U. S. SECURITIES
AND EXCHANGE COMMISSION

Washington, D.C. 20549



FORM 10-Q/A



Amendment No. 1



| | x | QUARTERLY
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
| | - | ---------------------------------------------------------------------------------------



For the quarterly period ended
February 28, 2013



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



For the transition period from ________________
to __________________



Commission File Number: 333-172139







BioPower Operations Corporation

(Exact name of registrant as specified in
its charter)



|Nevada                          |  | 27-4460232         
|------------------------------- |  | -------------------
|(State or other jurisdiction of |  | (IRS Employer      
|incorporation or organization)  |  | Identification No.)



1000 Corporate Drive, Suite 200, Fort
Lauderdale, Florida 33334

(Address of principal executive offices)



Issuer’s telephone number, including area code: (954)
202 6660



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. YesþNo ̈



Indicate
by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive
Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the
preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). YesþNo ̈



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



|Large accelerated filer ̈                                            | Accelerated filer ̈        
|------------------------------------------------------------------- | --------------------------
|Non-accelerated filer ̈(Do not check if a smaller reporting company) | Smaller reporting companyx



Indicate by check mark whether the registrant
is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes ̈Nox



Indicate the number of shares outstanding of each of the registrant’s
classes of common stock, as of the latest practicable date.



As of April 15, 2013, the registrant had
90,280,000 shares of common stock, par value $0.0001 per share, outstanding.











EXPLANATORY NOTE



This Amendment No. 1 to the Quarterly Report on Form 10-Q (“Amendment
No. 1”) of BioPower Operations Corporation. (the “Company”) amends the Company’s Quarterly Report on Form
10-Q for the quarter ended February 28, 2013 (the “Original Filing”), which was filed with the Securities and Exchange
Commission on April 15, 2013. The Company is filing this Amendment No. 1 to provide corrected exhibits 31.1 and 32.1 in reference
to SEC Comment Letter dated July 8, 2013 question number 4 requesting changes in information provided for the exhibits.



Except as described above, this Amendment No. 1 does not amend
any information set forth in the Original Filing, and the Company has not updated disclosures included therein to reflect any events
that occurred subsequent to the date of the Original Filing. Accordingly, this Amendment No. 1 should be read in conjunction with
the Original Filing, as well as our other filings made with the Securities and Exchange Commission pursuant to Section 13(a) or
15(d) of the Securities Exchange Act of 1934, as amended, subsequent to the Original Filing.













SIGNATURES



Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.



|                      | BioPower Operations Corporation
|--------------------- | -------------------------------
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|Date: August 21, 2013 | By:                            
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