UNITED
STATES


SECURITIES
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: March 31, 2009





o         Transition Report
under Section 13 or 15(d) of the Exchange Act of 1934


For the transition period from ________
to _________





Commission
File Number: 000-31165








ECOLOCAP
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 of  Incorporation or
      Organization)





740,
St-Maurice Street


Suite
102


Montreal 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 Exchange Act during the past 12 months (or
for such shorter period that the registrant was required to file such reports),
and (2) has been subject to such filing requirements for the past
90 days. Yes x
No o




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 the
Exchange Act.




Large
      accelerated filer
            o
            Accelerated
      filer
            oNon-accelerated
      filer
            o
            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 o No x





The
Issuer had 43,813,739 shares of Common Stock, par value $.001, outstanding as of
May 15, 2009.








TABLE OF
CONTENTS





PART
      IItem
      1.
            Financial
      StatementsBalance
      SheetStatements
      of OperationsStatements
      of Cash FlowsNotes
      to Financial StatementsItem
      2.
            Management’s
      Discussion and Analysis or Plan of OperationItem
      3.
            Quantitative
      and Qualitative Disclosures about Market RiskItem
      4.
            Controls
      and ProceduresPART
      IIItem
      1.
            Legal
      ProceedingsItem
      2.
            Unregistered
      Sales of Equity Securities and Use of ProceedsItem
      3.
            Defaults
      Upon Senior SecuritiesItem
      4.
            Submission
      of Matters to a Vote of Security HoldersItem
      5.
            Other
      InformationItem
      6.
            ExhibitsSIGNATURES
















































































-2-





PART
I: FINANCIAL INFORMATION





Item
1.                 Financial
Statements





ECOLOCAP
SOLUTIONS INC.


(Formally
known as XL GENERATION INTERNATIONAL INC.)


BALANCE
SHEET





March
      31,
            
            December
      31,2009
            
            2008(unaudited)
            
            (audited)ASSETSCURRENT
      ASSETS:Cash
            $
            1,505
            
            $
            23,787Taxes
      receivable
            
            6,177
            
            
            31,658Prepaid
      expenses and sundry current assets
            
            6,001
            
            
            6,001TOTAL
      CURRENT ASSETS
            
            13,683
            
            
            61,446PROPERTY
      AND EQUIPMENT, AT COST,LESS
      ACCUMULATED DEPRECIATION
            
            18,046
            
            
            19,652TOTAL
      ASSETS
            $
            31,729
            
            $
            81,098LIABILITIES
      AND STOCKHOLDERS’ DEFICIENCYCURRENT
      LIABILITIES:Note
      payable (note 6)
            
            250,000
            
            
            250,000Note
      payable-stockholder (note 7)
            
            451,000
            
            
            450,000Accrued
      expenses and sundry currentLiabilities
      (note 8)
            
            271,772
            
            
            218,524TOTAL
      CURRENT LIABILITIES
            $
            972,772
            
            $
            918,524STOCKHOLDERS'
      DEFICIENCYCommon
      stock
            $
            106,737
            
            $
            106,737Additional
      paid in capital
            
            22,747,967
            
            
            22,747,967Accumulated
      Deficit
            
            (23,795,747)
            
            
            (23,692,130)TOTAL
      STOCKHOLDERS' DEFICIENCY
            $
            (941,043)
            
            $
            (837,426)TOTAL
      LIABILITIES AND STOCKHOLDERS’DEFICIENCY
            $
            31,729
            
            $
            81,098











F-1





-3-








ECOLOCAP
SOLUTIONS INC.


(Formally
known as XL GENERATION INTERNATIONAL INC.)


STATEMENTS
OF OPERATIONS


Three
months ended March 31, 2009 and 2008


(unaudited)








Three
      Months ended
              
              Three
      Months endedMarch
      31,
              
              March
      31,2009
              
              2008SALES
              $
              -
              
              $
              -COSTS
      AND EXPENSES:Selling,
      general and administrative
              
              87,232
              
              
              153,475Compensation
      expense-Note 9
              
              -
              
              
              3,500,000Interest
              
              15,743
              
              
              81,830Foreign
      exchange loss
              
              642
              
              
              1,728TOTAL
      COSTS AND EXPENSES
              
              103,617
              
              
              3,737,033$
              (103,617)NET
      LOSS
              
              
              
              $
              (3,737,033)$
              (0.00)Net
      Loss Per Share
              
              
              
              $
              (0.10)43,938,739Average
      weighted Number of Shares
              
              
              
              
              37,434,935

































































F-2





-4-


ECOLOCAP
SOLUTIONS INC.


(Formally
known as XL GENERATION INTERNATIONAL INC.)


STATEMENTS
OF CASH FLOWS


Three
      months ended March 31, 2009 and
2008


(unaudited)





March
      31
              
              March
      312009
              
              2008Net
      loss
              $
              (103,617)
              
              $
              (3,737,033)Adjustment
      to reconcile net income to net cash usedin
      operating activitiesDepreciation
      and amortization
              
              1,606
              
              
              -Reserve
      for compensation expense
              
              
              
              
              3,500,000Accrued
      interest-stockholder
              
              -
              
              
              81,733Changes
      in operating assets and liabilities:Prepaid
      expenses and sundry current assets
              
              -
              
              
              (6,001)Taxes
      receivable
              
              25,481
              
              -Accrued
      expenses and sundry current liabilities
              
              53,248
              
              
              (13,157)Net
      cash used by operating activities
              $
              (23,282)
              
              $
              (174,458)Investing
      activitiesAcquisitions
      of property and equipment
              $
              -
              
              $
              (10,375)Net
      cash used in investing activities
              $
              -
              
              $
              (10,375)Financing
      activitiesProceeds
      of loans payable
              
              1,000
              
              
              250,000Net
      cash provided by financing activities
              $
              1,000
              
              $
              250,000Increase
      (decrease) in cash
              
              (22,282)
              
              
              65,167Cash-beginning
      of period
              
              23,787
              
              
              166,470Cash-end
      of period
              
              1,505
              
              $
              231,637Supplemental
      Disclosure of Cash Flow informationNon
      cash items:Reserve
      for compensation expense
              
              
              
              
              3,500,000


F-3


-5-





ECOLOCAP
      SOLUTIONS INC.


(Formally
known as XL GENERATION INTERNATIONAL INC.)


NOTES
      TO FINANCIAL STATEMENTS





NOTE 1-
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
2-SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES





PRINCIPLES
OF CONSOLIDATION




The
consolidated financial statements include the accounts of the Company and its
subsidiary EcoloCap Solutions Canada Inc. after the elimination of inter-company
accounts and transactions.





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.





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.





F-4





-6-





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
3--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 three
months ended March 31, 2009 and 2008 the Company has incurred losses of $103,617
and $3,737,033 respectively. The Company has negative working capital of
$959,089 compared to $857,078 at December 31, 2008 and a stockholders deficiency
of $941,043 compared to $837,426 at December 31, 2008. 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 subs tantial 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.





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.








F-5





-7-





NOTE 4
--PROPERTY & OFFICE EQUIPMENT




Equipment
is stated at cost. Depreciation is computed using the straight-line method over
3 to 5 years.




March
      312009Furniture
      & fixtures--5 yrs
            
            18,046Balance
      March 31, 2009
            $
            18,046




NOTE
5--ACCRUED EXPENSES AND SUNDRY CURRENT LIABILITIES




Accrued
expenses consisted of the following at March 31:




2009Accrued
      interest
            $
            59,465Accrued
      operating expenses
            
            207,922$
            267,387




NOTE 6-
NOTE PAYABLE




In 2008,
the Company received loans from Carnavon Trust REG in the amount of $250,000.
These loans carry an interest of 10% and are payable on demand.




NOTE
7--PAYABLE – STOCKHOLDER




In 2008,
the Company received loans from POMA Management Inc., a shareholder, in the
amount of $450,000. In 2009,
the Company received additional loans fromPOMA Management Inc. in the
amount of $1,000.These loans carry an interest of 10% and are payable on
demand.


Amounts
owed to stockholders at March 31, are as follows:




2009Payable
      POMA  Management Inc.
            $
            451,000Payable
      stockholder
            $
            451,000




NOTE 8
-CAPITAL STOCK




The
company is authorized to issue 100,000,000 shares of common stock (par value
$0.001) of which 43, 813,739 were issued and outstanding at of December 31,
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














F-6





-8-





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.





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 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 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
October 9, 2008, the Company entered into an agreement with Lakeview Consulting
LLC (“Lakeview”). The agreement is a one (1) year Service Agreement (the
“Agreement”) pursuant to which Lakeview shall provide advice to undertake for
and consult with the Company concerning management advisement, strategic
planning and marketing in connection with its business, together with advisory
and consulting related to shareholder management and public relations. Lakeview
for its services was granted One Million (1,000,000) restricted shares of the
Company’s common stock.





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 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.





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.





On
October 9, 2008, the Company entered into an agreement with Lakeview Consulting
LLC (“Lakeview”). The agreement is a one (1) year Service Agreement (the
“Agreement”) pursuant to which Lakeview shall provide advice to undertake for
and consult with the Company concerning management advisement, strategic
planning and marketing in connection with its business, together with advisory
and consulting related to shareholder management and public relations. Lakeview
for its services was granted One Million (1,000,000) restricted shares of the
Company’s common stock. For the year ended December 31, 2008, the Company
recorded compensation expense of $3,839,000. As of March 31, 2009, there was no
unrecognized compensation cost related to non-vested share-based
compensation.





F-7





-9-





A summary
of option activity for the three month period ended March 31, 2009 is presented
below:





Options
                                          Shares
                                          Weighted-
                                            Average
                                            Exercise
                                            Price
                                          Weighted-
                                            Average
                                            Remaining
                                            Contractual
                                            TermOutstanding
      at December 31, 2008
                                          1,465,000
                                          1.10
                                          5.49Granted
                                          
                                          -
                                          
                                          -
                                          
                                          -Exercised,
      forfeited, or expired
                                          
                                          -
                                          
                                          -
                                          
                                          -Outstanding
      at March 31, 2009
                                          
                                          1,465,000
                                          $
                                          1.10
                                          
                                          5.49Exercisable
      at March 31, 2009
                                          
                                          1,465,000
                                          $
                                          1.10
                                          
                                          5.49





NOTE 10
-INCOME TAXES





As of
March 31, 2009 the company had net operating loss carryforwards of approximately
$22,490,000.





Components
of deferred tax assets and liabilities at March 31, 2009 are as
follows:




2009Deferred
      tax asset
            $
            7,646,000Valuation
      allowance
            
            (7,646,000)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
-RELATED PARTY TRANSACTIONS




On December 31, 2008,
the Company had received loans fromPOMA
Management Inc., a
shareholder, in the amount of $450,000.




In 2009,
the Company received loans from POMA Management Inc., a shareholder, in the
amount of $1,000. These loans carry an interest of 10% and are payable on
demand.




NOTE 13 -
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


F-8


-10-





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.




In
December 2007, the FASB issued FAS No. 160, Non-Controlling Interest in
Consolidated Financial Statements-an amendment of ARB No. 51 ("FAS 160"). FAS
160 requires that a non-controlling interest in a subsidiary be separately
reported within equity and the amount of consolidated net income attributable to
the non-controlling interest be presented in the statement of operations. FAS
160 also calls for consistency in reporting changes in the parent's ownership
interest in a subsidiary and necessitates fair value measurement of any
non-controlling equity investment retained in a deconsolidation. FAS 160 is
effective for fiscal periods beginning after December 15, 2008. Therefore, the
Company is required to adopt FAS 160 on January 1, 2009. The Company is
currently evaluating the requirements of FAS 160 and the potential impact on the
Company's financial position and results of operations.




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.




In March
2008, the FASB issued SFAS No. 161, "Disclosures about Derivative Instruments
and Hedging Activities", an amendment of SFAS No. 133. SFAS 161 applies to all
derivative instruments and non-derivative instruments that are designated and
qualify as hedging instruments pursuant to paragraphs 37 and 42 of SFAS 133 and
related hedged items accounted for under SFAS 133. SFAS 161 requires entities to
provide greater transparency through additional disclosures about how and why an
entity uses derivative instruments, how derivative instruments and related
hedged items are accounted  for under SFAS 133 and its related
interpretations, and how derivative instruments and related hedged items affect
an entity's financial position, results of operations, and cash flows. SFAS 161
is effective as of the beginning of an entity's first fiscal year that begins
after November 15, 2008. The Company does not expect the adoption of SFAS 161
will have a material impact on its financial condition or results of
operation.




In April
2008, the FASB issued FSP FAS 142-3, “Determination of
the Useful Life of Intangible Assets”.  This guidance is
intended to improve the consistency between the useful life of a recognized
intangible asset under SFAS No. 142, “Goodwill and Other
Intangible Assets”, and the period of expected cash flows used to measure
the fair value of the asset under SFAS No. 141(R) when the underlying
arrangement includes renewal or extension of terms that would require
substantial costs or result in a material modification to the asset upon renewal
or extension.  Companies estimating the useful life of a recognized
intangible asset must now consider their historical experience in renewing or
extending similar arrangements or, in the absence of historical experience, must
consider assumptions that market participants would use about renewal or
extension as adjusted for SFAS No. 142’s entity-specific
factors.  This standard is effective for fiscal years beginning after
December 15, 2008, and is applicable to the Company’s fiscal year beginning
January 1, 2009.  The Company does not anticipate that the adoption of
this FSP will have an impact on its results of operations or financial
condition.








F-9





-11-





In May
2008, the FASB issued SFAS No. 163, “Accounting for Financial Guarantee
Insurance Contracts – an interpretation of FASB Statement No. 60.”  SFAS
163 requires that an insurance enterprise recognize a claim liability prior to
an event of default (insured event) when there is evidence that credit
deterioration has occurred in an insured financial obligation.  This
Statement also clarifies how Statement 60 applies to financial guarantee
insurance contracts, including the recognition and measurement to be used to
account for premium revenue and claim liabilities. Those clarifications will
increase comparability in financial reporting of financial guarantee insurance
contracts by insurance enterprises. This Statement requires expanded disclosures
about financial guarantee insurance contracts. The accounting and disclosure
requirements of the Statement will improve the quality of information provided
to users of financial statements.  SFAS 163 will be effective for financial
statements issued for fiscal years beginning after December 15, 2008.  The
Company does not expect the adoption of SFAS 163 will have a material impact on
its financial condition or results of operation.





NOTE 14 –
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.































































































F-10





-12-





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 March 31, 2009 (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.













-13-





Results
of Operations





For
the Three Month Period ended March 31, 2009





Overview




We posted
net losses of $103,617 for the three month period ended March 31, 2009 as
compared to net losses of $3,737,033 for the comparable period of 2008. The loss
in 2008 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.





Sales




For the
three month period ended March 31, 2009 and the comparative period last year we
had no gross revenues.





Total
Cost and Expenses




For the
three month period ended March 31, 2009, we incurred total costs and expenses of
$103,617.  This compared to $3,737,033for the same period of
2008.  The decrease in total cost and expenses resulted from the
signature in 2008 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.





Selling,
General and Administration




For the
three month period ended March 31, 2009, we incurred selling, general and
administration expenses of $87,232.  This compared to $153,475 for the
same period last year.





Interest




We
calculate interest in accordance with the respective note
payable.  For the three month period ended March 31, 2009, we incurred
a charge of $15,743. This compared to $81,830 for the same period of the
previous year.  This increase mirrors the increase liabilities which
we have assumed to finance our operations.





Liquidity
and Capital Resources





At March
31, 2009, we had $1,505 in cash, as opposed to $23,787 in cash at December 31,
2008.  Total cash requirements for operations for the three month
period ended March 31, 2009 was $23,282.  Management estimates that
cash requirements through the end of the fiscal year ended December 31, 2009
will be between $1.5 million to $2.5 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 second quarter of


-14-





2009 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 March
31, 2009, we had total assets of $31,729 compared to total assets of $81,098 at
December 31, 2008. The decrease is mainly due to selling, general and
administrative expenses.





At March
31, 2009, we had total current liabilities of $972,772 compared to total current
liabilities of $918,524 at December 31, 2008. The liabilities are mainly due to
(i) accrued operational costs and (ii) loan note from a
shareholder.





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, 2008, we
received loans fromPOMA Management Inc., a shareholder, in the
amount of $450,000.In 2009, the Company received loans from POMA
Management Inc., a shareholder, in the amount of $1,000. These loans carry an
interest of 10% and are payable on demand.





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





Under the
supervision and with the participation of our management, including the
Principal Executive Officer and Principal Financial Officer, we have evaluated
the effectiveness of our disclosure controls and procedures as required by
Exchange Act Rule 13a-15(b) as of the end of the period covered by this report.
Based on that evaluation, the Principal Executive Officer and
Principal  Financial Officer have concluded that these disclosure
controls and procedures are effective. There were no changes in our internal
control over financial reporting during the quarter ended March 31, 2009 that
have materially affected, or are reasonably likely to materially affect, our
internal control over financial reporting.





-15-





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.





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
      ExhibitsExhibit
      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.



































-16-








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.





ECOLOCAP
      SOLUTIONS INC.May
      14, 2009
            By:
            TRI VU
      TRUONGName:   Tri
      Vu TruongTitle:     Principal
      Executive OfficerBy:
            MICHEL
      ST-PIERREName:   Michel
      St-PierreTitle:   
      Acting Principal Financial Officer andActing
      Principal Accounting Officer





























































-17-