SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-QSB

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

      For the quarterly period ending September 30, 2005

[ ]   TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
      EXCHANGE ACT OF 1934

                         COMMISSION FILE NUMBER 0-28015

                             ALTERNATE ENERGY CORP.
                             ----------------------
             (Exact name of registrant as specified in its charter)

           Nevada                                            86-0884116
           ------                                            ----------
(State or other jurisdiction of                           (I.R.S. Employer
incorporation or organization)                           Identification No.)

                        3325 North Service Rd, Suite 105
                               Burlington, Ontario
                                 Canada L7N 3G2
                    (Address of principal executive offices)

Registrant's telephone number including area code: 905.332.3110

SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:
                                      None

SECURITIES REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT:
                         Common shares, $0.001 par value

Indicate by check mark whether THE REGISTRANT (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that THE REGISTRANT was
required to file such reports) and (2) has been subject to such filing
requirements for the past 90 days.

Yes [X] No [ ]

The number of common shares without par value outstanding on September 30, 2005
was 107,278,998 shares.

<PAGE>

Alternate Energy Corp.
Condensed Balance Sheet
Unaudited

<TABLE>
<CAPTION>
                                                        Sept, 30       December, 31
                                                          2005             2004
---------------------------------------------------------------------------------------------------
<S>                                                  <C>             <C>
ASSETS
   Current
            Cash                                          103,703         418,253
            Deferred consulting costs                     165,149         373,333
            Prepaid expense and sundry assets             219,101         232,979
            Marketable security                           155,268         360,000
     Other
            Property & equipment                          311,574         313,317
            Technology & patent assets                  2,124,373       2,124,373
                                                     ------------    ------------

                                                     $  3,079,167    $  3,822,255
                                                     ============    ============
LIABILITIES
Current
            Accounts payable & accrued liabilities        117,159          36,384
            Loans payable                                 500,000               0
            Due to director                               397,973         350,381

                                                     ------------    ------------
                                                     $  1,015,132    $    386,765
                                                     ============    ============
SHAREHOLDERS' EQUITY
            Capital stock                                 107,940         104,815
            Additional paid in capital                 23,719,542      23,168,880
            Accumulated other comprehensive income       (118,142)         81,086
            Deficit                                   (21,645,303)    (19,919,291)

                                                     ------------    ------------
                                                        2,064,036       3,435,490
                                                     ------------    ------------

                                                     ------------    ------------
                                                     $  3,079,167    $  3,822,255
                                                     ============    ============
</TABLE>


See accompanying notes to the financial statements.


                                       2
<PAGE>

Alternate Energy Corp.
Condensed Statement of Operations
Unaudited
<TABLE>
<CAPTION>
                                       Three Months        Three Months        Nine Months         Nine Months
                                      Ending Sept 30      Ending Sept 30      Ending Sept 30      Ending Sept 30
                                      -------------       -------------       -------------       -------------
                                           2005                2004                2005                2004
                                      -------------       -------------       -------------       -------------
<S>                                   <C>                 <C>                 <C>                 <C>
REVENUE                               $        --         $        --         $        --         $        --
                                      -------------       -------------       -------------       -------------

EXPENSES
            Stock option benefit                  0                   0                   0                   0
            Management fees                       0                   0                   0              92,197
            Professional fees                48,176              98,279             226,125             448,043
            Consulting                      244,011           1,191,622           1,122,315           4,200,290
            Administration                   60,452             123,849             315,563             561,535
            Amortization                     23,896                   0              62,009                   0

                                      -------------       -------------       -------------       -------------
                                      $     376,534       $   1,413,750       $   1,726,012       $   5,302,065
                                      -------------       -------------       -------------       -------------

NET EARNINGS (loss)                   ($    376,534)      ($  1,413,750)      ($  1,726,012)      ($  5,302,065)
                                      -------------       -------------       -------------       -------------

BASIC NET LOSS PER SHARE                      (0.00)              (0.01)              (0.02)              (0.04)

WEIGHTED BASIC AVERAGE SHARES           106,974,398         131,829,941         106,102,170         131,000,000
                                      =============       =============       =============       =============
</TABLE>


See accompanying notes to the financial statements


                                       3
<PAGE>


Alternate Energy Corp.
Condensed Statement of Cash Flows
Unaudited

<TABLE>
<CAPTION>
Nine Months Ending September 30                                     2005              2004
---------------------------------------------------------------------------------------------
<S>                                                             <C>               <C>
Cash flows from (applied to)

OPERATING ACTIVITIES
            Net earnings (loss)                                 $(1,726,012)      $(1,413,750)
            Services for stock                                  $   843,314       $   512,000


            Amortization                                        $    62,009              --
            Stock option issued                                 $    54,500
            Accounts payable & accrued liabilities              $    80,775       $  (420,498)

            Prepaid expense                                     $    13,878       $   498,680

                                                                -----------       -----------
                                                                $  (671,537)      $  (823,568)
                                                                ===========       ===========
FINANCING ACTIVITIES
            Share subscription                                         --
            Advances from director                              $    47,592       $      --
            Loan Payable                                        $   500,000       $    99,915
            Changes in accumulated and other comprehensive
            income                                              $  (165,903)      $   101,012
                                                                -----------       -----------
                                                                $   381,689       $   200,927
                                                                ===========       ===========
INVESTING ACTIVITIES
            Sale of Marketable securities                       $    39,050       $      --
            Purchase of intangible assets                       $   (63,752)      $  (329,829)
                                                                -----------       -----------
                                                                $   (24,702)      $  (329,829)

NET INCREASE (decrease) IN CASH DURING YEAR                     $  (314,550)      $  (952,470)
                                                                -----------       -----------

CASH, BEGINNING OF PERIOD                                       $   418,253       $ 1,730,029
                                                                -----------       -----------

CASH, END OF PERIOD                                             $   103,703       $   777,559
                                                                -----------       -----------
---------------------------------------------------------------------------------------------
NON-CASH ITEMS
        Deferred consulting                                         208,184
---------------------------------------------------------------------------------------------
</TABLE>


See accompanying notes to the financial statements


                                       4
<PAGE>

ALTERNATE ENERGY CORP.
NOTES TO THE CONDENSED FINANCIAL STATEMENTS
(Unaudited) September 30, 2005 [GRAPHIC OMITTED]

1. GENERAL

The unaudited condensed statements have been prepared on the same basis as the
audited financial statements and, in the opinion of management, reflect all
adjustments (consisting of normal recurring adjustments) necessary for a fair
presentation for each of the periods presented. The results of operations for
interim statements are not necessarily indicative of results to be achieved for
full fiscal years.

As contemplated by the Securities and Exchange Commission (SEC) under Rule 10-01
of Regulation S-X, the accompanying financial statements and related footnotes
have been condensed and do not contain certain information that will be included
in THE COMPANY'S annual financial statements and footnotes thereto. For further
information, refer to the financial statements and related footnotes for the
year ended December 31, 2004 included in THE COMPANY'S Annual Report on Form
10-KSB.

INCOME TAXES

The Company accounts for its income taxes under the liability method specified
by Statement of Financial Accounting Standards (SFAS) No. 109, Accounting for
Income Taxes. Deferred tax assets and liabilities are determined based on the
difference between the financial statement and tax bases of assets and
liabilities as measured by the enacted tax rates which will be in effect when
these differences reverse. Deferred tax expense is the result of changes in
deferred tax assets and liabilities.

In assessing the realizability of future tax assets, management considers
whether it is more likely than not that some portion or all of the future tax
assets will not be realized. The ultimate realization of future tax assets is
dependent upon the generation of future taxable income during the periods in
which those temporary differences become deductible. Management considers the
scheduled reversal of future tax liabilities, projected future taxable income
and tax planning strategies in making this assessment.

LOSS PER SHARE

THE COMPANY reports earnings per share in accordance with the provisions of SFAS
No. 128, EARNING PER SHARE. SFAS No 128 requires presentation of basic and
diluted earnings per share in conjunction with the disclosure of the methodology
used in computing such earnings per share. Basic earnings per share excludes
dilution and is computed by dividing income available to common shares by the
weighted average common shares outstanding during the period. Diluted earnings
per share takes into account the potential dilution that could occur if the
securities or other CONTRACTS to issue stock were exercised and converted to
common stock.

There were stock options outstanding at September 30, 2005 to purchase 8,730,000
of common stock, December 31, 2004 - 8,580,000. There were no stock options
exercised for the period ending September 30, 2005.

Basic weighted average shares outstanding September 30, 2005 were 106,974,398,
December 31, 2004 - 128,185,299.

2. CAPITAL STOCK

There were 609,200 common stock issued during this period.


                                       5
<PAGE>

     ITEM. 2. MANAGEMENT DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
              RESULTS OF OPERATIONS

GENERAL

The following discussion and analysis should be read in conjunction with the
financial statements, and the notes thereto included herein. The information
contained below includes statements of AEC's or management's beliefs,
expectations, hopes, goals and plans that, if not historical, are
forward-looking statements subject to certain risks and uncertainties that could
cause actual results to differ materially from those anticipated in the
forward-looking statements. Information included or incorporated by reference in
this Quarterly Report may contain forward-looking statements. This information
may involve known and unknown risks, uncertainties and other factors which may
cause our actual results, performance or achievements to be materially different
from the future results, performance or achievements expressed or implied by any
forward-looking statements. Forward-looking statements, which involve
assumptions and describe our future plans, strategies and expectations, are
generally identifiable by use of the words "may," "will," "should," "expect,"
"anticipate," "estimate," "believe," "intend" or "project" or the negative of
these words or other variations on these words or comparable terminology.

Alternate Energy Corp., formerly known as COI, was incorporated in the State of
Nevada on August 1, 1997. The Company commenced active business operations on
June 1, 2003 and is considered to be a development stage company under SFAS 7.

Since 2003, AEC has had the objective of producing a revolutionary, clean, on
-demand hydrogen technology that would have global, multiple market
applications. At the Company's facilities in Burlington Ontario (Canada), and
along with contracted, independent laboratories, AEC is refining its technology
and preparing demonstrations of the hydrogen production unit. These
Demonstration units will power an Internal Combustion Engine and Astris Energi's
model E8 2.4 kW Alkaline Fuel Cell for a number of potential commercial
customers. These demonstrations will substantiate the ability to generate
hydrogen and electricity to power a variety of devices at very competitive
prices. AEC's consulting engineers have already confirmed the economic model and
functionality of this process.

The AEC hydrogen production technology refines the production of hydrogen and
resultant gaseous formation without the need for external energy input at time
of production.

In May 2004, AEC and Astris entered into a VAR agreement, whereby AEC is now a
Value Added Reseller (VAR) for Astris' AFC Power Generator products. The
companies believe that this Agreement is the optimal route for their
relationship to follow, in that a VAR relationship allows AEC to utilize Astris'
alkaline fuel cell for demonstration and sales purposes while permitting Astris
access to AEC's substantial sales and distribution prospects. This VAR
arrangement allows AEC to demonstrate and make available a combined fuel cell
power pack for sale to major corporate, industrial and energy utility customers.

Late Fall 2004, AEC took delivery of the first Powerstack 250 E8 2.4 kw alkaline
Fuel Cell from Astris from their pre-commercial production facility in Vlasim,
Czech Republic. This will form the basis of one of the company's demonstration
units for various prospective commercial clients.

AEC has filed the first two patent applications for its technology, has a third
party lab testing to quantify the process, and has designed a much smaller unit
for more practical mobile power applications.

In July 2005 AEC sub leased its Tennessee facility. The facility has satisfied
its research requirements and will be subleased up to March 31, 2005.


                                       6
<PAGE>


CRITICAL ACCOUNTING POLICIES, ESTIMATES AND NEW ACCOUNTING PRONOUNCEMENTS

Management's discussion and analysis of our financial condition and results of
operations are based upon our financial statements, which have been prepared in
accordance with accounting principles generally accepted in the United States of
America. The preparation of these financial statements requires that we make
estimates and judgments that affect the reported amounts of assets, liabilities,
revenues and expenses, and related disclosure of contingent assets and
liabilities. At each balance sheet date, management evaluates its estimates. We
base our estimates on historical experience and on various other assumptions
that are believed to be reasonable under the circumstances. Actual results may
differ from these estimates under different assumptions or conditions. The
estimates and critical accounting policies that are most important in fully
understanding and evaluating our financial condition and results of operations
include those listed below:

DEFERRED CONSULTING COSTS

Shares have been issued to service providers and consultants over the term of
contracts ranging from 1 to 2 years. Shares have been issued at the fair market
value price at date of contract signing and the expense will be amortized over
the term of the contract.

IMPAIRMENT OF INTANGIBLE ASSETS WITH INDEFINITE LIVES

On May 22, 2003, the Company adopted SFAS No 142, "Goodwill and Other Intangible
Assets." Under the new statement, the Company no longer amortizes intangible
assets with indefinite lives, but instead tests for impairment on at least an
annual basis. In accordance with SFAS No. 142, the Company evaluates the
carrying value of other intangible assets annually as of December 31 and between
annual evaluations if events occur or circumstances change that would more
likely than not reduce the fair value of the reporting unit below its carrying
amount. Such circumstances could include, but are not limited to, (1) a
significant adverse change in legal factors or in business climate, (2)
unanticipated competition, or (3) an adverse action or assessment by a
regulator. When evaluating whether the other intangible asset is impaired, the
Company compares the fair value of the reporting unit to which the other
intangible asset is assigned to its carrying amount. If the carrying amount of a
reporting unit exceeds its fair value, then the amount of the impairment loss
must be measured. The impairment loss would be calculated by comparing the
implied fair value of reporting unit to its carrying amount. In calculating the
implied fair value of the other intangible assets, the fair value of the
reporting unit is allocated to all of the other assets and liabilities of that
unit based on their fair values. The excess of the fair value of a reporting
unit over the amount assigned to its other assets and liabilities is the implied
fair value of its intangibles. The initial evaluation of the intangible assets
completed as of October 1, 2003 in accordance with SFAS No. 142 resulted in no
impairment losses. Additionally, the Company performed its periodic review of
its intangible assets for impairment as of December 31, 2004, and did not
identify any asset impairment as a result of the review.

STOCK OPTION PLANS

The Company applies the fair value based method of accounting prescribed by SFAS
No. 123, ACCOUNTING FOR STOCK-BASED COMPENSATION in accounting for its stock
options granted to both employees and non-employees. As such, compensation
expense is recorded on the date of grant based on the fair market value of the
stock and expensed in the period which the option was granted.


                                       7
<PAGE>

RESULTS OF OPERATIONS

                   FOR FISCAL QUARTER ENDED SEPTEMBER 30, 2005

For the fiscal quarter ended September 30, 2005, AEC had no revenues. During
this period AEC has been involved in the development of its hydrogen production
system along with its sales and marketing strategies. The company anticipates
revenue as soon as its hydrogen production system can be implemented into or
surpasses its first alpha-stage unit, the H2 1500-A1, which was recently
demonstrated before two separate multinational engine companies in the U.S. This
mobile "road show" was set up on-site with each organization, to review AEC's
Hydrogen Production technology and discuss business opportunities. The company
is on schedule with its product development timetable to take advantage of
several opportunities with targeted organizations. These meetings are the
beginning of a series of such meetings, whereby Alternate Energy Corporation
will be showcasing its hydrogen production technology to commercial parties.
These groups have been pre-qualified as having a demonstrated need for clean,
alternative power.

                                    EXPENSES

AEC had total expenses of $376,534 and $1,413,750 in the fiscal quarter ended
September 30, 2005 and September 30, 2004, respectively. AEC's expenses for the
fiscal quarter ended September 30, 2005 consisted of $60,452 in administrative
expenses, $244,011 in consulting fees, $48,176 in professional fees and $23,896
in amortization. During the fiscal quarter ended June 30, 2005, AEC's expenses
decreased significantly comparative to the fiscal quarter ended September 30,
2004, mostly due to consulting fees, which were $1,191,622 in the 2004 period.
The decrease is attributed to the utilization of core consultants relative to
the focus on research and development pertaining to its hydrogen production
system, its demonstration units and its marketing and operation strategy. There
were also shares issued to select consultants to the company reducing the total
fees due.

There was a decrease of $63,397 in administrative expenses for the period ended
September 30, 2005 compared to the same period in 2004. The reason for this
decrease can be referred to shares of the company that were issued relating to
R&D, the utilization of core consultants as well as the sub leasing of our
Tennessee facility, all of which has lowered administrative costs by more than
half of the administrative expenses incurred comparative to the period ending
September 30, 2004.

Professional fees were $48,176 for the fiscal quarter ended September 30, 2005
compared to $98,279 for the same period in 2004. The prior years professional
fees were higher due to private placements and financing completed along with
the legal fees associated with it.


Over the next 12 months, AEC anticipates that its expenses will not increase
substantially over its expenses in fiscal year 2004. AEC will continue as
planned in the goals set for the continued development, sales and marketing of
its hydrogen production system.

                                    NET LOSS

AEC had a net loss of $376,534 for the fiscal quarter ended September 30, 2005,
compared with a net loss of $1,413,750 for the fiscal quarter ended September
30, 2004. The decrease of $1,037,216 in the net loss for the 2005 fiscal quarter
compared to the 2004 fiscal quarter relates to the overall reduction of
professional, consulting and administrative fees in the 2005 period. Management
believes that, for the fiscal year ending December 31, 2005, AEC will only be
able to reduce its net loss if AEC can create and sustain significant revenues
from its hydrogen production system.


                                       8
<PAGE>

LIQUIDITY AND CAPITAL RESOURCES

AEC's financial statements have been prepared on a going concern basis that
contemplates the realization of assets and the settlement of liabilities and
commitments in the normal course of business. AEC incurred a net loss of
$375,534 and $1,413,750 for the quarters ended September 30, 2005 and September
30, 2004, respectively, and has an accumulated deficit of $21,645,303 at
September 30, 2005. AEC had $103,703 in cash on hand as of September 30, 2005.
Management may obtain additional capital principally through the sale of equity
securities. The realization of assets and satisfaction of liabilities in the
normal course of business is dependent upon AEC ultimately obtaining profitable
operations. However, no assurances can be given that AEC will be successful in
these activities. Should any of these events not occur, the accompanying
financial statements will be materially affected.

Due to no cash generated from operations, AEC currently does not internally
generate cash sufficient to pay all of its incurred expenses and other
liabilities. As a result, AEC is dependent on investor capital and loans to meet
its expenses and obligations. Although investor funds have allowed AEC to meet
its obligations in the recent past, there can be no assurances that AEC's
present methods of generating cash flow will be sufficient to meet future
obligations. Historically, AEC has, from time to time, been able to raise
additional capital, but there can be no assurances that AEC will be able to
raise additional capital in this manner.

Net cash used in operating activities was $671,537 for the three month period
ended September 30, 2005.

Net cash obtained from financing activities was $0 for the three month period
ended September 30, 2005, compared with $0 for the three month period ended
September 30, 2004. In the 2005 period, the Company issued 1,892,357shares of
common stock

On March 2, 2005, the company entered into a private placement with certain
accredited investors whereby these investors have purchased $1,500,000 in
convertible notes, with Class A Warrants to purchase a number of shares equal to
the number of shares to which the Notes are convertible at a price of $.40 per
share expiring in 3 years and with Class B Warrants to purchase up to an
additional $1.5 million in the Company's common shares at 70% of the average
closing bid price for the 5 days preceding the notice to exercise and expiring
90 days after the registration statement registering the shares has been
declared effective. The note carries an interest rate of 6%. Interest is payable
quarterly in arrears in either cash or stock of the Company, at the Company's
discretion.

The Notes are convertible into shares of the Company at 70% of the average
closing bid price for the 5 days preceding the notice to convert with a floor of
$.15 and a ceiling of $.35 per share.

The Company has received $500,000 in cash from the investors and will receive an
additional $1,000,000 upon its registration statement filed with the SEC being
declared effective.

Class C Warrants are being issued to Westor Online, Inc., the placement agent
for the transaction. The warrant allows for the purchase of 400,000 shares at
$.40 per share and 400,000 shares at $1.00 per share, exercisable for 3 years
from the date of the closing. The investors are additionally getting 200,000
Class C Warrants.

In January 2004, AEC entered into a Securities Purchase Agreement with Palisades
Master Fund LP, Crescent International Ltd., Alpha Capital AG, Bristol
Investment Fund, Ltd., Ellis International Limited, Inc., Vertical Ventures,
LLC, Platinum Partners, Abraham Schwartz, Colbart Birnet, Chana Braun, Ronald
Nash, Marketwise Trading, West End Convertible Fund, and a trust account
pursuant to which AEC sold a total of 5,500,000 shares of common stock at a
price of $0.50 per share and warrants to purchase a total of 2,750,000 shares of
common stock at an exercise price of $0.85 per share. The warrants have a three
year term. AEC received gross proceeds of $2,750,000 from this transaction.


                                       9
<PAGE>

In December 2003, AEC entered into a Securities Purchase Agreement with LRG
Holdings Inc., Professional Traders Fund LLC, Generation Capital Associates,
First Mirage Inc., Truk Opportunity Fund LLC, pursuant to which AEC sold a total
of 1,060,000 shares of common stock at a price of $0.50 per share and warrants
to purchase a total of 471,112 shares of common stock and an exercise price of
$1.20 per share. The warrants have a three year term. AEC received gross
proceeds of $530,000 from this transaction.

May 22, 2003, AEC issued 104,870,715 shares of common stock to AEC1, Inc. in
exchange for technology, products and licenses. In November 2004, the Company
cancelled 30,000,000 shares that were returned to the Company by AEC 1 as part
of an agreement to divest the Company of certain non-core technology.

There are no assurances that AEC will be able to raise sufficient funds to meet
long-term capital needs. AEC may also seek alternative sources of financing,
including from more conventional sources such as bank loans and credit lines.
Again, no assurances can be given that AEC will be able to meet its needs
through the sale of securities or otherwise. Further, the availability of any
future financing may not be on terms that are satisfactory to AEC.

From time to time, AEC may evaluate potential acquisitions involving
complementary businesses, content, products or technologies. AEC has no present
agreements or understanding with respect to any such acquisition. AEC's future
capital requirements will depend on many factors, including growth of AEC's
business, the success of its operations, economic conditions and other factors
including the results of future operations.

PLAN OF OPERATION

Over the next twelve months, AEC will continue to focus on the development of
the ICE (internal combustion engine) and fuel cell generator sets for
demonstration to investors and potential customers of AEC's hydrogen fuel
production capability. The ICE generators will use our hydrogen as fuel
throughout the demonstration, produced on the spot by AEC's hydrogen production
unit the H2 1500-A1.

Our first alpha-stage unit, the H2 1500-A1, was recently demonstrated before two
separate multinational engine companies in the U.S. This mobile "road show" was
set up on-site with each organization, to review AEC's small scale, on-demand
Hydrogen Production technology and discuss business opportunities.

The company is on schedule with its product development timetable to take
advantage of several opportunities with targeted organizations. These meetings
are the beginning of a series of such meetings, whereby Alternate Energy
Corporation will be showcasing its hydrogen production technology to a list of
prospective commercial customers, potential licensees, select government and
institutional contacts and other interested commercial parties. These groups
have been pre-qualified as having a demonstrated need for clean, alternative
power.

These developments parallel AEC's recent work on its hydrogen production unit
for use with the Astris E8 alkaline fuel cell. The fuel cell and ICE platforms
are expected to provide AEC with multiple market opportunities and greater
revenue potential. We have and will also continue to refine our hydrogen
production process. Due to the strict purity and volume requirements of a fuel
cell, our technical team has worked and continues to work in conjunction with a
number of recognized independent laboratories to ensure that outputs meet
acceptable levels.


                                       10
<PAGE>


As of Nov 4th, 2005 the company has made formal application for a patent on its
technology.

The company has also filed a provisional patent application with the U.S. Patent
and Trademark Office in connection with its proprietary process of producing
pure hydrogen.

As a result of working closely with Experchem Laboratories of Toronto, Canada
over the past nine months, our method of producing hydrogen has benefited from
significant enhancements. The modifications and improvements to our hydrogen
production process have resulted in a more efficient production process, an
increased production of hydrogen, and the ability to produce what we believe to
be a saleable, in-demand by-product. This by-product, however, may provide us
with a source of future revenue, which could partially offset the cost of our
hydrogen production and accelerate our entry into the $3 billion (USD) bulk
hydrogen market.

A provisional patent application establishes an official United States patent
application filing date for an invention and permits one year's authorization to
use a "Patent Pending" notice in connection with the invention and to assess the
invention's commercial potential before committing to the higher cost of filing
and prosecuting a non-provisional application for patent.

In order to accomplish and continue with these steps management estimates that
the Company we will require half a million dollars towards the end of Fiscal
year ended 2005 and several million dollars towards the end of fiscal year ended
2006. As the Company does not have any current revenue, such funds will come
from loans from officers and private placements of the Company's common stock.

Changes In and Disagreements with Accountants on Accounting and Financial
Disclosure

There were no changes in accountants or any disagreements with our accountants
on accounting and financial disclosures.

ITEM 3. CONTROLS AND PROCEDURES.

As of the end of the period covered by this report, the Company carried out an
evaluation, under the supervision and with the participation of the Company's
Principal Executive Officer and the Principal Financial Officer, of the
effectiveness of the design and operation of the Company's disclosure controls
and procedures. The Company's disclosure controls and procedures are designed to
provide a reasonable level of assurance of achieving the Company's disclosure
control objectives. The Company's Principal Executive Officer and Principal
Accounting Officer have concluded that the Company's disclosure controls and
procedures are, in fact, effective at this reasonable assurance level. In
addition, we reviewed our internal controls, and there have been no significant
changes in our internal controls or in other factors that could significantly
affect those controls subsequent to the date of their last valuation or from the
end of the reporting period to the date of this Form 10-QSB.


                                       11
<PAGE>


                                     PART II
ITEM 1. LEGAL PROCEEDINGS

 On August 15, 2002 the Securities and Exchange Commission filed a civil lawsuit
against the Company, its former CEO and other individuals. SEC v. COI Solutions,
et al. Case No. 02-80766-CIV-Hurley. The SEC alleged in its complaint that COI
Solutions, while under prior management, engaged in a scheme to pay illegal
kickbacks to representatives of a European fund contrived by the FBI and made
false and misleading statements in filing on Form S-8.

This litigation has been settled. We neither admitted nor denied liability and
agreed to not violate the Federal securities laws in the future. There was no
penalty or other money paid by us to settle this matter.

On October 22, 2004 we sued Russell Rothman in the Ontario Superior Court of
Justice (Case No. 04-CV-277760CM2). We are seeking the rescission of agreements
between us and Rothman, return of shares paid to him, and return of money paid.
We had entered into an agreement with Rothman for the purchase of certain
technology related to the production of hydrogen gas. Rothman represented to us
that he had all right title and interest in the technology and had the ability
to sell the technology. We alleged in our lawsuit that Rothman had in fact sold
the technology to other companies, and on more than one occasion, prior to
entering into the agreement with us. We additionally allege that the technology
he purported to sell did not work. We do not rely on the Rothman technology for
the production of hydrogen. We have developed our own proprietary processes for
producing hydrogen. Rothman has counterclaimed against us for breach of contract
in the amount of $2 billion and is asking for punitive damages in the amount of
$10 million. We believe that the counterclaim is completely without merit. Mr.
Rothman's attorney has withdrawn from the case and the Court has ordered Mr.
Rothman to obtain new counsel by July 28, 2005.

Mr. Rothman has obtained new counsel and a court date has been set for December
9th, 2005.

ITEM 2. CHANGE IN SECURITIES AND USE OF PROCEEDS

In March 2005, the company entered into a private placement with certain
accredited investors whereby these investors have purchased $1,500,000 in
convertible notes, with Class A Warrants to purchase a number of shares equal to
the number of shares to which the Notes are convertible at a price of $.40 per
share expiring in 3 years and with Class B Warrants to purchase up to an
additional $1.5 million in the Company's common shares at 70% of the average
closing bid price for the 5 days preceding the notice to exercise and expiring
90 days after the registration statement registering the shares has been
declared effective. The note carries an interest rate of 6%. Interest is payable
quarterly in arrears in either cash or stock of the Company, at the Company's
discretion.

The Company has received $500,000 in cash from the investors and will receive an
additional $1,000,000 upon its registration statement filed with the SEC being
declared effective.


                                       12
<PAGE>

ITEM 3. DEFAULT UPON SENIOR SECURITIES

None


ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

None.

ITEM 5. CHANGE IN REGISTRANT'S CERTIFYING ACCOUNTANT

None

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

(b) An 8-K has been filed on March 2, 2005.


                                       13
<PAGE>


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, THE
REGISTRANT has duly caused this report to be signed on its behalf by the
undersigned thereto duly authorized.


DATED THIS 14th DAY OF November, 2005
                             ALTERNATE ENERGY CORP.


                                         BY: /S/ BLAINE FROATS
                                             -------------------------
                                             BLAINE FROATS,
                                             President/CEO


                                         BY: /S/ BLAINE FROATS
                                             -------------------------
                                             BLAINE FROATS,
                                             PFO


                                       14
<PAGE>

                  CERTIFICATION PURSUANT TO SECTION 302 OF THE
                           SARBANES-OXLEY ACT OF 2002
                         I, Blaine Froats, certify that:

1. I have reviewed this quarterly report on Form 10-QSB of Alternate Energy
Corp. (the "REGISTRANT");

2. Based on my knowledge, this annual report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to make
the statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this quarterly
report;

3. Based on my knowledge, the financial statements, and other financial
information included in this annual report, fairly present in all material
respects the financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this quarterly report;

4. The registrant's other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and have;

(a) Designed such disclosure controls and procedures to ensure that material
information relating to the registrant, including its consolidated subsidiaries,
is made known to us by others within those entities, particularly during the
period in which this annual report is being prepared;

(b) Evaluated the effectiveness of the registrant's disclosure controls and
procedures as of a date within 90 days prior to the filing date of this annual
report (the "EVALUATION DATE");

(c) Presented in this quarterly report our conclusions about the effectiveness
of the disclosure controls and procedures based on our required evaluation as of
the Evaluation Date;

5. The registrant's other certifying officers and I have disclosed, based on our
most recent evaluation, to the registrant's auditors and the audit committee of
registrant's board of directors (or persons performing the equivalent function):

(a) All significant deficiencies in the design or operation of internal controls
which could adversely affect the registrant's ability to record, process,
summarize and report financial data and have identified for the registrant's
auditors any material weaknesses in internal controls; and

(b) Any fraud, whether or not material, that involves management or other
employees who have a significant role in the registrant's internal controls; and

6. The registrant's other certifying officers and I have indicated in this
quarterly report whether there were significant changes in internal controls or
in other factors that could significantly affect internal controls subsequent to
the date of our most recent evaluation, including any corrective actions with
regard to significant deficiencies and material weaknesses.

                                       BY: /S/ BLAINE FROATS

                                       ----------------------------------
                                       BLAINE FROATS
                                       PRESIDENT/CEO

Date: November 14, 2005



                                       15
<PAGE>


                  CERTIFICATION PURSUANT TO SECTION 302 OF THE
                           SARBANES-OXLEY ACT OF 2002
                         I, BLAINE FROATS, certify that:

1. I have reviewed this quarterly report on Form 10-QSB of Alternate Energy
Corp. (the "REGISTRANT");

2. Based on my knowledge, this annual report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to make
the statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this quarterly
report;

3. Based on my knowledge, the financial statements, and other financial
information included in this annual report, fairly present in all material
respects the financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this annual report;

4. The registrant's other certifying officers and I am responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:

(a) Designed such disclosure controls and procedures to ensure that material
information relating to the registrant, including its consolidated subsidiaries,
is made known to us by others within those entities, particularly during the
period in which this annual report is being prepared;

(b) Evaluated the effectiveness of the registrant's disclosure controls and
procedures as of a date within 90 days prior to the filing date of this
quarterly report (the "EVALUATION DATE"); and

(c) Presented in this annual report our conclusions about the effectiveness of
the disclosure controls and procedures based on our required evaluation as of
the Evaluation Date;

5. The registrant's other certifying officers and I have disclosed, based on our
most recent evaluation, to the registrant's auditors and the audit committee of
registrant's board of directors (or persons performing the equivalent function):

(a) All significant deficiencies in the design or operation of internal controls
which could adversely affect the registrant's ability to record, process,
summarize and report financial data and have identified for the registrant's
auditors any material weaknesses in internal controls; and

(b) Any fraud, whether or not material, that involves management or other
employees who have a significant role in the registrant's internal controls; and

6. The registrant's other certifying officers and I have indicated in this
annual report whether there were significant changes in internal controls or in
other factors that could significantly affect internal controls subsequent to
the date of our most recent evaluation, including any corrective actions with
regard to significant deficiencies and material weaknesses.

                                            BY: /S/ BLAINE FROATS

                                            ----------------------------------
                                            BLAINE FROATS
                                            Principal Financial Officer

Date: November 14, 2005


                                       16