UNITED STATES

SECURITIES ANDEXCHANGE COMMISSION

Washington, DC 20549

FORM 10-QSB

 

QUARTERLY REPORT UNDERSECTION 13 OR 15(f) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLYPERIOD ENDED MARCH 31, 2006

Commission file number333-62588

First National PowerCorporation

#219, 227 Bellevue WayNE

Bellevue, WA 98004

416-918-6987

 

IRS TAX ID #76-0819545

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 September 30, 2006, there were 76,277,260 shares issued and outstandingof the issuer's common stock.

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PART I: FINANCIAL INFORMATION

Item 1. Financial Statements:

 

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See condensed notes to the interim financial statementsPage 1

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See condensed notes to the interim financial statementsPage 2

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See condensed notes to the interim financial statementsPage 3

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See condensed notes to the interim financial statementsPage 4

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See condensed notes to the interim financial statementsPage 5

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Page 6

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Item 2: Management's Discussion and Analysis:

The company is gaining more focus in dealing with their variousopportunities. While the projects previously announced, the Prop-less WindPowered Generator currently with inventor Alvin Snaper and his team at ImpactiveTechnology of Las Vegas Nevada and the Green Oasis Project with inventor ChazHaba of Lithium House in California are still technically still viable businesslines, the Company has been able to get very close to final arrangements on somevery innovative and proprietary projects that are in the power generation field.The Company is in talks with a group to gain North American rights to a powergeneration system that has immediate potential for installations, forre-licensing and for outright sale. Through the Company's affiliation with theDurham Strategic Energy Alliance, they have been introduced to various nationaland international co-members and through these various co-members, the Companycontinues to explore opportunities for partnering, or even acting as agent forsome proven technologies.

Item 3. Effectiveness of the registrant's disclosure controls and procedures

Within the 90-day period prior to the filing of this report, the Companycarried out an evaluation of the effectiveness of the Company's disclosurecontrols and procedures (as defined by Rule 13a-14(c) under the SecuritiesExchange Act of 1934) under the supervision and with the participation of theCompany's chief executive officer and chief financial officer. Based on and asof the date of such evaluation, the aforementioned officers have concluded thatthe Company's disclosure controls and 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 2006, 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. | Document                                 | Location         |
|-------------|------------------------------------------|------------------|
| 3.1         | Articles of    Incorporation             | Previously Filed |
| 3.2         | Bylaws                                   | Previously Filed |
| 31          | Rule    13a-41(a)/15d-14(a) Certificates | Included         |
| 32          | Section 1350    Certifications           | Included         |

Reports on Form 8-K

None.

 

SIGNATURES

 

In accordance with the requirementsof the Exchange Act, the registrant caused this report to be signed on itsbehalf by the undersigned, thereunto duly authorized.

FIRST NATIONAL POWER CORPORATION

 

DATE: October 23, 2006           

 

 

***/s/ Peter Wanner                       ***

Peter Wanner

Chief Financial Officer

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