U.S. SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-QSB

                 Quarterly Report Under Section 13 or 15 (d) of
                         Securities Exchange Act of 1934

                      For the Period ended August 31, 2006

                        Commission File Number 333-126580


                            KEEWATIN WINDPOWER CORP.
        (Exact name of small business issuer as specified in its charter)


        Nevada                                                 Applied For
(State of incorporation)                                (IRS Employer ID Number)


                           603 - 409 Granville Street
                             Vancouver, B.C. V6C 1T2
                                 (778) 835-7980
          (Address and telephone number of principal executive offices)

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

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

There were 10,530,000 shares of Common Stock outstanding as of October 13, 2006.
<PAGE>
ITEM 1. FINANCIAL STATEMENTS

                            KEEWATIN WINDPOWER CORP.
                          (A Development Stage Company)
                                  Balance Sheet
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                   As of              As of
                                                                  August 31,          May 31,
                                                                    2006               2006
                                                                  --------           --------
<S>                                                               <C>                <C>
                                     ASSETS

CURRENT ASSETS
  Cash                                                            $    164           $  3,001
  Prepaid expenses                                                      29              1,338
                                                                  --------           --------
TOTAL CURRENT ASSETS                                                   193              4,339

NET PROPERTY & EQUIPMENT                                            19,056             20,096
                                                                  --------           --------

      TOTAL ASSETS                                                $ 19,249           $ 24,435
                                                                  ========           ========

                      LIABILITIES & STOCKHOLDERS' EQUITY

CURRENT LIABILITIES
  Accounts payable                                                   4,122                 --
  Loan payable (related pary)                                       22,100             22,100
  Management fee payable                                            22,600             17,700
                                                                  --------           --------
TOTAL CURRENT LIABILITIES                                           48,822             39,800
                                                                  --------           --------

      TOTAL LIABILITIES                                           $ 48,822           $ 39,800

STOCKHOLDERS' EQUITY
  Common stock, ($0.001 par value, 75,000,000 shares
   authorized: 3,510,000 shares issued and outstanding
   as of August 31, 2006 and May 31, 2006)                           3,510              3,510
  Additional paid-in capital                                        50,990             50,990
  Deficit accumulated during development stage                     (84,073)           (69,865)
                                                                  --------           --------
TOTAL STOCKHOLDERS' EQUITY                                         (29,573)           (15,365)
                                                                  --------           --------

       TOTAL LIABILITIES & STOCKHOLDERS' EQUITY                   $ 19,249           $ 24,435
                                                                  ========           ========
</TABLE>

                       See Notes to Financial Statements

                                       2
<PAGE>
                            KEEWATIN WINDPOWER CORP.
                          (A Development Stage Company)
                            Statements of Operations
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                                     February 25, 2005
                                           Three Months          Three Months           (inception)
                                              Ended                 Ended                 through
                                             August 31,            August 31,            August 31,
                                               2006                  2005                  2006
                                            -----------           -----------           -----------
<S>                                         <C>                   <C>                   <C>
REVENUES
  Revenues                                            $                     $           $        --
                                            -----------           -----------           -----------
TOTAL REVENUES                                       --                    --                    --

GENERAL & ADMINISTRATIVE EXPENSES
  Management expense                              7,500                 8,900                46,200
  Administrative expenses                         6,708                10,291                37,873
                                            -----------           -----------           -----------
TOTAL GENERAL & ADMINISTRATIVE EXPENSES          14,208                19,191                84,073
                                            -----------           -----------           -----------

NET INCOME (LOSS)                           $   (14,208)          $   (19,191)          $   (84,073)
                                            ===========           ===========           ===========

BASIC EARNINGS (LOSS) PER SHARE             $     (0.00)          $     (0.01)
                                            ===========           ===========

WEIGHTED AVERAGE NUMBER OF
 COMMON SHARES OUTSTANDING                    3,510,000             2,910,768
                                            ===========           ===========
</TABLE>

                       See Notes to Financial Statements

                                       3
<PAGE>
                            KEEWATIN WINDPOWER CORP.
                          (A Development Stage Company)
                  Statement of Changes in Stockholders' Equity
           From February 25, 2005 (inception) through August 31, 2006
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                                          Deficit
                                                                                        Accumulated
                                                                Common     Additional      During
                                                  Common        Stock       Paid-in     Development
                                                  Stock         Amount      Capital        Stage         Total
                                                  -----         ------      -------        -----         -----
<S>                                             <C>          <C>          <C>            <C>            <c>
Balance, February 25, 2005                              --     $     --     $    --      $     --       $    --

Common stock issued on March 2, 2005
to founders for cash @ $0.005 per share          2,000,000        2,000       8,000                      10,000

Common stock issued from March 4, 2005 through
March 20, 2005 for cash @ $0.01 per share        1,000,000        1,000       9,000                      10,000

Common stock issued on March 31, 2005
for cash @ $0.05 per share                         100,000          100       4,900                       5,000

Common stock issued on April 7, 2005 through
April 28, 2005 for cash @ $0.05 per share          160,000          160       7,840                       8,000

Common stock issued on May 1, 2005 through
May 25, 2005 for cash @ $0.05 per share            230,000          230      11,270                      11,500

Common stock issued on May 29, 2005
for cash @ $0.50 per share                          20,000           20       9,980                      10,000

Net loss May 31, 2005                                                                     (12,321)      (12,321)
                                                ----------     --------     -------      --------      --------
BALANCE, MAY 31, 2005                            3,510,000        3,510     $50,990      $(12,321)       42,179
                                                ----------     --------     -------      --------      --------
Net loss May 31, 2006                                                                     (57,544)      (57,544)
                                                ----------     --------     -------      --------      --------

BALANCE, MAY 31, 2006                            3,510,000     $  3,510     $50,990      $(69,865)     $(15,365)

Net loss August 31, 2006                                                                  (14,208)      (14,208)
                                                ----------     --------     -------      --------      --------
BALANCE, AUGUST 31, 2006                         3,510,000     $  3,510     $50,990      $(84,073)     $(29,573)
                                                ==========     ========     =======      ========      ========
</TABLE>

                       See Notes to Financial Statements

                                       4
<PAGE>
                            KEEWATIN WINDPOWER CORP.
                          (A Development Stage Company)
                            Statements of Cash Flows
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                                                  February 25, 2005
                                                               Three Months       Three Months       (inception)
                                                                  Ended              Ended             through
                                                                 August 31,         August 31,         August 31,
                                                                   2006               2005               2006
                                                                 --------           --------           --------
<S>                                                              <C>                <C>                <C>
CASH FLOWS FROM OPERATING ACTIVITIES
  Net income (loss)                                              $(14,208)          $(19,191)          $(84,073)
  Adjustments to reconcile  net loss to net cash provided
   by (used in) operating activites:
    Depreciation                                                    1,040                 --              1,757
  Changes in operating assets and liabilities:
    (Increase) decrease in prepaid expenses                         1,309             (1,941)               (29)
    Increase (decrease) in accounts payable                         4,122                 --              4,122
    Increase (decrease) in management fee payable                   4,900                 --             22,600
                                                                 --------           --------           --------
        NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES        (2,837)           (21,132)           (55,623)

CASH FLOWS FROM INVESTING ACTIVITIES
  Acquisition of equipment                                         20,813
                                                                 --------           --------           --------
        NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES            --                 --            (20,813)

CASH FLOWS FROM FINANCING ACTIVITIES
  Proceeds from loan payable (related party)                       22,100
  Common stock issued for cash                                         --                 --             54,500
                                                                 --------           --------           --------
        NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES            --                 --             76,600
                                                                 --------           --------           --------

NET INCREASE (DECREASE) IN CASH                                    (2,837)           (21,132)               164

CASH AT BEGINNING OF PERIOD                                         3,001             40,844                 --
                                                                 --------           --------           --------
CASH AT END OF PERIOD                                            $    164           $ 19,712           $    164
                                                                 ========           ========           ========

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
  Interest paid                                                  $     --           $     --           $     --
                                                                 ========           ========           ========
  Income taxes paid                                              $     --           $     --           $     --
                                                                 ========           ========           ========
</TABLE>

                       See Notes to Financial Statements

                                       5
<PAGE>
                            KEEWATIN WINDPOWER CORP.
                          (A Development Stage Company)
                          Notes to Financial Statements
                         As of August 31, 2006 and 2005


NOTE 1. ORGANIZATION AND DESCRIPTION OF BUSINESS

Keewatin  Windpower Corp. (the Company) was  incorporated  under the laws of the
State of Nevada on February 25, 2005.

The  Company  is in the  development  stage.  Its  activities  to date have been
limited to capital formation, organization, and development of its business plan
for the exploration and development of wind power projects in Canada.

NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

BASIS OF ACCOUNTING

The Company's  financial  statements  are prepared  using the accrual  method of
accounting. The Company has elected a May 31, year-end.

BASIC EARNINGS (LOSS) PER SHARE

In February  1997,  the FASB issued SFAS No. 128,  "Earnings  Per Share",  which
specifies the computation, presentation and disclosure requirements for earnings
(loss) per share for entities  with  publicly  held common  stock.  SFAS No. 128
supersedes the provisions of APB No. 15, and requires the  presentation of basic
earnings (loss) per share and diluted earnings (loss) per share. The Company has
adopted the provisions of SFAS No. 128 effective February 25, 2005 (inception).

Basic net  earnings  (loss) per share  amounts are  computed by dividing the net
earnings  (loss) by the weighted  average  number of common shares  outstanding.
Diluted  earnings  (loss)  per share are the same as basic  earnings  (loss) per
share due to the lack of dilutive items in the Company.

CASH EQUIVALENTS

The Company considers all highly liquid  investments  purchased with an original
maturity of three months or less to be cash equivalents.

EQUIPMENT

Equipment is carried at cost.  Depreciation  is computed  using a  straight-line
method over the estimated useful lives of the depreciable property,  which range
from 3 to 5 years.  Management  evaluates  useful  lives  regularly  in order to
determine   recoverability   taking  into  consideration  current  technological
conditions.  Maintenance  and  repairs  are  charged  to  expense  as  incurred;
additions and  betterments are  capitalized.  Upon retirement or disposal of any
item of  equipment,  the cost is and  related  accumulated  depreciation  of the
disposed  assets is  removed,  and any  resulting  gain or loss is  credited  or
charged to operations.

                                       6
<PAGE>
                            KEEWATIN WINDPOWER CORP.
                          (A Development Stage Company)
                          Notes to Financial Statements
                         As of August 31, 2006 and 2005


NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

INCOME TAXES

Income taxes are provided in accordance  with Statement of Financial  Accounting
Standards No. 109 (SFAS 109),  Accounting for Income Taxes. A deferred tax asset
or liability is recorded for all temporary differences between financial and tax
reporting and net operating loss  carryforwards.  Deferred tax expense (benefit)
results  from  the net  change  during  the  year of  deferred  tax  assets  and
liabilities.

Deferred tax assets are reduced by a valuation allowance when, in the opinion of
management,  it is more likely than not that some portion of all of the deferred
tax assets will be realized.  Deferred tax assets and  liabilities  are adjusted
for the effects of changes in tax laws and rates on the date of enactment.

USE OF ESTIMATES

The preparation of financial statements in conformity with accounting principles
generally  accepted in the United States of America requires  management to make
certain estimates and assumptions that affect the reported amounts of assets and
liabilities  and disclosure of contingent  assets and liabilities at the date of
the financial statements and the reported amounts of revenue and expenses during
the periods presented. Actual results could differ from those estimates.

Significant  estimates made by management  are, among others,  realizability  of
long-lived assets, deferred taxes and stock option valuation. Management reviews
its  estimates on a quarterly  basis and,  where  necessary,  makes  adjustments
prospectively.

NOTE 3. EQUIPMENT

Equipment at August 31, 2006 and 2005 consisted of the following:

                                              2006                 2005
                                            ---------            ---------
     Equipment                              $  20,813            $      --
     Accumulated depreciation                 (15,757)                  --
                                            ---------            ---------
     Equipment, net                         $  19,056            $      --
                                            =========            =========

Depreciation  expense charged to operations was $1, 040 and -0- for the quarters
ended August 31, 2006 and 2005, respectively.

NOTE 4. WARRANTS AND OPTIONS

There are no warrants or options outstanding to acquire any additional shares of
common.

                                       7
<PAGE>
                            KEEWATIN WINDPOWER CORP.
                          (A Development Stage Company)
                          Notes to Financial Statements
                         As of August 31, 2006 and 2005


NOTE 5. GOING CONCERN

The  accompanying  financial  statements are presented on a going concern basis.
The Company  generated net losses of $84,073 during the period from February 25,
2005  (inception) to August 31, 2006. This condition  raises  substantial  doubt
about the Company's ability to continue as a going concern.

Management  plans to raise  additional  funds through debt or equity  offerings.
Management  has yet to decide what type of offering  the Company will use or how
mush capital the company will attempt to raise.  There is no guarantee  that the
Company will be able to raise any capital through any type of offerings.

NOTE 6. RELATED PARTY TRANSACTION

The Company  neither owns nor leases any real or personal  property.  A director
provides  office  services  without  charge.  Such costs are  immaterial  to the
financial  statements  and  accordingly,  have not been reflected  therein.  The
officer and director of the Company is involved in other business activities and
may, in the future,  become  involved in other  business  opportunities  as they
become  available,  he may face a conflict in selecting  between the Company and
his other  business  interests.  The Company has not formulated a policy for the
resolution of such conflicts.

Since  inception  through the period  ended  August 31, 2006 Chris  Craddock,  a
director and principal shareholder of the company, advanced the company funds in
the amount of  $22,100.  The  balance is  unsecured  and  interest  free with no
specified terms of repayment.

From  inception  through  the period  ended  August 31, 2006 Chris  Craddock,  a
director and  principal  shareholder  of the  company,  pursuant to a management
agreement, was to be paid $37,500. The company paid Mr. Craddock $14,900 in cash
and has accrued $22,600 in management fees payable. There are no specified terms
of payment on the accrued amount.

NOTE 7. INCOME TAXES

The Company uses the asset and liability  method of accounting  for income taxes
in accordance with SFAS No. 109 - "Accounting  for Income Taxes".  This standard
requires the use of an asset and liability approach for financial accounting and
reporting  on income  taxes.  If it is more likely than not that some portion or
all of a deferred  tax asset will not be  realized,  a  valuation  allowance  is
recognized.

                                           As of August 31,     As of August 31,
                                                 2006                 2005
                                               --------             --------

     Deferred tax assets:
     Net operating tax carryforwards           $ 28,585             $ 10,714
     Other                                            0                    0
                                               --------             --------
     Gross deferred tax assets                   28,585               10,714
     Valuation allowance                        (28,585)             (10,714)
                                               --------             --------

     Net deferred tax assets                   $      0             $      0
                                               ========             ========

                                       8
<PAGE>
NOTE 7. INCOME TAXES (CONTINUED)

Realization of deferred tax assets is dependent upon  sufficient  future taxable
income during the period that deductible temporary differences and carryforwards
are expected to be available to reduce  taxable  income.  As the  achievement of
required  future taxable income is uncertain,  the Company  recorded a valuation
allowance.

NOTE 8. SCHEDULE OF NET OPERATING LOSSES

As  of  August  31,  2006  and  2005,  the  Company  has a  net  operating  loss
carryforwards of approximately $84,073 and $31,512,  respectively. Net operating
loss carryforward expires twenty years from the date the loss was incurred.

NOTE 9. STOCK TRANSACTIONS

Transactions,  other than  employees'  stock  issuance,  are in accordance  with
paragraph 8 of SFAS 123. Thus issuances shall be accounted for based on the fair
value of the consideration received. Transactions with employees' stock issuance
are in accordance with paragraphs  (16-44) of SFAS 123. These issuances shall be
accounted for based on the fair value of the consideration  received or the fair
value  of  the  equity   instruments   issued,  or  whichever  is  more  readily
determinable.

On March 2, 2005 the  Company  issued  2,000,000  shares  of  common  stock to a
director for cash of $10,000 ($0.005 per share).

From March 4 through  March 20,  2005 the  Company  issued  1,000,000  shares of
common stock for cash of $10,000 ($0.01 per share).

From March 31 through May 25, 2005 the Company  issued  490,000 shares of common
stock for cash of $24,500 ($0.05 per share).

From May 26 through  May 30,  2005 the Company  issued  20,000  shares of common
stock for cash of $10,000 ($0.50 per share).

As of August 31, 2006 and 2005, the Company had 3,510,000 shares of common stock
issued and outstanding.

NOTE 10.  STOCKHOLDERS' EQUITY

The  stockholders'  equity section of the Company contains the following classes
of capital stock as of August 31, 2006 and 2005:

     *    Common  stock,  $  0.001  par  value:  75,000,000  shares  authorized;
          3,510,000 shares issued and outstanding.

                                       9
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

RESULTS OF OPERATIONS

We are still in our development stage and have generated no revenue to date.

We incurred operating expenses of $13,492 for the three-month period ended
August 31, 2006. These expenses consisted of management fees of $7,500, travel
expenses of $1,387, professional fees of $230, audit and accounting fees of
$4,000, general and administrative expenses of $25, depreciation expense of $323
and bank fees of $27.

At August 31, 2006, we had cash on hand of $164. At the same date, our
liabilities were $48,822 consisting of $22,100 in loans from our president,
Chris Craddock, management fees payable of $22,600 and accounts payable of
$4,122.

Our auditors have expressed their doubt about our ability to continue as a going
concern unless we are able to generate profitable operations.

LIQUIDITY AND CAPITAL RESOURCES

Our current operating funds are not sufficient to complete our intended business
objectives. As of August 31, 2006, we had cash on hand in the amount of $164. We
anticipate spending $60,000 on annual land lease costs and $67,250,000 on
erecting wind turbines on our proposed Saskatchewan windpower project. We will
need to acquire additional financing in order to cover remaining business costs.

We do not currently have any arrangements for financing and may not be able to
find such financing if required. We currently do not have any operations and we
have no income. The most likely sources of future funds that will be available
to us are through debt financing and through the sale of equity capital. We will
only be able to secure debt financing for wind turbines if we are able to prove
that an economic wind resource exists on a property that we acquire.

OFF-BALANCE SHEET ARRANGEMENTS

We have no off-balance sheet arrangements.

PLAN OF OPERATIONS

Our plan of operations for the twelve months is to commence discussions with
potential customers that may be interested in purchasing electricity that would
be generated from our potential wind power project, contact wind turbine
suppliers regarding the planned purchase and delivery of equipment and seek
potential sources of debt and equity financing.

We erected a meteorological tower on a property in southwest Saskatchewan for
the purpose of determining whether the property possesses a wind resource
sufficient to justify the erection of wind turbines. This 12 month study was
recently completed.

We have determined that the Saskatchewan property has a wind resource that
warrants the erection of wind turbines. We must now negotiate a lease, purchase
or further land access agreement with the landowners and/or surrounding land

                                       10
<PAGE>
owners of the Saskatchewan property. Currently, all land owners in the area have
indicated their preference to retain ownership of their lands and enter into a
lease arrangement with us, although we have not reached any formal agreement in
this regard. Accordingly, we do not expect to incur any expenses in connection
with acquiring a property interest until the wind towers have been erected.
Annual land lease costs are estimated to be $60,000.

Over the next 12 months, we anticipate spending $120,000 on administrative
costs, including management fees payable to our president, professional fees and
general business expenses, including costs related to complying will our filing
obligations as a reporting company.

We also anticipate that we will incur approximately $20,000 per year in order to
comply with reporting requirements. As our operations become more complex, it is
anticipated that these costs will increase. We intend to cover these costs from
current cash on hand.

To erect wind turbines on the property, at an anticipated cost of $67,250,000,
we expect to raise up to 75%, or approximately $50,000,000 by way of debt
financing and 25%, or approximately $17,000,000 through the sale of our common
stock.

The chartered banks in Canada, as well as many United States financial
institutions, each have departments that are familiar with financing wind power
projects and assessing the ability of companies with proposed projects to
generate profit through operations. These institutions may be approached for
debt financing following completion of our wind study and once we have entered
into an agreement in principal to sell the power to be generated from the
project. The factors that the banks consider in providing the debt financing
include wind study data, the size and number of wind turbines to be erected and
the price the purchaser has agreed to pay for the power produced.

We have not had any specific communications with any representative of a debt
financing institution regarding our proposed wind power project. Accordingly, we
cannot guarantee that we will be able to raise 75% of our required funds through
debt financing.

The following table discloses the number of shares of common stock that we would
have to issue in order to raise the $25,000,000 in equity financing at various
prices, resulting in dilution to existing shareholders:

           Price Per Share               No. of Shares Issuable
           ---------------               ----------------------
               $0.25                          100,000,000
               $0.50                           50,000,000
               $1.00                           25,000,000
               $2.00                           12,500,000

Wind power generation companies typically make marginal profit based upon the
price they receive for each kilowatt hour of power they sell. Government
subsidies and credits add to the profit margin that such companies realize.

We will attempt to execute a power purchase agreement with a utility in
Saskatchewan or a neighboring jurisdiction. The agreement will include the price
to be paid for the electricity we produce in cents per kilowatt hour and the

                                       11
<PAGE>
term of the agreement. It will also be subject to us obtaining the necessary
financing to proceed with the wind power project.

Debt financiers will only provide us with the financing that we require if our
project will be economically viable based on the terms of the power purchase
agreement.

CRITICAL ACCOUNTING POLICIES

The unaudited financial statements as of August 31, 2006 included herein have
been prepared without audit pursuant to the rules and regulations of the U.S.
Securities and Exchange Commission. Certain information and footnote disclosures
normally included in financial statements prepared in accordance with general
accepted accounting procedures have been condensed or omitted pursuant to such
rules and regulations. In the opinion of management, all adjustments (consisting
of normal recurring accruals) considered necessary for a fair presentation have
been included. It is suggested that these financial statements be read in
conjunction with our May 31, 2006 audited financial statements and notes
thereto, which can be found in our Form 10K-SB Annual Statement on the SEC
website at www.sec.gov under our SEC File Number 333-126580.

Our financial statements have been prepared in accordance with generally
accepted accounting principles in the United States. Because a precise
determination of many assets and liabilities is dependent upon future events,
the preparation of financial statements for a period necessarily involves the
use of estimates which have been made using careful judgement.

The financial statements have, in management's opinion, been properly prepared
within reasonable limits of materiality and within the framework of the
significant accounting policies summarized below:

A. BASIS OF ACCOUNTING

Our financial statements are prepared using the accrual method of accounting.
The Company has a May 31 year-end.

B. BASIC EARNINGS PER SHARE

In February 1997, the FASB issued SFAS No. 128, "Earnings Per Share", which
specifies the computation, presentation and disclosure requirements for earnings
(loss) per share for entities with publicly held common stock. SFAS No. 128
supersedes the provisions of APB No. 15, and requires the presentation of basic
earnings (loss) per share and diluted earnings (loss) per share. The Company has
adopted the provisions of SFAS No. 128 effective February 25, 2005 (inception).

Basic net loss per share amounts is computed by dividing the net loss by the
weighted average number of common shares outstanding. Diluted earnings per share
are the same as basic earnings per share due to the lack of dilutive items in
the Company.

C. CASH EQUIVALENTS

We consider all highly liquid investments purchased with an original maturity of
three months or less to be cash equivalents.

                                       12
<PAGE>
D. INCOME TAXES

Income taxes are provided in accordance with Statement of Financial Accounting
Standards No. 109 (SFAS 109), Accounting for Income Taxes. A deferred tax asset
or liability is recorded for all temporary differences between financial and tax
reporting and net operating loss carry-forwards. Deferred tax expense (benefit)
results from the net change during the year of deferred tax assets and
liabilities. Deferred tax assets are reduced by a valuation allowance when, in
the opinion of management, it is more likely than not that some portion of all
of the deferred tax assets will be realized. Deferred tax assets and liabilities
are adjusted for the effects of changes in tax laws and rates on the date of
enactment.

E. NEW ACCOUNTING STANDARDS

Management does not believe that any recently issued, but not yet effective,
accounting standards, if currently adopted, could have a material effect on the
accompanying financial statements.

FORWARD LOOKING STATEMENTS

Some of the statements contained in this Form 10-QSB that are not historical
facts are "forward-looking statements" which can be identified by the use of
terminology such as "estimates," "projects," "plans," "believes," "expects,"
"anticipates," "intends," or the negative or other variations, or by discussions
of strategy that involve risks and uncertainties. We urge you to be cautious of
the forward-looking statements, that such statements, which are contained in
this Form 10-QSB, reflect our current beliefs with respect to future events and
involve known and unknown risks, uncertainties and other factors affecting our
operations, market growth, services, products and licenses. No assurances can be
given regarding the achievement of future results, as actual results may differ
materially as a result of the risks we face, and actual events may differ from
the assumptions underlying the statements that have been made regarding
anticipated events.

All written forward-looking statements made in connection with this Form 10-QSB
that are attributable to us or persons acting on our behalf are expressly
qualified in their entirety by these cautionary statements. Given the
uncertainties that surround such statements, you are cautioned not to place
undue reliance on such forward-looking statements.

The safe harbors of forward-looking statements provided by the Securities
Litigation Reform Act of 1995 are unavailable to issuers not subject to the
reporting requirements set forth under Section 13(a) or 15(d) of the Securities
Exchange Act of 1934, as amended. As we have not registered our securities
pursuant to Section 12 of the Exchange Act, such safe harbors set forth under
the Reform Act are unavailable to us.

ITEM 3. CONTROLS AND PROCEDURES

EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES

Under the supervision and with the participation of our management, including
our principal executive officer and the principal financial officer, we have

                                       13
<PAGE>
conducted an evaluation of the effectiveness of the design and operation of our
disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e)
under the Securities and Exchange Act of 1934, as of the end of the period
covered by this report. Based on this evaluation, our principal executive
officer and principal financial officer concluded as of the evaluation date that
our disclosure controls and procedures were effective such that the material
information required to be included in our Securities and Exchange Commission
reports is recorded, processed, summarized and reported within the time periods
specified in SEC rules and forms relating to our company, particularly during
the period when this report was being prepared.

Additionally, there were no significant changes in our internal controls or in
other factors that could significantly affect these controls subsequent to the
evaluation date. We have not identified any significant deficiencies or material
weaknesses in our internal controls, and therefore there were no corrective
actions taken.

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                           PART II - OTHER INFORMATION

ITEM 6.   EXHIBITS AND REPORTS ON FORM 8-K

The following exhibits are included with this registration statement filing.
Those marked with an asterisk and required to be filed hereunder, are
incorporated by reference and can be found in their entirety in our original
Form SB-2 Registration Statement, filed under SEC File Number 333-126580, at the
SEC website at www.sec.gov:

Exhibit No.                Description
-----------                -----------
 31.1     Certification pursuant to Rule 13a-14(a) under the Securities
          Exchange Act of 1934
 31.2     Certification pursuant to Rule 13a-14(a) under the Securities
          Exchange Act of 1934
 32.1     Certification pursuant to 18 U.S.C. Section 1350, as adopted
          pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
 32.2     Certification pursuant to 18 U.S.C. Section 1350, as adopted
          pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Reports filed on Form 8-K during the quarter ended August 31, 2006:

         Qualifying Event                                     File Date
         ----------------                                     ---------
Election of Directors filed                                   8/14/06
Change in Registrant's Certifying Accountant                  8/25/06

                                   SIGNATURES

Pursuant to the requirements of Section 13(a) 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.

October 13, 2006           Keewatin Windpower Corp., Registrant


                           By: /s/ Chris Craddock
                              --------------------------------------------------
                              Chris Craddock, President and Chief
                              Executive Officer

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

October 13, 2006           Keewatin Windpower Corp., Registrant


                           By: /s/ Chris Craddock
                              --------------------------------------------------
                              Chris Craddock, President, Treasurer, Chief
                              Executive Officer and Principal Accounting Officer

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