Table of Contents





SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549



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FORM 10-QSB

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Quarterly Report Under Section 13 or 15 (d)

of the Securities Exchange Act of 1934



For the Quarter Ended March 31, 2007       Commission File No.0-9996



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WIND ENERGY AMERICA INC.

(formerly Dotronix, Inc.)

(Exact name of registrant as specified in its charter)



Minnesota
        41-1387074(State or other jurisdiction ofincorporation or organization)
        (I.R.S. EmployerIdentification No.)




12100 Singletree Lane, Suite 100, Eden Prairie, MN 55344

(Address of principal executive offices)



(952) 746-1313

(Issuers telephone number)



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Indicate by check mark whether the registrant (1) has filed all reports required to be filed by section 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days.



YESxNOo



Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of accelerated filer and large accelerated filer in Rule12b-2 of the Exchange Act. (Check one):



Large accelerated filero
        Accelerated filero
        Non-accelerated filerx




Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act):  YESoNOx



Indicate the number of shares outstanding of each of the issuers classes of common stock as of the latest practicable date.



Class
        
        Outstanding at May 11, 2007Common stock, par value$ .05 per share
        
        10,808,278 shares




Transitional Small Business Disclosure Format (Check One):  YESoNOx





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WIND ENERGY AMERICA INC.

INDEX





Part I  Financial InformationItem 1.
        Condensed Consolidated Financial StatementsConsolidated Balance Sheets
        3Consolidated Statements of Operations
        4Consolidated Statements of Cash Flows
        5Notes to Consolidated Financial Statements
        6Item 2
        Managements Discussion and Analysis of Financial Condition and Results of Operations
        8Item 3.
        Controls and Procedures
        12Part II  Other InformationItem 2.
        Unregistered Private Sale of Common Stock
        12Item 5.
        Other Information
        12Item 6.
        Exhibits
        12






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Table of Contents

PART I. FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS



WIND ENERGY AMERICA INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS



March 312007
        
        June 302006(UNAUDITED)ASSETS:CURRENT ASSETS:Cash
        
        $
        112,268
        
        $
        88,697Note receivable - shareholder
        
        
        30,000
        
        
        Prepaid expenses
        
        
        150
        
        
        TOTAL CURRENT ASSETS
        
        
        142,418
        
        
        88,697PROPERTY AND EQUIPMENT
        
        
        785
        
        
        INVESTMENT IN GRAND SIERRA RESORT CORP.
        
        
        415,000
        
        
        415,000INVESTMENT IN AVERILL WIND LLC
        
        
        200,000
        
        
        PURAMED BIOSCIENCE PRODUCTS, net of accumulated amortization of $33,657 and $6,765, respectively
        
        
        217,325
        
        
        244,217TRADEMARK
        
        
        2,971
        
        
        DEBT ACQUISITION COSTS
        
        
        20,505
        
        
        TOTAL ASSETS
        
        $
        999,004
        
        $
        747,914LIABILITIES AND STOCKHOLDERS EQUITY:CURRENT LIABILITIES:Accounts payable
        
        $
        92,982
        
        $
        15,873Accrued liabilities
        
        
        33,260
        
        
        37,100TOTAL CURRENT LIABILITIES
        
        
        126,242
        
        
        52,973LONG TERM CONVERTIBLE NOTES
        
        
        205,050
        
        
        TOTAL LIABILITIES
        
        
        331,292
        
        
        52,973STOCKHOLDERS EQUITY:Common stock, $.05 par value, 50,000,000 shares authorized, 10,693,277 and 9,170,777 shares issued and outstanding, respectively
        
        
        534,664
        
        
        458,539Preferred stock, no par value, 10,000,000 shares authorized, none issued
        
        
        
        
        
        Notes receivable due from shareholders
        
        
        (60,000
        )
        
        Additional paid-in capital
        
        
        13,721,038
        
        
        13,370,638Accumulated deficit
        
        
        (13,527,990
        )
        
        (13,134,236
        )TOTAL STOCKHOLDERS EQUITY
        
        
        667,712
        
        
        694,941TOTAL LIABILITIES AND STOCKHOLDERS EQUITY
        
        $
        999,004
        
        $
        747,914




See notes to condensed consolidated financial statements.



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WIND ENERGY AMERICA INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(UNAUDITED)



Three months endedMarch 31
        
        Nine months endedMarch 312007
        
        2006
        
        2007
        
        2006REVENUESIncome from condominium marketing agreement withGrand Sierra Resort Corp.
        
        $
        
        
        $
        
        
        $
        15,000
        
        $
        Sales
        
        
        
        
        
        
        
        
        
        
        
        65,015TOTAL REVENUES
        
        
        
        
        
        
        
        
        15,000
        
        
        65,015COST OF SALES
        
        
        
        
        
        
        
        
        
        
        
        27,531GROSS MARGIN
        
        
        
        
        
        
        
        
        15,000
        
        
        37,484SELLING, GENERAL, AND ADMINISTRATIVE EXPENSE
        
        
        140,317
        
        
        12,679
        
        
        408,754
        
        
        205,143LOSS FROM OPERATIONS
        
        
        (140,317
        )
        
        (12,679
        )
        
        (393,754
        )
        
        (167,659
        )OTHER INCOME AND (EXPENSE)Interest expense
        
        
        
        
        
        (5
        )
        
        
        
        
        (6,131
        )Gain on sale of property and equipment
        
        
        
        
        
        
        
        
        
        
        
        204,604TOTAL OTHER INCOME AND (EXPENSE)
        
        
        
        
        
        (5
        )
        
        
        
        
        198,473NET INCOME (LOSS)
        
        $
        (140,317
        )
        $
        (12,684
        )
        $
        (393,754
        )
        $
        30,814NET INCOME (LOSS) PER COMMON SHARE  BASIC AND DILUTED
        
        $
        (0.01
        )
        $
        (0.00
        )
        $
        (0.04
        )
        $
        0.00AVERAGE NUMBER OF COMMON SHARES OUTSTANDING  BASIC AND DILUTED
        
        
        10,215,353
        
        
        7,276,750
        
        
        9,679,532
        
        
        7,122,342




See notes to condensed consolidated financial statements.



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WIND ENERGY AMERICA INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(UNAUDITED)



Nine months ended March 312007
        
        2006CASH FLOWS FROM OPERATING ACTIVITIES:Net income (loss)
        
        $
        (393,754
        )
        $
        30,814Adjustment to reconcile net income (loss) to net cash used by operating activities:Depreciation
        
        
        
        
        
        6,803Amortization
        
        
        26,892
        
        
        Stock compensation
        
        
        22,500Gain on transfer of net assets to a related party
        
        
        
        
        
        (22,088
        )Deferred gain on sale of building
        
        
        
        
        
        (182,516
        )Changes in operating assets and liabilities:Accounts receivable
        
        
        
        
        
        43,654Tax refund receivable
        
        
        (150
        )
        
        Inventories
        
        
        
        
        
        8,222Prepaid expenses
        
        
        
        
        
        18,652Accounts payable and other accrued liabilities
        
        
        73,268
        
        
        7,068NET CASH USED BY OPERATING ACTIVITIES
        
        
        (271,244
        )
        
        (89,391
        )CASH FLOWS FROM INVESTING ACTIVITIES:Investment in Averill Wind LLC
        
        
        (200,000
        )
        
        Short term borrowing to shareholder
        
        
        (30,000
        )
        
        Trademark acquisition costs
        
        
        (2,971
        )
        
        Purchase of property and equipment
        
        
        (785
        )
        
        Proceeds from sale of property and equipment
        
        
        
        
        
        1,142NET CASH PROVIDED (USED) BY INVESTING ACTIVITIES
        
        
        (233,756
        )
        
        1,142CASH FLOWS FROM FINANCING ACTIVITIES:Proceeds from the issuance of common stock
        
        
        344,026
        
        
        40,000Borrowings on long term convertible notes
        
        
        184,545Borrowings on revolving loan payable to a related party
        
        
        
        
        
        35,000NET CASH PROVIDED BY FINANCING ACTIVITIES
        
        
        528,571
        
        
        75,000NET INCREASE (DECREASE) IN CASH
        
        
        23,571
        
        
        (13,249
        )CASH AT BEGINNING OF YEAR
        
        
        88,697
        
        
        18,295CASH AT END OF PERIOD
        
        $
        112,268
        
        $
        5,046SUPPLEMENTAL DISCLOSURES OF NONCASH FINANCING ACTIVITIESStock issued for assumption of notes receivable
        
        $
        60,000
        
        $
        Stock issued for services
        
        
        22,500Revolving loan payable to a related party and accrued interest converted to 318,246 shares of common stock
        
        
        
        
        
        477,369Debt to an affiliated party and accrued interest converted to 156,040 shares of commonstock
        
        
        
        
        
        156,040Lease obligation due to an affiliated party converted to 66,212 shares of common stock
        
        
        
        
        
        94,317Net operating assets transferred to a related party for payment of revolving loan
        
        
        
        
        
        71,700




See notes to condensed consolidated financial statements.



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WIND ENERGY AMERICA, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS





A.
        Basis of Presentation




The condensed consolidated balance sheet as of March 31, 2007, and the condensed consolidated statements of operations for the three and nine month periods ended March 31, 2007 and 2006 and cash flows for the nine month periods ended March 31, 2007 and 2006, have been prepared by Wind Energy America Inc. (the Company) without audit. In the opinion of management, all adjustments (consisting only of normal recurring accruals) necessary to present fairly the financial position, results of operations and cash flows as of March 31, 2007 and for the three and nine month periods ended March 31, 2007 and 2006, presented herein have been made.



The June 30, 2006, condensed consolidated balance sheet data was derived from audited consolidated financial statements of the Company and subsidiaries, but does not include all disclosures required by accounting principles generally accepted in the United States of America. Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted. These financial statements should be read in conjunction with the Companys financial statements and notes thereto included in the Annual Report on Form 10-KSB of the Company for the fiscal year ended June 30, 2006.



B.
        Going Concern




At March 31, 2007, the Company had working capital of only $16,176 and thus has little of the funds needed to accomplish its planned business strategy or support its projected expenses. The Company plans to obtain the needed working capital primarily through sales of its common stock, which there is no assurance it will be able to accomplish. If the Company cannot obtain substantial working capital through common stock sales or other sources (if any), it will be forced to curtail its planned business operations. If the Company is unable to obtain additional financing, its ability to continue as a going concern is doubtful.



C.
        Accounting Policies




The Company believes that the selection and application of its accounting policies are appropriately reasoned. The following are the accounting policies that management believes require the most difficult, subjective or complex judgments about matters that are inherently uncertain.



Stock Options



Effective January 1, 2006, the Company adopted the fair value recognition provision of Statements of Financial Accounting Standards (SFAS) No. 123R Share-based Payment  an amendment of the Financial Accounting Standards Board Statement No. 123.  Among other items, SFAS No.123R eliminated the use of Accounting Principle Board Opinion No. 25 and the intrinsic value method of accounting for stock-based compensation, and requires companies to recognize in the financial statements the cost of employee/director services received in exchange for awards of equity instruments, based on the grant date fair value of those awards. The Companys options were fully vested as of January 1, 2006; therefore the adoption of SFAS No. 123R had no impact on the Companys financial statements.



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Income (Loss) Per Common Share



Basic net income (loss) per common share is computed by dividing net income (loss) by the weighted average number of common shares outstanding. Diluted net income (loss) per common share assumes the exercise of stock options and warrants using the treasury stock method, if dilutive.



D.
        Condominium Marketing Agreement




On September 8, 2006, the Company entered into an agreement with Grand Sierra Operating Corp. Under the terms of the agreement, Grand Sierra Operating Corp. is to pay the Company $15,000 monthly for marketing condominium units of the Grand Sierra Resort in Reno, Nevada. The contract automatically terminates in any month when the efforts of the Company have not resulted in the sale of 1.5 units. The Company earned $15,000 for the nine months ended March 31, 2007, under this agreement; however, the agreement terminated since its terms were not satisfied.



E.
        Wind Energy Business




In October 2006, the Company formed Clay Blue Energy, Inc. (CBE), a wholly owned subsidiary, for the purpose of developing or acquiring ownership interests in wind turbine farms for generation, transmission and sale of electric power to utility companies. In November 2006, the Company issued 200,000 shares of common stock to two investors in exchange for $60,000 of notes payable (CBE Notes) to the investors from Clay Blue Energy Development, LLC. Clay Blue Energy Development, LLC was unrelated to the Company and its officers. As no cash was received for the shares issued to the investors, and the collection of the CBE Notes is uncertain, the Company accounted for the CBE Notes as a reduction of stockholders equity similar to a stock subscription receivable.



In February-March 2007 the Company conducted its first transaction to implement its goal to acquire a portfolio of wind power assets when it purchased a $200,000 interest in Averill Wind LLC.



The Company also changed its corporate name to Wind Energy America Inc. effective March 30, 2007.



F.
        Change in Capital Stock Structure




In March 2007 the Articles of Incorporation of the Company were amended to increase the authorized common stock of the Company from 12,000,000 to 50,000,000 shares, and also to add 10,000,000 authorized shares of preferred stock as a separate class of capital stock.



G.
        Issuance of Common Stock




During the quarter ending March 31, 2007, the Company sold 758,499 of its common shares for total net proceeds of $204,796 in private placement transactions, and the Company also issued 75,000 common shares for services valued at $22,500.



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|H. | Subsequent Events
|-- | -----------------



1.
        Spin-off of PuraMed Subsidiary On April 12, 2007 the Company completed a spin-off of its former wholly-owned subsidiary, PuraMed BioScience, Inc. to the Companys shareholders on a pro rata basis, after which the Company and its former PuraMed subsidiary and their respective operations and managements became completely independent from each other. This spin-off was effected on a 1-for-5 basis so that when the PuraMed capital stock is distributed to shareholders of the Company, one common share of PuraMed will be issued for each five shares of common stock of the Company.




2.
        Letter of Intent to Purchase Substantial Wind Farm Assets In April 2007 the Company entered into a Letter of Intent to purchase the developers stake in four wind farms located on Buffalo Ridge in southwestern Minnesota, one of the leading wind energy locations in the USA. These four wind farms produce approximately 170 kilowatts of electricity annually. The Company will pay a cash amount plus the issuance of 4 million shares of its common stock, which will represent about 28% of the total purchase price.




ITEM 2.   MANAGEMENTS DISCUSSION AND ANALYSIS

OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS





Overview



Wind Energy America Inc. (the Company) was founded and incorporated in Minnesota in 1980 and for over 20 years was engaged in designing, manufacturing and marketing a line of cathode ray tube (CRT) displays and digital signs. Due to continuing losses over the past few years, we discontinued all active business operations during 2005, and thereafter began seeking new business opportunities to enter into or acquire. After evaluating various prospects in late 2005 and early 2006, we began developing and marketing non-prescription healthcare products to remedy various ailments, to be marketed and sold under PuraMed BioScience. Our PuraMed non-prescription healthcare products business was conducted through a wholly-owned subsidiary Minnesota corporation, PuraMed BioScience, Inc., (PuraMed).



Spin  off of PuraMed



On April 12, 2007 we completed a spin-off of our former PuraMed subsidiary to all our shareholders on a pro rata basis, whereby one share of PuraMed will be issued for each five shares of our common stock. After this April 12, 2007 effective date of the spin-off, our Company and PuraMed have operated separately, with their respective managements, businesses, assets and capital structures being completely independent from each other. The distribution date of PuraMed common stock from this spin-off is anticipated to be on or about August 15, 2007. Complete information on this spin-off is contained in a Form 8-K filing which was filed with the SEC on April 10, 2007, and can be readily accessed at the SEC website ofwww.sec.gov. Such Information Statement contains a description of the terms of the spin-off as well as of the business and structure and products of PuraMed.



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Wind Energy Business



In February 2007 we completed our first transaction to engage in the rapidly growing industry of generating electricity from wind power, which involved our purchase of a $200,000 interest in Averill Wind LLC, a Minnesota limited liability company. Averill is a 10 megawatt (10,000 kilowatts) wind farm located in Minnesota near Fargo/Moorhead which will consist of state-of-the-art large wind turbines, and the Averill site is located in a favorable region of the country for the production of electricity through wind power. The Averill wind farm is currently under construction by the developer, and is scheduled to be completed and generating electricity to the nearby power grid later in 2007. The developer of Averill is a leading national wind power developer whose principals collectively have over 35 years fulltime experience in developing, operating and owning profitable wind farms.



On April 24, 2007 we entered into a Letter of Intent to purchase the developers stake in four wind farms owned by Northern Alternative Energy, Inc., a Minnesota-based corporation. This acquisition will represent a major step toward our primary strategic plan of building a profitable portfolio of wind power assets. These wind farms are located on Buffalo Ridge in southwest Minnesota, one of the best locations in the USA for generating electricity from wind power. These wind farms have a combined nameplate rating of 55 megawatts, contain a total of 86 modern wind turbines, and collectively produce approximately 170,000,000 KWhrs (kilowatt hours) of electricity annually. Terms of our LOI call for us to pay a cash amount plus 4,000,000 shares of our common stock, which stock issuance will represent approximately 28% of the purchase price. We and the seller are currently working on the definitive agreement of
this significant acquisition. We are also engaged in raising the substantial capital needed to close this wind farm purchase. We believe we will obtain the funding needed to complete this purchase, although there is no assurance it will happen. Assuming we complete the acquisition of these Buffalo Ridge wind farms, they will represent a large core holding for us and provide us with a superior opportunity for future development and profitability.



In the future, we intend to continue acquiring additional wind farm assets, either through purchase or direct development. Improved wind turbine technology along with increasing worldwide energy demands offers us an outstanding opportunity to participate both responsibly and profitably in this fast growing sector of the green energy marketplace. Our principal corporate mission is to build a substantial and profitable portfolio of wind energy assets.



Grand Realty Group Inc.



In July 2006, we incorporated a Minnesota corporation which is Grand Realty Group Inc. Grand Realty Group Inc. is wholly-owned by our Company and is related to the Grand Sierra Resort Corp. (Grand Sierra) complex in Reno, Nevada. We have completed two involvements with Grand Sierra, the first being an investment transaction through our purchase of an equity interest in the Grand Sierra development and the second an operational contract to assist Grand Sierra in the marketing of their condominium units now being completed in the Grand Sierra Resort in Reno.



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Purchase of Grand Sierra Common Stock In May 2006 we obtained from Grand Sierra a warrant to purchase up to 5,000,000 common shares of Grand Sierra at $.40 per share which warrant expired in June 2006. Under the terms of the warrant, we purchased a total of 1,037,500 shares of common stock of Grand Sierra resulting in a less than 1% ownership interest. Grand Sierra is a private company incorporated in the State of Nevada. The funding for our purchase of the Grand Sierra equity position was obtained by us through a private placement of our common stock conducted in May-June 2006. We continue to hold our common stock in Grand Sierra.



Condominium Marketing Contract On September 8, 2006, the Company entered into a marketing agreement with Grand Sierra. Under the terms of this agreement, we assisted Grand Sierra to market condominium units being developed by them in their hotel/casino complex. The agreement provides for compensation to us of $15,000 monthly, may be terminated by either party upon 60 days written notice to the other party, and will terminate automatically in the event we fail to be responsible for condominium sales less than an equivalent of 1.5 units per month. Due primarily to a substantial downturn in the real estate market, the agreement terminated since its terms were not satisfied.



Comparison of Operations for Three Months Ended March 31, 2007 and 2006



There were no revenues for the three months ended March 31, 2007 and 2006.



Selling, general and administrative expenses for these 2007 and 2006 three month periods were $140,317 in 2007 and $12,679 in 2006, resulting in an increase primarily due to administrative and operational expenses in connection with the development and formulation of our PuraMed products in preparation for resale.



Net loss for the three months ended March 31, 2007 was $140,317 compared to a net loss of $12,684 for the similar three months of 2006. The increase in net loss was due primarily to the operational expenses associated with developing our PuraMed Bioscience products for resale.



Comparison of Operations for Nine Months Ended March 31, 2007 and 2006



Revenues were $15,000 for the nine months ended March 31, 2007, compared to $65,015 for the nine months ended March 31, 2006. For the nine months ended March 31, 2007, revenues were from our condominium marketing agreement which has been terminated, and in comparison revenues for the nine months ended March 31, 2006 consisted of sales of CRT and digital sign products no longer offered by us.



Selling, general and administrative expenses for these fiscal 2007 and 2006 nine month periods were $408,754 in 2007 and $205,143 in 2006, with the increase due to the development and formulation of PuraMed products.



Interest expense was none for the nine months ended March 31, 2007 and $6,131 for the similar fiscal 2006 nine months period because we no longer had any debt during the fiscal 2007 nine month period.



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We also had a non-cash gain on the sale of property and equipment related to the discontinued business operations during the nine months ended March 31, 2006, in the amounts of $204,604 compared to none in the nine months ended March 31, 2007.



Our net loss for the nine months ended March 31, 2007 was $393,754 compared to net income of $30,814 for the nine month period ended March 31, 2006, which decrease in net income was due primarily to the gain on sale of property and equipment which occurred in fiscal 2006.



Financial Condition, Liquidity and Capital Resources



As of March 31, 2007, we had cash of $112,268 and
working capital of $16,176. During the three months ended March 31, 2007 we raised $528,571 through private placement transactions
including sale of common stock and convertible notes. In order to support our ambitious strategy of purchasing substantial wind
farm assets, we will need to raise significant additional capital which we are currently undertaking and which could include both
equity and debt sources. There is no assurance, however, that we will be able to obtain capital as needed to implement and
continue our business plan and anticipated significant future growth. If we cannot obtain substantial additional capital through
sales of our common stock or debt sources, we most likely would be forced to curtail our planned business plan significantly.



CRITICAL ACCOUNTING POLICIES



Impairment Policy



The Company accounts for its investments in Grand Sierra Resort Corp. and Averill Wind LLC using the cost method. The carrying value is reviewed periodically or when factors indicating impairment are present. The impairment loss is measured as the amount by which the carrying value of the assets exceeds the fair value of the assets. The Company believes that no impairment exists at March 31, 2007.



Forward-Looking Statements



The Private Securities Litigation Reform Act of 1985 provides a safe harbor for forward-looking statements made by the Company. All statements, other than statements of historical fact, which address activities, actions, goals, prospects, or new developments that we expect or anticipate will or may occur in the future, including such things as prospects for obtaining additional capital and our goal of participating in new business ventures and other such matters are forward-looking statements. Any one or a combination of factors could materially affect our financial condition and ability to achieve our goal. These factors include competition for business opportunities, unexpected costs or expenses, legal and regulatory matters, and conditions in the capital markets. Because of the factors listed above, risk factors identified in our Annual Report on Form 10-KSB for the year ended June 30, 2006 filed with the
Securities and Exchange Commission, and other unknown factors beyond our control, actual results may differ from those in the forward-looking statements.



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ITEM 3.   CONTROLS AND PROCEDURES



Evaluation of disclosure controls and procedures.

As of the end of the period covered by this report, the Company conducted an evaluation, under the supervision and with the participation of the Chief Executive Officer and Chief Financial Officer, of the Companys disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934 (the Exchange Act)). Based on this evaluation, the Chief Executive Officer and Chief Financial Officer concluded that the Companys disclosure controls and procedures are 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.



Changes in internal controls

There were no changes in the Companys internal controls over financial reporting that occurred during the period covered by this report that have materially affected, or are reasonably likely to materially affect, the Companys internal control over financial reporting.





PART II  OTHER INFORMATION



ITEM 2.   UNREGISTERED PRIVATE SALE OF COMMON STOCK



For the three month period ended March 31, 2007, the Company sold 758,499 shares of its common stock to certain individuals in private transactions for total proceeds of $204,796 net of offering expenses. These sales were deemed exempt from registration under Section 4(2) of the Securities Acts of 1933, as amended. No advertising or general solicitation was involved and these securities were sold only to accredited investors as defined under Regulation D of such Act. Stock certificates issued for these shares were legended to prevent further transfer, resale or other disposition thereof unless registered under applicable securities laws or exempt from such registration.





ITEM 5.   OTHER INFORMATION



None



ITEM 6.   EXHIBITS



See Exhibit Index below



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SIGNATURES



Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.



Date:  May 21, 2007
        Wind Energy America Inc.By
        /s/ Robert O. KnutsonRobert O. KnutsonChief Executive OfficerChief Financial Officer






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WIND ENERGY AMERICA INC.

EXHIBIT INDEX

QUARTERLY REPORT ON FORM 10-QSB

FOR QUARTER ENDED MARCH 31, 2007



31.1*
        Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.




32.1*
        Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.




*Filed herewith



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