UNITED STATESSECURITIES AND EXCHANGE COMMISSION 
WASHINGTON, D.C. 20549

FORM 10-Q

|[x] | Quarterly Report under Section 13 or 15(d) of the Securities Exchange Act of 1934
|--- | ---------------------------------------------------------------------------------
|    | For the quarterly period ended: September 30, 2008                               
|   
|[ ] | Transition Report under Section 13 or 15(d) of the Exchange Act of 1934          
|    | For the transition period from __________ to ___________                         

Commission File Number: 000-51213ECOLOCAP SOLUTIONS INC.(Formerly Known As XL GENERATION INTERNATIONAL INC.)(Exact Name of Small Business Issuer as specified in its charter)

NEVADA
(State or other Jurisdiction ofIncorporation or Organization)740, St-Maurice StreetSuite 102Montreal H3C 1L5(Address of principal executive offices)514-876-3907(Issuers telephone number, including area code)

Check whether the Issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the ExchangeAct during the past 12 months (or for such shorter period that the registrant was required to file suchreports), and (2) has been subject to such filing requirements for the past 90 days. Yes xNo  ̈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, non-accelerated filer, and smaller reporting company in Rule 12b-2 of theExchange Act.

| | Large Accelerated Filer |  ̈ | Accelerated Filer         |  ̈
| | ----------------------- | - | ------------------------- | -
| | Non-accelerated Filer   |  ̈ | Smaller Reporting Company | x

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

The Issuer had 42,788,739 shares of Common Stock, par value $.001, outstanding as of November 13, 2008.





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| | TABLE OF CONTENTS
| | -----------------
| |                  
| | PART I           
| | Item 1.          
| |                  
| |                  
| |                  
| |                  
| | Item 2.          
| | Item 3.          
| | Item 4.          
| | PART II          
| | Item 1.          
| | Item 2.          
| | Item 3.          
| | Item 4.          
| | Item 5.          
| | Item 6.          
| | SIGNATURES       















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PART I: FINANCIAL INFORMATION

Item 1. Financial Statements

ECOLOCAP SOLUTIONS INC.(Formally known as XL GENERATION INTERNATIONAL INC.)BALANCE SHEET

| |                                                |   | September 30, |   |   | December 31, |  
| | ---------------------------------------------- | - | ------------- | - | - | ------------ | -
| |                                                |   | 2008          |   |   | 2007         |  
| |                                                |   | (unaudited)   |   |   | (audited)    |  
| | ASSETS                                         |   |               |   |   |              |  
| |                                               
| | CURRENT ASSETS:                                |   |               |   |   |              |  
| | Cash                                           | $ | 122,191       |   | $ | 166,470      |  
| | Prepaid expenses and sundry current assets     |   | 6,001         |   |   | -            |  
| |                                               
| | TOTAL CURRENT ASSETS                           |   | 128,192       |   |   | 166,470      |  
| |                                               
| | COMPENSATION EXPENSE                           |   |               |   |   |              |  
| | LESS RESERVE-Note 9                            |   | -             |   |   | -            |  
| |                                               
| | PROPERTY AND EQUIPMENT, AT COST,               |   |               |   |   |              |  
| | LESS ACCUMULATED DEPRECIATION                  |   | 21,259        |   |   | -            |  
| |                                               
| | TOTAL ASSETS                                   | $ | 149,451       |   | $ | 166,470      |  
| |                                               
| | LIABILITIES AND STOCKHOLDERS DEFICIENCY       |   |               |   |   |              |  
| |                                               
| | CURRENT LIABILITIES:                           |   |               |   |   |              |  
| | Note payable-stockholder (note 7)              |   | 575,000       |   |   | 3,019,332    |  
| | Accrued expenses and sundry current            |   |               |   |   |              |  
| | Liabilities (note 6)                           |   | 142,098       |   |   | 97,070       |  
| |                                               
| | TOTAL CURRENT LIABILITIES                      | $ | 717,098       |   | $ | 3,116,402    |  
| |                                               
| | STOCKHOLDERS' DEFICIENCY                       |   |               |   |   |              |  
| | Common stock                                   | $ | 105,379       |   | $ | 98,492       |  
| | Additional paid in capital                     |   | 22,410,075    |   |   | 15,704,662   |  
| | Accumulated Deficit                            |   | (23,083,101   | ) |   | (18,753,086  | )
| |                                               
| | TOTAL STOCKHOLDERS' DEFICIENCY                 | $ | (567,647      | ) | $ | (2,949,932   | )
| |                                               
| | TOTAL LIABILITIES AND STOCKHOLDERS DEFICIENCY | $ | 149,451       |   | $ | 166,470      |  





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|ECOLOCAP SOLUTIONS INC.                             
|----------------------------------------------------
|(Formally known as XL GENERATION INTERNATIONAL INC.)
|STATEMENTS OF OPERATIONS                            
|Nine months ended September 30, 2008 and 2007 and   
|Three months ended September 30, 2008 and 2007      
|(unaudited)                                         
|                                                    
|                                                    
|                                                    
|                                                    
|                                                    
|                                                    
|SALES                                               
|                                                    
|COSTS AND EXPENSES:                                 
|Cost of sales                                       
|Selling, general and administrative                 
|Gain on settlement of debts-foreign subsidiary      
|Compensation expense -Note 9                        
|Reserve for compensation expense-Note 9             
|Interest-stockholder                                
|Foreign exchange loss (gain)                        
|                                                    
|TOTAL COSTS AND EXPENSES                            
|                                                    
|NET(LOSS) GAIN                                      
|                                                    
|Net Loss Per Share                                  
|                                                    
|Average weighted Number of Shares                   













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| | ECOLOCAPSOLUTIONS INC.                               |  
| | ---------------------------------------------------- | -
| | (Formally known as XL GENERATION INTERNATIONAL INC.) |  
| | STATEMENTS OF CASH FLOWS                             |  
| | Nine months ended September 30, 2008 and 2007        |  
| | (unaudited)                                          |  
| |                                                     
| |                                                      |  
| |                                                      |  
| |                                                     
| | Net (loss) gain                                      | $
| |                                                     
| | Adjustment to reconcile net income to net cash used  |  
| | in operating activities                              |  
| |                                                     
| | Depreciation and amortization                        |  
| |                                                     
| | Stock based compensation                             |  
| | Unrealized foreign exchange                          |  
| | Reserve for compensation expense                     |  
| | Issuance of common stock in exchange of debt         |  
| | Issuance of common stock                             |  
| | Premium on issuance of common stock                  |  
| | Loans payable stockholders                           |  
| | Accrued interests-stockholder                        |  
| |                                                     
| | Changes in operating assets and liabilities:         |  
| |                                                     
| | Prepaid expenses and sundry current assets           |  
| | Accrued expenses and sundry current liabilities      |  
| |                                                     
| | Net cash used by operating activities                | $
| |                                                     
| | Investing activities                                 |  
| | (Acquisitions)Dispositions of property and equipment |  
| |                                                     
| | Net cash used in investing activities                | $
| |                                                     
| | Financing activities                                 |  
| |                                                     
| | Stock payable                                        |  
| | Issuance of common stock                             |  
| | Premium on issuance of common stock                  |  
| | Proceeds of loans payable stockholders               |  
| | Proceeds(Repayments) of loans suppliers              |  
| |                                                     
| | Net cash provided by financing activities            | $
| |                                                     
| | (Decrease) in cash                                   |  
| |                                                     
| | Cash-beginning of period                             |  
| |                                                     
| | Cash-end of period                                   | $







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ECOLOCAP SOLUTIONS INC.
(Formally known as XL GENERATION INTERNATIONAL INC.) 
NOTES TO FINANCIAL STATEMENTS

NOTE 1 - BASIS OF PRESENTATION

The accompanying condensed consolidated financial statements have been prepared on substantially the same basis as the audited consolidated financial statements included in the Ecolocap Solutions, Inc. Annual Report on Form 10-KSB for the year ended December 31, 2007. Certain information and footnote disclosures normally included in annual financial statements prepared in accordance with accounting principles generally accepted in the United States have been condensed or omitted pursuant to the Securities and Exchange Commission (SEC) rules and regulations regarding interim financial statements. All amounts included herein related to the condensed consolidated financial statements as of September 30, 2008 and the nine months ended September 30, 2008 and 2007 are unaudited and should be read in conjunction with the audited consolidated financial statements and the notes thereto included in the Companys Annual Report on Form 10-KSB for the year ended December 31, 2007. In the opinion of management, the accompanying condensed consolidated financial statements include all necessary adjustments for the fair presentation of the Companys financial position, results of operations and cash flows. The results of operations for the interim periods presented are not necessarily indicative of the operating results to be expected for any subsequent interim period or for the full fiscal year ending December 31, 2008.

NOTE 2 - NATURE OF BUSINESS

Recognizing the opportunities created by the Kyoto Protocol Exchange Mechanisms, EcoloCap Solutions Inc. (hereinafter EcoloCap or the Company) has developed an integrated development approach that focuses upon both existing and needed infrastructure facilities to produce substantial new value in the form of tradable CERs. EcoloCap brings together the know-how, capital, technology.

EcoloCap has the resources and expertise necessary for the creation of CERs traded in the new Carbon Market. The Company brings together the know-how, capital, technology, engineering, and on-the-ground operators for the successful development of Greenhouse Gases capture and utilization projects under the Clean Development Mechanism. The Carbon Credits (CERs) so created are then sold through established international markets.

EcoloCap has developed an integrated development approach that focuses on generating the Carbon Credits in developing countries to produce substantial new value in the form of tradable CERs while at the same time maximizing alternative energy generation co-products for additional revenues.

NOTE 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

CASH AND CASH EQUIVALENTS

The Company considers all highly liquid debt instruments with original maturities not exceeding three months to be cash equivalents.

INCOME TAXES

The asset and liability approach is used to account for income taxes by recognizing deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the carrying amounts and the tax bases of assets and liabilities. The Company records a valuation allowance to reduce the deferred tax assets to the amount that is more likely than not to be realized.



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LOSS PER COMMON SHARE

The basic net loss per common share is computed by dividing the net loss by the weighted average number of common shares outstanding.

Diluted net loss per common share is computed by dividing the net loss, adjusted on an "as if converted" basis, by the weighted average number of common shares outstanding plus potential dilutive securities.

USE OF ESTIMATES

In preparing financial statements, management makes estimates and assumptions that affect the reported amounts of assets and liabilities in the balance sheet and revenue and expenses in the income statement. Actual results could differ from those estimates.

STOCK BASED COMPENSATION

The Company accounts for stock options and similar equity instruments issued in accordance with SFAS No. 123(revised), " Share-Based Payment". Accordingly, compensation costs attributable to stock options or similar equity instruments granted are measured at the fair value at the grant date, and expensed over the expected vesting period. Transactions in which goods or services are received in exchange for the issuance of equity instruments are accounted for based on the fair value of the consideration received or the fair value of the equity instruments issued, whichever is more reliably measurable. SFAS No. 123 (revised) requires excess tax benefits be reported as a financing cash inflow rather than as a reduction of taxes paid.

NOTE 4 - GOING CONCERN

The Company's consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and settlement of liabilities and commitments in the normal course of business. During the nine months ended September 30, 2008 and 2007 the Company has incurred loss of $4,330,015 and gain of $6,736,834 respectively. The Company has negative working capital of $567,647 compared to $2,949,932 at December 31, 2007 and a stockholders deficiency of $567,647 compared to $2,949,932 at December 31, 2007. These factors among others raise substantial doubt about the Company's ability to continue as a going concern.

Management's plans for the Company's continued existence include selling additional stock and borrowing additional funds to pay overhead expenses.

With the opportunities created by the Kyoto Protocol Exchange Mechanisms, management has begun the process of redeploying its assets, identifying business strategies that offers above average profit potential and identifying the resources necessary to successfully execute it new strategic direction.

Recognizing the opportunity this new market represents, the Company has developed an integrated development approach that focuses upon both existing and needed infrastructure facilities to produce substantial new value in the form of tradable CERs.

The Company's future success is dependent upon its ability to achieve profitable operations, generate cash from operating activities and obtain additional financing. There is no assurance that the Company will be able to generate sufficient cash from operations, sell additional shares of common stock or borrow additional funds.





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The Company's inability to obtain additional cash could have a material adverse effect on its financial position, results of operations and its ability to continue in existence. The consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.

NOTE 5 - PROPERTY & OFFICE EQUIPMENT

Equipment is stated at cost. Depreciation is computed using the straight-line method over 3 to 10 years.

| |                                 |   | September 30
| | ------------------------------- | - | ------------
| |                                 |   | 2008        
| | Furniture & fixtures--5 yrs     |   | 12,700      
| | Computer equipment3 years      |   | 11,655      
| | Balance September 30, 2008      | $ | 24,355      
| |                                
| | Less : accumulated depreciation |   | 3,096       
| |                                
| | Balance September 30, 2008      | $ | 21,259      

NOTE 6 - ACCRUED EXPENSES AND SUNDRY CURRENT LIABILITIES

Accrued expenses consisted of the following at September 30:

| |                              | 2008
| | ---------------------------- | ----
| | Accrued interest-stockholder | $   
| | Accrued operating expenses   |     
| |                              | $   

NOTE 7 - PAYABLE  STOCKHOLDER

On December 31, 2007, the Company had received loans from CAPEX Investment Limited, a shareholder, in the amount of $3,019,332. These loans were received over a three year period. These loans carried an interest of 10% and were payable on demand. The loan was convertible, over a three year period, into common shares at a ratio of one share per dollar of debt. The amount owed to stockholder at September 30 is $0. On May 22, 2008, CAPEX Investment Limited and Toniland S.A, and Larinton Investments S.A.signed an agreement were CAPEX Investment Limited transferred its loans plus the accrued interests ($117,968) to Toniland S.A, $1,500,000 and Larinton Investments S.A., $1,637,300.

The loan relating to Toniland S.A. carry an interest of 10% and is payable on demand.The loan is convertible, over a three year period, into restricted common shares of the Company at a fix price. The price of the shares of the Company is equal to the average market price of the common shares of the Company during the 60 previous days of the date of the execution of the conversion. On June 11, 2008, Toniland S.A has elected to convert loans of $1,500,000 into 1,659,295 common shares of the Company. The amount owed to Toniland S.A. at September 30 is $0.

The loan relating to Toniland S.A. carry an interest of 10% and is payable on demand. The loan is convertible, over a three year period, into restricted common shares of the Company at a fix price. The price of the shares of the Company is equal to the average market price of the common shares of the Company during the 60 previous days of the date of the execution of the conversion. On June 11, 2008, Larinton Investments S.A has elected to convert loans of $1,637,300 into 1,811,176 common shares of the Company. The amount owed to Larinton Investments S.A at September 30 is $0.



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In 2008, the Company received loans from DT Crystal Limited, a shareholder, in the amount of $575,000. These loans carry an interest of 10% and are payable on demand.

NOTE 8 - CAPITAL STOCK

The company is authorized to issue 100,000,000 shares of common stock (par value $0.001) of which 42,788,739 were issued and outstanding at of September 30, 2008.

As of February 12, 2008, the Company entered into an agreement with United Best Technology Limited (United). The agreement is a five (5) year renewable Service Agreement (the Agreement) pursuant to which United shall provide advice to undertake for and consult with the Company concerning certain operational areas and shall review and advise the Company regarding Carbon Credits (CER) and Clean Development Mechanism projects as well as the Companys overall progress, needs and condition in those areas, find, negotiate and close contracts and projects for a minimum of Three Million Six Hundred Thousand (3,600,000) CERs that could be certified, traded and delivered and to assist the execution of said contracts or projects by the Company or one of its affiliates. United for the exclusivity of its services was granted Three Million Five Hundred Thousand (3,500,000) restricted shares of the Companys common stock, out of said Three Million Five Hundred Thousand (3,500,000) restricted shares, One Million (1,000,000) restricted shares will be put in escrow as provided in the executed Escrow Agreement.

On September 10, 2008, Webster Plus S.A. paid seventy-five thousand dollars ($75,000) to purchase from the Company (i) 250,000 shares of the Company's common stock; and (ii) Series A Warrants to purchase up to an additional 125,000 shares of the Company's common stock at an exercise price initially set at $2.50 per share.

NOTE 9 - STOCK-BASED COMPENSATION EXPENSE

As of February 12, 2008, the Company entered into an agreement with United Best Technology Limited (United). The agreement is a five (5) year renewable Service Agreement (the Agreement) pursuant to which United shall provide advice to undertake for and consult with the Company concerning certain operational areas and shall review and advise the Company regarding Carbon Credits (CER) and Clean Development Mechanism projects as well as our overall progress, needs and condition in those areas, find, negotiate and close contracts and projects for a minimum of Three Million Six Hundred Thousand (3,600,000) CERs that could be certified, traded and delivered and to assist the execution of said contracts or projects by the Company or one of its affiliates. To devote all Uniteds intellectual property, knowledge, technology and Uniteds contacts related to the CER and Clean Development Mechanism projects exclusively for the development of the Company business in an exclusive and define territory. United for the exclusivity of its services was granted Three Million Five Hundred Thousand (3,500,000) restricted shares of our common stock, out of said Three Million Five Hundred Thousand (3,500,000) restricted shares, One Million (1,000,000) restricted shares will be put in escrow as provided in the executed Escrow Agreement.

The Company ability to value the United Best contract has been aversively affected by the following risks: the early stage development of the industry as a whole, the general political risk in China as well as non western business norms in effect were this contract is domicile. Accordingly, the Company has provided a valuation reserve against the prepayments made under United Best contract.

During the year ended December 31, 2007, the Company issued 425,000 stock options to officers and directors of the Company with an average exercise price of $1.25 per share. Of the stock options issued, 425, 000 were vested on December 12, 2007. These options expire on December 12, 2012. The options had a fair value of $ of $530,543 at the date of grant. The Company valued these options using the Black-Scholes option -pricing valuation model. The model uses market sourced inputs such as interest rates, stock prices, and option volatilities, the selection of which requires Company managements judgment, and which may impact the value of the options. The assumptions used in the Black-Scholes valuation model were: a risk-free interest rate of 4,7%; the current stock price at date of issuance of $1.25 per share; the exercise price of the options of $1.25 per share; the term of 5 years; volatility of 285%. For the year ended December 31, 2007, the Company recorded compensation expense of $530,543. As of September 30, 2008, there was no unrecognized compensation cost related to non-vested share-based compensation. No options were exercised during the nine month period ended September 30, 2008.

A summary of option activity for the nine month period ended September 30, 2008 is presented below:



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| |                                   |           |   |   |           |  | Weighted-  
| | --------------------------------- | --------- | - | - | --------- |  | -----------
| |                                   |           |   |   | Weighted- |  | Average    
| |                                   |           |   |   | Average   |  | Remaining  
| |                                   |           |   |   | Exercise  |  | Contractual
| | Options                           | Shares    |   |   | Price     |  | Term       
| | Outstanding at December 31, 2007  | 1,390,000 |   | $ | 1.10      |  | 5.47       
| | Granted                           | 150,000   |   |   | -         |  | -          
| | Exercised, forfeited, or expired  | (50,000   | ) |   | -         |  | -          
| | Outstanding at September 30, 2008 | 1,490,000 |   | $ | 1.06      |  | 4.67       
| |                                  
| | Exercisable at September 30, 2008 | 1,490.000 |   | $ | 1.06      |  | 4.67       

The weighted-average grant-date fair value of options granted during the period ended December 31, 2007 was $1.25 per share.

NOTE 10 -INCOME TAXES

As of September 30, 2008 the company had net operating loss carryforwards of approximately $23,083,000.

Components of deferred tax assets and liabilities at September 30, 2008 are as follows:

| |                        |   | 2008       |  
| | ---------------------- | - | ---------- | -
| | Deferred tax asset     | $ | 7,848,485  |  
| | Valuation allowance    |   | (7,848,485 | )
| | Net deferred tax asset | $ | 0          |  

The Company has recorded a full valuation allowance against its deferred tax asset since it believes it is more likely than not that such deferred tax asset will not be realized.

NOTE 11 - COMMITMENTS AND CONTINGENCIES

The Company is a party to a lease for its Montreal office, at a minimum annual rental of approximately $64,000 per year.

NOTE 12 - RECENTLY ISSUED ACCOUNTING STANDARDS

In February 2007, the FASB issued SFAS No. 159 (SFAS 159), The Fair Value Option for Financial Assets and Financial Liabilities Including an Amendment of FASB Statement No. 115. This Statement provides companies with an option to measure, at specified election dates, many financial instruments and certain other items at fair value that are not currently measured at fair value. A company that adopts SFAS 159 will report unrealized gains and losses on items for which the fair value option has been elected in earnings at each subsequent reporting date. This Statement also establishes presentation and disclosure requirements designed to facilitate comparisons between entities that choose different measurement attributes for similar types of assets and liabilities. This Statement is effective for fiscal years beginning after November 15, 2007. The Company is currently evaluating the effect that the adoption of SFAS 159 will have on its results of operations and financial position.





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In December 2007, FASB issued SFAS No. 160 (SFAS 160), Interests in Consolidated Financial Statements an amendment of ARB No. 51, which impacts the accounting for minority interest in the consolidated financial statements of filers. The statement requires the reclassification of minority interest to the equity section of the balance sheet and the results from operations attributed to minority interest to be included in net income. The related minority interest impact on earnings would then be disclosed in the summary of other comprehensive income. The statement is applicable for all fiscal years beginning on or after December 15, 2008 and earlier adoption is prohibited. The adoption of this standard will require prospective treatment. The Company is currently evaluating the effect that the adoption of SFAS 160 will have on its results of operations and financial position. However, the adoption of SFAS 160 is not expected to have a material impact on the Companys financial statements.

In December 2007, FASB issued SFAS No. 141R (SFAS 141R), Business Combinations, which impacts the accounting for business combinations. The statement requires changes in the measurement of assets and liabilities required in favor of a fair value method consistent with the guidance provided in SFAS 157 (see above). Additionally, the statement requires a change in accounting for certain acquisition related expenses and business adjustments which no longer are considered part of the purchase price. Adoption of this standard is required for fiscal years beginning after December 15, 2008. Early adoption of this standard is not permitted. The statement requires prospective application for all acquisitions after the date of adoption. The Company is currently evaluating the effect that the adoption of SFAS 141R will have on its results of operations and financial position. However, the adoption of SFAS 141R is not expected to have a material impact on the Companys financial statements.

NOTE 13 - LITIGATION

As of the filling of the present report on form 10Q, the Company considers there was no pending or threatened litigation, claims, or assessments against the Company for its acts or omission. Several claimants have approach the Company to settle claims, or assessments against its former subsidiary XL Generation AG.























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ITEM 2. MANAGEMENTS DISCUSSION AND ANALYSIS

Operations

The following discussion of the financial condition and results of our operations should be read in conjunction with the financial statements and the related notes thereto included elsewhere in this Quarterly Report on Form 10-Q for the period ended September 30, 2008 (this Report). This Report contains certain forward-looking statements and our future operating results could differ materially from those discussed herein. Certain statements contained in this Report, including, without limitation, statements containing the words "believes", "anticipates," "expects" and the like, constitute "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended (the Exchange Act). However, as we issue penny stock, as such term is defined in Rule 3a51-1 promulgated under the Exchange Act, we are ineligible to rely on these safe harbor provisions. Such forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Given these uncertainties, readers are cautioned not to place undue reliance on such forward-looking statements. We disclaims any obligation to update any such factors or to announce publicly the results of any revisions of the forward-looking statements contained or incorporated by reference herein to reflect future events or developments.

On November 13, 2007, we changed our name from XL Generation International Inc. to Ecolocap Solutions Inc. Our shares of common stock are traded on the Bulletin Board operated by the Financial Industry Regulatory Authority under the symbol ECOS.

Business Plan

The Kyoto Protocol established various exchange mechanisms in order to achieve its targeted reduction in carbon emission. In addition to the targets set by Kyoto, countries and companies not bound by the Kyoto Protocol are voluntarily creating national schemes and offsetting their emissions associated to their normal activities as part of their corporate responsibility.

Recognizing the opportunity these new mechanisms represent, we are developing an integrated development approach that focuses upon both existing and needed infrastructure facilities to produce substantial new value in the form of tradable CERs while at the same time maximizing alternative energy generation co-products. Our partners with owners of facilities emitting the harmful greenhouse gas as well as with all other environmental projects owners in developing countries, to capitalize on the opportunities afforded by the emerging market in carbon credit trading turning potential liabilities into lucrative resources while maximizing available possibilities for clean and renewable energy production.

Our initial geographical focus will be Vietnam and China followed by expansions into Africa and Latin America. These areas have been identified by leading authorities as representing substantial opportunities for remediation of greenhouse gasses and therefore represent the greatest opportunities for the production of CERs. They also represent geographies in which we can develop efficient operating scale thereby enhancing potential profitability.

Results of Operations

For the Three and Nine Month Period ended September 30, 2008

Overview

We posted net losses of $293,330 and $4,330,015 respectively for the three and the nine month periods ended September 30, 2008 as compared to net gains of $136,673 and $6,873,507 for the comparable period of 2007. The loss resulted from the signature of an exclusive Service Agreement with United Best Technology Limited of Hong Kong. United will devote all its intellectual property, knowledge, technology and contacts related to the CER and Clean Development Mechanism projects exclusively for the development of EcoloCap business in an exclusive and define territory. United for the exclusivity of its services was granted Three Million Five Hundred Thousand (3,500,000) restricted shares of our common stock. The cost of the Agreement was accounted for under compensation expense.



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Sales

For the three and nine month period ended September 30, 2008 we had no gross revenues. This compared to no gross revenues for the same periods of 2007.

Total Cost and Expenses

For the three and nine month periods ended September 30, 2008, we incurred total costs and expenses of $293,330 and $4,330,015. This compared to $136,673 and $6,873,507 for the same periods of 2007. The increase in total cost and expenses resulted from the signature of an exclusive Service Agreement with United Best Technology Limited of Hong Kong. United will devote all its intellectual property, knowledge, technology and contacts related to the CER and Clean Development Mechanism projects exclusively for the development of EcoloCap business in an exclusive and define territory. United for the exclusivity of its services was granted Three Million Five Hundred Thousand (3,500,000) restricted shares of our common stock. The cost of the Agreement was accounted for under compensation expense. We decided to leave the manufacturing and distribution of environmentally sound artificial playing field surfaces and have currently developed an integrated development approach that focuses upon both existing and needed infrastructure facilities to produce substantial new value in the form of tradable CERs.

Selling, General and Administration

For the three and nine month periods ended September 30, 2008, we incurred selling, general and administration expenses of $277,437 and $680,094. This compared to $14,608 and $393,807 for the same periods last year. The decrease was due to the layoff of all of the Companys staff. We have undertaken a review of corporate overhead and implemented measures to reduce corporate overhead to a level more sustainable in relation to current revenue volume and managements expectations.

Interest

We calculate interest in accordance with the respective note payable. For the three and nine month periods ended September 30, 2008, we incurred a charge of $13,343 and $145,712. This compared to $60,463 and $115,201 for the same periods of the previous year. This increase mirrors the increase liabilities which we have assumed to finance our operations.

Liquidity and Capital Resources

At September 30, 2008, we had $126,757 in cash, as opposed to $166,470 in cash at December 31, 2007. Total cash requirements for operations for the nine month period ended September 30, 2008 was $594,924. As a result of its new business plan, management estimates that cash requirements through the end of the fiscal year ended December 31, 2008 will be between $1.0 million to $1.5 million. As of the date of this Report, we do not have available resources sufficient to cover the expected cash requirements through the end of the third quarter of 2008 or the balance of the year. As a result, there is substantial doubt that we can continue as an ongoing business without obtaining additional financing. Management's plans for maintaining our operations and continued existence include selling additional equity securities and borrowing additional funds to pay operational expenses. There is no assurance we will be able to generate sufficient cash from operations, sell additional shares of Common Stock or borrow additional funds. Our inability to obtain additional cash could have a material adverse effect on our financial position, results of operations and our ability to continue our existence. If our losses continue and we are unable to secure additional financing, we may ultimately be required to seek protection from creditors under applicable bankruptcy laws.

At September 30, 2008, we had total assets of $149,451 compared to total assets of $166,470 at December 31, 2007.

At September 30, 2008, we had total current liabilities of $717,098 compared to total current liabilities of $3,116,402 at December 31, 2007. The liabilities are mainly due to (i) accrued operational costs and (ii) loan note from a shareholder.



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We are party to a lease for our Montreal office (the Montreal Lease), at a minimum annual rent of approximately $64,000 per year. The Montreal Lease expires in February 15, 2014.

On December 31, 2007, we received loans from Capex Investments Limited, a shareholder, in the amount of $3,019,332. This loan carried an interest of 10% and is payable on demand as agreed in a memorandum of agreement executed by and between us and Capex Investments Limited on March 21, 2008 and effective as December 1, 2007.

Our financial condition raises substantial doubt about our ability to continue as a going concern. Management's plan for our continued existence includes selling additional stock through private placements and borrowing additional funds to pay overhead expenses while maintaining marketing efforts to raise our sales volume. Our future success is dependent upon our ability to achieve profitable operations, generate cash from operating activities and obtain additional financing. There is no assurance that we will be able to generate sufficient cash from operations, sell additional shares of common stock or borrow additional funds. Our inability to obtain additional cash could have a material adverse effect on our financial position, results of operations and our ability to continue as a going concern.

Off-Balance Sheet Arrangements

The Company is not a party to any off-balance sheet arrangements.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.

ITEM 4.CONTROLS AND PROCEDURES

As of the end of the period covered by this report, an evaluation was carried out under the supervision and with the participation of the Companys management, including the Companys Chief Executive Officer and Chief Financial Officer, of the effectiveness of the Companys disclosure controls and procedures, as defined in Rule 13a-15(e) promulgated under the Securities and Exchange Act of 1934 (the Exchange Act). Based on their evaluation, the Companys Chief Executive Officer and Chief Financial Officer have concluded that the Companys disclosure controls and procedures were effective to ensure that information required to be disclosed by the Company in reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in Securities and Exchange Commission rules and forms. There have been no changes in the Companys internal controls over financial reporting during the Companys most recently completed fiscal quarter 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

None.

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

None.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None.





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

None.

ITEM 5. OTHER INFORMATION

None.

ITEM 6. EXHIBITS

(a) Exhibits

| | Exhibit No.  | Description of Exhibits                                                                                
| | ------------ | -------------------------------------------------------------------------------------------------------
| |              |                                                                                                        
| | Exhibit 31.1 | Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.    
| |              |                                                                                                        
| | Exhibit 31.2 | Certification of Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of      
| |              | 2002.                                                                                                  
| |              |                                                                                                        
| | Exhibit 32.1 | Certification of the Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant   
| |              | to Section 906 of the Sarbanes-Oxley Act of 2002.                                                      
| |              |                                                                                                        
| | Exhibit 32.2 | Certification of the Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
| |              | Section 906 of the Sarbanes-Oxley Act of 2002.                                                         















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SIGNATURES

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

November 13, 2008

| | ECOLOCAP SOLUTIONS INC.
| | -----------------------
| |                        
| | By:TRI VU TRONG        
| | Name:                  
| | Title:                 
| |                        
| |                        
| | By:MICHEL ST-PIERRE    
| | Name:                  
| | Title:                 
| |                        

















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EXHIBIT INDEX



| | Exhibit No.  | Description of Exhibits                                                                                
| | ------------ | -------------------------------------------------------------------------------------------------------
| |              |                                                                                                        
| | Exhibit 31.1 | Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.    
| |              |                                                                                                        
| | Exhibit 31.2 | Certification of Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of      
| |              | 2002.                                                                                                  
| |              |                                                                                                        
| | Exhibit 32.1 | Certification of the Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant   
| |              | to Section 906 of the Sarbanes-Oxley Act of 2002.                                                      
| |              |                                                                                                        
| | Exhibit 32.2 | Certification of the Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
| |              | Section 906 of the Sarbanes-Oxley Act of 2002.                                                         























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