsecured and convertible into common shares
of our company. The loan bears interest at a rate of 2% above the Bank of Canadas prime rate per annum and is to be paid in full one year from the advancement date. If the loan is not repaid by the

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due date, Smart Goal may exercise their rights to convert all
or a portion of the total outstanding amount of the loan plus accrued interest
as of that date into common shares of our company at $0.32 per share, under the
convertible loan agreement, we have agreed to issue a warrant certificate for
the right to purchase up to 546,875 shares of our common stock to Smart Goal.
The warrants may be exercised by Smart Goal at any time during a period of two
years from the advancement date of the loan. Each warrant is exercisable at a
price of $0.35 per share. The securities are to be issued in an offshore
transaction relying on Regulation S and/or Section 4(2) of the Securities Act of
1933 to one non-U.S. Person (as that term is defined in Regulation S under the
Securities Act of 1933).

Item 3. Defaults Upon Senior Securities.

None.

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

None.

Item 5. Other Information.

None.

Item 6. Exhibits.

Exhibits Required by Item 601 of Regulation S-B.

|Exhibit |                                                                                                                                                                                                                                                                                                             
|------- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Number  | Description                                                                                                                                                                                                                                                                                                 
|        |                                                                                                                                                                                                                                                                                                             
|(2)     | Plan of Purchase, Sale, Reorganization, Arrangement,
      Liquidation or Succession                                                                                                                                                                                                                        
|        |                                                                                                                                                                                                                                                                                                             
|2.1     | Share Exchange Agreement dated August 11, 2006, among
      Northwest Passage Ventures, Ltd., 6544797 Canada Ltd., Americas Wind
      Energy Inc. and the shareholders of Americas Wind Energy Inc.
      (incorporated by reference from our Current Report on Form 8-K filed on
      September 11, 2006)
|        |                                                                                                                                                                                                                                                                                                             
|(3)     | Articles of Incorporation and By-laws                                                                                                                                                                                                                                                                       
|        |                                                                                                                                                                                                                                                                                                             
|3.1     | Articles of Incorporation (incorporated by reference from
      our Registration Statement on Form SB-2 filed on October 29, 2003).                                                                                                                                                                         
|        |                                                                                                                                                                                                                                                                                                             
|3.2     | Bylaws (incorporated by reference from our Registration
      Statement on Form SB-2 Filed on October 29, 2003).                                                                                                                                                                                            
|        |                                                                                                                                                                                                                                                                                                             
|3.3     | Certificate of Amendment filed with the Nevada Secretary
      of State on June 19, 2006 (incorporated by reference from our Current
      Report on Form 8-K filed on September 11, 2006)                                                                                                                  
|        |                                                                                                                                                                                                                                                                                                             
|3.4     | Certificate of Amendment filed with the Nevada Secretary
      of State on October 16, 2006 (incorporated by reference from our Current
      Report on Form 8-K filed on October 16, 2006)                                                                                                                 
|        |                                                                                                                                                                                                                                                                                                             
|(10)    | Material Contracts                                                                                                                                                                                                                                                                                          
|        |                                                                                                                                                                                                                                                                                                             
|10.1    | License Agreement dated April 23, 2004, among Americas
      Wind Energy Inc. and Emergya Wind Technologies B.V. (incorporated by
      reference from our Current Report on Form 8-K filed on September 11, 2006)                                                                                          
|        |                                                                                                                                                                                                                                                                                                             
|10.2    | Convertible Loan Agreement between our company and Smart
      Goal Investment Limited (incorporated by reference from our Current Report
      on Form 8-K filed on April 11, 2008)                                                                                                                        

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|16.   | Letter on Change in Certifying
      Accountant                                                                                                                                                           
|----- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|      |                                                                                                                                                                                                           
|16.1  | Letter from
        Madsen and Associates CPAs Inc. regarding change in certifying accountant.
        (incorporated by reference from our Current Report on Form 8-K filed on
        December 12, 2006)
|      |                                                                                                                                                                                                           
|(21)  | Subsidiaries of the Small Business
      Issuer                                                                                                                                                           
|      |                                                                                                                                                                                                           
|      | 6544797 Canada Ltd.                                                                                                                                                                                       
|      |                                                                                                                                                                                                           
|      | Americas Wind Energy Inc.                                                                                                                                                                                 
|      |                                                                                                                                                                                                           
|(31)  | Section 302 Certifications                                                                                                                                                                                
|      |                                                                                                                                                                                                           
|31.1* | Section
      302 Certification                                                                                                                                                                           
|      |                                                                                                                                                                                                           
|(32)  | Section 906 Certification                                                                                                                                                                                 
|      |                                                                                                                                                                                                           
|32.1* | Section
      906 Certification                                                                                                                                                                           

* filed herewith

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SIGNATURES

In accordance with the requirements of the Exchange Act, the
registrant caused this quarterly report to be signed on its behalf by the
undersigned, thereunto duly authorized.

AMERICAS WIND ENERGY CORPORATION

|By:   | /s/
      Harold C.F. Dickout                                          | 
|----- | ---------------------------------------------------------------------- | 
|      | Harold C.F. Dickout                                                    | 
|      | President, Chief Executive Officer, Chairman
      and Director        | 
|      | (Principal Executive Officer, Acting Principal
      Financial Officer | 
|      | and Acting Principal Accounting Officer)                               | 
|      |                                                                        | 
|      |                                                                        | 
|Date: | June 16, 2008                                                          | 

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