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UNITED STATES

SECURITIES ANDEXCHANGE COMMISSION

Washington, DC 20549

FORM 10-QSB

QUARTERLY REPORT UNDER SECTION 13 OR 15(f) OF THE SECURITIESEXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2005

Commission file number 333-62588

First National PowerCorporation

#219, 227 Bellevue WayNE

Bellevue, WA 98004

416-918-6987

IRS TAX ID #66-0349372

State ofIncorporation: Delaware

 

Check whether the issuer (1) filed all reports required to be filed bySection 13 or 15(d) of the Exchange Act during the past 12 months (or for suchshorter 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] [ ]

As of June 30, 2005, there were75,937,260 shares issued and outstanding ofthe issuer's common stock.

 

PART I: FINANCIAL INFORMATION

Item 1. Financial Statements:

 

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Item 2: Management's Discussion and Analysis:

The company continues to work with partners such as Alvin Snaper and ChasHaba to bring to the market, new and innovative green power generation projects.However, as the company discussed in earlier releases, their focus has turnedmore from being a marketing arm or operator of such power generation projects,to a more passive role as investor in such projects. 

During the past quarter, the company put a lot of effort into aligningthemselves with a group in the Northeast US who have a product that is a naturaladjunct to existing wind power facilities. With very little additional capitalexpenditure, this firm's product would enable wind farms to significantlyincrease their power output. Those discussions are ongoing and once definitivearrangements are agreed upon, more news will be released.

The company did gain membership into the Durham Strategic Energy Alliance, agroup of power related suppliers and major users in the Durham Region. This areais east of Toronto Ontario and has the world's distinction of being the onlyregion with 2 nuclear power generation plants located inside their borders. TheDSEA is a group that was formed to encourage new power generation ideas throughincubation and by allowing these new suppliers to test their products at anEnergy Park located beside one of the nuclear plants. More information on theassociation and on the energy park can be found at www.dsea.ca. First National intends on beingvery active in the incubation efforts, possibly by hosting the plants onproperty inside the energy park. Towards that end, First National has entereddiscussions with the existing landowners and expects to shortly announce thefinalization of arrangements for the purchase of a 40-acre site inside theenergy park.
Item 3. Effectiveness of the registrant's disclosure controls and procedures

As of June 30, 2005, the Company carried out an evaluation of theeffectiveness of the Company's disclosure controls and procedures (as defined byRule 13a-14(c) under the Securities Exchange Act of 1934) under the supervisionand with the participation of the Company's chief executive officer and chieffinancial officer. Based on and as of the date of such evaluation, theaforementioned officers have concluded that the Company's disclosure controlsand procedures were effective.

The Company also maintains a system of internal accounting controls that isdesigned to provide assurance that assets are safeguarded and that transactionsare executed in accordance with management's authorization and properlyrecorded. This system is continually reviewed and is augmented by writtenpolicies and procedures, the careful selection and training of qualifiedpersonnel and an internal audit program to monitor its effectiveness. During thesecond quarter of fiscal year 2005, there were no significant changes to thissystem of internal controls or in other factors that could significantly affectthose controls.

PART II - OTHER INFORMATION

Item 6. Exhibits and Reports on Form 8-K

Exhibits:
Exhibit No.DocumentLocation3.1Articles of    IncorporationPreviously Filed3.2BylawsPreviously Filed31Rule    13a-41(a)/15d-14(a) CertificatesIncluded32Section 1350    CertificationsIncluded
Reports on Form 8-K

None.

SIGNATURES

 

In accordance with the requirements of the Exchange Act, the registrantcaused this report to be signed on its behalf by the undersigned, thereunto dulyauthorized.

FIRST NATIONAL POWER CORPORATION

DATE: August 2, 2005

 

 

***/s/ Peter Wanner                   ***

Peter Wanner

Chief Financial Officer