SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549
                                    Form 10-K

[X]  ANNUAL REPORT UNDER SECTION 13 OR 15(D) OF THE  SECURITIES  EXCHANGE ACT OF
     1934

                  FOR THE FISCAL YEAR ENDED DECEMBER 31, 2008
                         Commission File Number 0-14910

                             MPM TECHNOLOGIES, INC.
             (Exact Name of Registrant as specified in its Charter)

         WASHINGTON                                     81-0436060
--------------------------------         ---------------------------------------
(State or other jurisdiction of          (I.R.S. Employer Identification Number)
 incorporation or organization)

                 199 POMEROY ROAD, PARSIPPANY, NEW JERSEY 07054
                    (Address of principal executive offices)

Registrant's telephone number, including area code: 973-428-5009

SECURITIES REGISTERED UNDER SECTION 12(B) OF THE EXCHANGE ACT: None

SECURITIES REGISTERED UNDER SECTION 12(g) OF THE EXCHANGE ACT:  None

                        COMMON STOCK, PAR VALUE OF $0.001

Indicate by check mark if the  registrant is a well-known  seasoned  issuer,  as
defined in Rule 405 of the Securities Act. [_] Yes [X] No


Indicate  by  check  mark if the  registrant  is not  required  to file  reports
pursuant to Section 13 or Section 15(d) of the Act. [_] Yes [X] No

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by  Sections  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. [X] Yes [_] No

Indicate by check mark whether the registrant has submitted  electronically  and
posted on it corporate Web site, if any, every Interactive Data File required to
be submitted and posted pursuant to Rule 405 of Regulation S-T (Section  232.405
of this chapter) during the preceding 12 months (or for such shorter period that
the registrant was required to submit and post such files). [X] Yes __No

Indicate by check mark if disclosure of delinquent  filers  pursuant to Item 405
of Regulation S-K (Section 229.405 of this chapter) is not contained herein, and
will not be  contained,  to the best of  registrant's  knowledge,  in definitive
proxy or information  statements  incorporated  by reference in Part III of this
Form 10-K or any amendment to this Form 10-K. [_]

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" and "smaller
reporting company" in Rule12b-2 of the Exchange Act. (Check one.)

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 [X] No

The  aggregate  market  value  of the  voting  and  non-voting  equity  held  by
non-affiliates  computed by reference to the closing price of $0.25 at which the
common equity was sold as of April 13, 2009 was $1,576,878.

The number of shares  outstanding of the  registrant's  common stock as of April
13, 2009 was 6,307,510.

<PAGE>

PART I

Item 1.  Business

Incorporated in 1983, MPM Technologies, Inc. ("MPM" or "the Company") as of year
ended  December 31, 2008,  had three wholly  owned  subsidiaries:  AirPol,  Inc.
("AirPol"),  NuPower,  Inc. ("NuPower") and MPM Mining Inc. ("Mining").  For the
year ended December 31, 2008, AirPol was the only revenue generating entity.

AirPol operates in the air pollution  control  industry.  It sells air pollution
control systems to Fortune 500 and other large  industrial  companies in the U.S
and worldwide.

The Company, through its wholly-owned  subsidiary,  NuPower, Inc., is engaged in
the  development and  commercialization  of a  waste-to-energy  process known as
Skygas(TM). These efforts are largely through NuPower's participation in NuPower
Partnership in which MPM has a 58.21% partnership interest.  NuPower Partnership
owns 85% of the Skygas Venture. In addition to its partnership  interest through
NuPower Inc, MPM also owns 15% of the Venture.

Mining operations were discontinued several years ago. Due to the extremely high
precious  metals  prices,  MPM  management  is exploring  restarting  the mining
operations.  The  Company may either  restart  mining  operations  using its own
resources and personnel or partner with a  joint-venture  partner.  Accordingly,
management  is  actively  seeking a  joint-venture  partner  with the  necessary
financial abilities to further explore and develop the properties.  There can be
no guarantee that management will be successful in its initiatives.

AIRPOL, INC.

Effective July 1, 1998, the Company  acquired  certain of the assets and assumed
certain  of the  liabilities  of part  of a  division  of FLS  miljo,  Inc.  The
agreement called for the Company to pay $300,000 stock and $234,610 in cash. The
transaction was accounted for as a purchase.

AirPol designs,  engineers,  supplies and services air pollution control systems
for Fortune 500 and other environmental and industrial companies.

The  technologies  of AirPol  utilize wet and dry scrubbers,  wet  electrostatic
precipitators and venturi absorbers to control air pollution. AirPol brings over
30 years experience through its technologies and employees.

A typical air pollution control system consists of the following components:

     1. A gas duct from the polluting  process  equipment  that can be a boiler,
     kiln, incinerator or dry;
     2.  A  scrubber,  or a wet  electrostatic  precipitator  for  dust  removal
     purposes;
     3. An acid gas absorber for the removal of acid gas from the flue gas;
     4. An induced draft fan to provide suction to draw the flue gas through the
     air pollution control system; and
     5. A stack for the discharge of cleaned flue gas into the atmosphere.

In building the systems,  AirPol personnel conduct  engineering design work, and
produce design drawings for the fabrication of steel or plastic  vessels,  steel
supports  and  access  facilities.   AirPol  personnel  also  prepare  equipment
specifications  for  needed  equipment  such  as  spray  nozzles,  pumps,  fans,
instrumentation and controls.  AirPol personnel then retain a fabricator for the
fabrication of the system's components. AirPol personnel arrange for delivery of
these to the customer's  location.  Normally,  AirPol is not responsible for the
installation of the systems.  In this case, AirPol personnel will arrange for an
erection   supervisor  to  make  sure  the  installation  meets  AirPol  quality
standards.  If  AirPol  is  responsible  for the  installation,  they  will hire
mechanical and electrical contractors to perform the installation.

<PAGE>

NUPOWER, INC.

The Company holds a 58.21% interest in NuPower Partnership through its ownership
of NuPower,  Inc. No other operations were conducted  through  NuPower.  NuPower
Partnership  is  engaged  in  the   development  and   commercialization   of  a
waste-to-energy  process.  This is an innovative technology for the disposal and
gasification  of carbonaceous  wastes such as municipal  solid waste,  municipal
sewage sludge,  pulp and paper mill sludge,  auto fluff,  medical waste and used
tires.  The process  converts solid and semi-solid  wastes into a  clean-burning
medium  BTU gas  that  can be used  for  steam  production  for  electric  power
generation.  The  gas  may  also  be a  useful  building  block  for  downstream
conversion into valuable  chemicals.  NuPower Partnership owns 85% of the Skygas
Venture. In addition to its partnership interest, MPM owns 15% of the Venture.

In 2008 a new company was  incorporated  named Skygas  Energy  Ontario  Limited.
NuPower,  Inc.  owns all 100 of the  issued  and  outstanding  shares of the new
company.  It is anticipated that this company will be part of a business venture
in Canada to  commercialize  the Skygas  process.  Management  is  currently  in
negotiations  with  unrelated  third parties with regard to this venture.  It is
unclear at this time what form this venture will take.

The United States patent on the Skygas  process  expired in November  2008.  The
Company  filed a  provisional  new patent for a  significantly  improved  Skygas
process in February 2009.  There can be no guarantee that the new patent will be
approved  at this time.  There is also a Canadian  patent on the Skygas  process
that is due to expire in April 2009.

MPM MINING, INC.

The  company  owns 7.5  patented  claims  and 2  unpatented  claims and leases 7
patented claims with options to purchase on approximately 300 acres in Montana's
historical  Emery  Mining  District.  It also  owns a  200-ton  per  day  onsite
floatation  mill.  Companies such as Exxon  Corporation,  Freeport  McMoran Gold
Company  and Hecla  Mining  Company in  addition  to MPM Mining  have  conducted
extensive exploration in the area.

MPM  management  believes that resuming  mining  operations is a way to generate
positive  cash flows and mitigate the  continuing  losses from other  operations
given the current market prices and conditions for precious metals. Accordingly,
management will investigate its needs to make this happen.

Following several geologist  reports,  assays and  recommendations,  the company
built a 200 ton per day ball mill using floatation tanks to process screened and
crushed  ore.  It took two years to build,  equip and test the mill at a cost of
approximately  $800,000. The mill is in operable condition with all equipment in
good repair.

The company has Rake classifier ship, Wilfley Concentrate table, Marcy ball mill
5'x4', flotation machines and equipment,  Denver water pumps, 3 deck concentrate
table, Hardinge ball mill and Elmco filter press. There is an office trailer and
living quarters for personnel including a deep well and septic system. There are
two storage ponds and a creek running through the property.
<PAGE>

MPM has spent over $1.3 million on exploration and drilling  programs  including
work done by Exxon,  Freeport  McMoran,  and most recently Hecla Mining Company.
Hecla's  drilling  results were  extremely  encouraging in that some drill holes
confirmed the possibility of open pit mining and that certain  mineral  deposits
might be enlarged and improved in grade by further drilling. Additionally, there
is considerable evidence of significant  mineralized materials awaiting drilling
programs.

The  company  has  utilized  reverse   circulation  and  diamond  core  drilling
techniques in five  different  programs the total of which are 182 drilled holes
averaging 90' in depth. Additionally, 15 trenches 18' deep and 6' wide were dug.
All were assayed with all showing mineralization.  There have been 5 exploration
programs to date:

MPM Mining 6 drill holes 1983-84.
MPM Mining 13 drill holes and 15 trenches 1986
Freeport McMoran Gold Co. 78 drill holes 1988-89
Pegasus Gold Corp 3 drill holes 1990
Hecla Mining Co. 82 drill holes 1991-92

                                 MPM MINING INC
                       EMERY DISTRICT MINERALIZED MATERIAL
                       -----------------------------------

                          Tons               Ounces Per Ton
                        ---------       ------------------------
Location                                 Gold            Silver
----------------                        -------          -------
Emery Mine               57,941          0.372            15.39
Emery Stockpiles         38,859          0.120            4.28
Bonanza                  218,579         0.132            2.06
Hidden Hand              208,619         0.123             --


The properties are in mineralized zones containing gold, silver,  lead and zinc.
Located on the properties are former mine shafts,  tunnels,  mineral  stockpiles
and stopes (in tunnels) with valuable low-grade  mineralization.  All areas have
been trenched, core drilled and assayed to prove mineralization.  The properties
contain both  underground and near surface  minerals.  Additionally  there are 8
stockpiles with good assayed results of mineralization. The old time miners were
after  high-grade ore and not interested in lower grade mineral  surrounding the
vein. The mineral taken from shafts,  tunnels and around the high-grade vein was
transported to these stockpiles.

The total cost of purchasing the properties,  leasing  properties,  building and
equipping  the ball mill,  infrastructures  and  bringing  power line to replace
generators  is estimated at  $4,000,000.  Current  expenses  that include  lease
payments and taxes are under $10,000 per year.  In the past,  power was supplied
by two large capacity  generators.  At a time the mill is reopened,  power lines
will be brought in from Deer Lodge,  Montana at an estimated cost of $200,000. A
deep well and Sterret Creek supplies all water needs.


FACTORS MANAGEMENT USED TO IDENTIFY REPORTABLE SEGMENTS

Management  considers MPM's reportable  segments to be business units that offer
different  products.  The business  segments may be reportable  because they are
each managed  separately,  or they design and engineer  distinct  products  with
different  applications in the air pollution  control field.  Airpol operates in
the  air  pollution   control  field.   MPM's  other  segments  are  essentially
non-operational  at the present time, and,  accordingly have been aggregated for
reporting purposes. Accordingly, for the years ended December 31, 2008 and 2007,
the Company operated in one segment,  and there is no separate segment reporting
required.
<PAGE>


BACKLOG

MPM had a  backlog  of  orders or work in  progress  at AirPol of  approximately
$100,000 at December 31, 2008. It is expected that this backlog will be consumed
during the first quarter 2009. There is currently no other backlog of orders for
any of MPM's other businesses.


WASTE-TO-ENERGY

MPM's  waste-to-energy  process  consists of an innovative  technology  known as
"Skygas".  The process is used in the disposal and gasification of various forms
of non-metallic  wastes. MPM continues to negotiate with interested entities for
the manufacture and operation of Skygas units.  These  negotiations are ongoing,
and MPM  management  is hopeful  that there will be formal  agreements  in place
during 2009.


COMPETITIVE CONDITIONS

AirPol  operates in extremely  competitive  environments.  There are a number of
potential  competitors for every job the companies bid on. The number of bidders
ranges from two or three to as many as seven or eight depending on the potential
customer  and the  work to be  performed.  The  parts  and  service  side of the
business tends to be somewhat less competitive  since the parts and service work
are generally for units that have previously  been sold and/or  installed by the
companies.

There are a  significant  number of persons  and  companies  developing  or have
developed any number of waste-to-energy systems. Management of MPM believes that
its development of Skygas(TM) as a  non-polluting  and energy  efficient  system
will give it the necessary competitive edge in this area.

Due to the large number of persons and companies  engaged in exploration for and
production of  mineralized  material,  there is a great degree of competition in
the mining part of the business.


SEASONAL VARIATIONS

The impact of seasonal changes is minimal on the air pollution  control business
of  AirPol.  There  may be  some  limitations  on the  installation  of the  air
pollution  control units when the weather is more severe in the winter months in
those  areas of the world  where the  weather  is  significantly  colder in that
season. There have been, however, no discernible  variations to date to indicate
that the business is subject to seasonal variations.

There are  currently no seasonal  influences on the ongoing  development  of the
Skygas(TM)  process.  It is also not  expected  that there will be any  seasonal
variations when the Skygas(TM) units are produced.


EMPLOYEES

At December 31, 2008,  MPM had three  employees  and there were two employees at
AirPol. MPM believes that its relations with its employees are good.

<PAGE>

Item 2.  Properties

AirPol leases its office space under a lease that expires in August of 2010. MPM
has no property related to its waste-to-energy operations. MPM believes that its
existing facilities are adequate for the current level of operations.

The MPM  Mining  property  is  located in the Emery  Mining  District  of Powell
County,  Montana  approximately seven miles northeast of Deer Lodge,  Montana. A
road maintained by the county runs though or nearby company properties, mill and
infrastructures.  All titles to the company's properties are secured. All leased
claims are up to date and paid in full.

The company owns 7.5 patented claims, 2 unpatented  claims and leases 7 patented
claims. Each leased claim contains an option to purchase.  The properties are in
mineralized  zones  containing  gold,  silver,  lead and  zinc.  Located  on the
properties are former mine shafts,  tunnels,  mineral  stockpiles and stopes (in
tunnels) with valuable low-grade  mineralization.  All areas have been trenched,
core drilled and assayed to prove mineralization.

These  claims  amount to  approximately  300  acres of land in the Emery  Mining
District,  Powell County Montana.  MPM controls  eighteen former mine sites that
have been inactive since 1930. Each of these has old adits,  tunnels and mineral
stockpiles of known mineralized material. All testing and metallurgical work has
been completed.


                       [GRAPHIC OMITTED][GRAPHIC OMITTED]






<PAGE>

Item 3.  Legal Proceedings

None

Item 4.  Submission of Matters to a Vote of Security Holders

There were no matters submitted to a vote of the shareholders  during the fourth
quarter of 2008.


PART II

Item 5.  Market  for the  Registrant's  Common  Equity and  Related  Stockholder
Matters

a)  Market Information

On February  18, 2003 MPM common stock began  trading on the OTC Bulletin  Board
under the trading symbol MPML. The following  table shows quarterly high and low
bid prices  for 2008 and 2007 as  reported  by the  National  Quotations  Bureau
Incorporated.  These prices reflect  interdealer  quotations without adjustments
for retail  markup,  markdown or  commission  and do not  necessarily  represent
actual transactions.

2008                                          High Bid          Low Bid
----                                          --------          -------
First Quarter                                 $ 0.51            $  0.25
Second Quarter                                  0.95               0.10
Third Quarter                                   1.01               0.40
Fourth Quarter                                  0.80               0.25

2007
----
First Quarter                                 $ 1.00            $  0.50
Second Quarter                                  1.15               0.50
Third Quarter                                   1.10               0.50
Fourth Quarter                                  0.95               0.27

b) Holders

As of April 13, 2009, there were approximately 1,500 holders of record of the
Registrant's common stock.

c)  Dividends

MPM has not paid  dividends  in the past.  It is not  anticipated  that MPM will
distribute dividends for the foreseeable future. Earnings of MPM are expected to
be retained to enhance its capital and expand its operations.

d)  Recent Sales of Unregistered Securities

None



<PAGE>

Item 6.  Selected Financial Data

Selected Financial Data (Unaudited)
<TABLE>
<CAPTION>
<S>                                                        <C>           <C>             <C>             <C>            <C>
                                                          2008            2007            2006            2005           2004
                                                     --------------- --------------- --------------- ------------------------------
Statement of Operations Data
Revenue                                                   $567,343      $2,715,205      $1,729,257      $1,959,353     $1,849,948
Gross margin                                              $318,201        $829,038        $673,489        $787,852       $818,846
Operating loss                                           ($941,871)      ($804,341)      ($417,034)      ($299,161)   ($1,209,370)
Net income (loss)                                      ($1,717,511)    ($2,301,682)    ($1,092,896)     $1,898,498    ($1,905,446)
Net income (loss) per share basic                           ($0.27)         ($0.37)         ($0.33)          $0.60         ($0.60)
Net income (loss) per share diluted                         ($0.27)         ($0.37)         ($0.33)          $0.40         ($0.60)
Weighted average shares outstanding - basic              6,257,025       6,263,064       3,318,078       3,183,064      3,183,064
Weighted average shares outstanding - diluted            6,257,025       6,263,064       3,318,078       5,067,599      3,183,064
Balance Sheet Data
Total assets                                            $1,293,397      $1,255,550      $2,082,397      $1,739,992     $2,125,323
Total liabilities                                      $13,470,305     $11,726,059      $9,881,008      $9,215,707    $11,499,536
Stockholders' impairment                              ($12,176,908)   ($10,470,509)    ($7,798,611)    ($7,475,715)   ($9,374,213)
Other Information
Net cash provided by (used in) operating activities      ($545,190)    ($1,660,781)        $134,828      ($311,483)   ($1,053,410)
Working capital deficit                               ($13,388,664)   ($11,630,782)    ($5,889,394)    ($5,822,003)   ($8,111,209)
Return on average stockholders' impairment                   -15.2%          -24.7%          -14.3%           22.5%         -22.6%
Stock price at year end                                      $0.25           $0.30           $0.50           $0.22          $0.25
Number of employees                                              5               7               7               8              8
Number of stockholders                                       1,500           1,600           1,800           1,800          1,800
</TABLE>


Item 7. Management's  Discussion and Analysis of Financial Condition and Results
of Operations

In addition to reading this section, you should read the consolidated  financial
statements that begin on page F-1. That section contains all detailed  financial
information including our results of operations.

a)  Results of Operations

MPM acquired  certain of the assets and assumed  certain of the liabilities of a
part of a division of FLS miljo,  Inc. as of July 1, 1998.  MPM formed AirPol to
run this air pollution control business. The results of operations for the years
ended December 31, 2008 and 2007 include the operations of AirPol.

For the year ended December 31, 2008, MPM had consolidated revenues of $567,343.
Consolidated revenues for 2007 were $2,715,205.  MPM had a net loss for the year
2008 of $1,717,511,  or $0.27 per share. MPM's net loss for 2007 was $2,301,682,
or $0.37 per share. Revenues were again hurt by the lack of enforcement of clean
air laws. Air pollution  control  companies depend heavily on the enforcement of
clean air laws.

MPM's management continues to work to bring the Company to profitability.  Other
businesses are being evaluated to consider moving the Company's  business toward
other more profitable  ventures.  There have been significant  consolidations in
the air  pollution  control  industry  in the past few years.  MPM  management's
short- term goal is to operate a lean, profitable company.

2008 COMPARED TO 2007

Revenues  decreased  $2,147,862 (or 79%) from  $2,715,205 in 2007 to $567,343 in
2008. This included a decrease in project revenues of $1,861,638, while revenues
from parts and service  decreased by $286,224.  The decrease in project revenues
was due  primarily  to there being  virtually  no projects  for the 2008 year. A
small  project was  completed at the  beginning of the year,  and another  small
project was started in December  2008.  The net loss for 2008 was  $1,717,511 or
$0.27 per share compared to $2,301,682 or $0.37 per share in 2007.
<PAGE>

Selling,  general and administrative expenses decreased $373,307 from $1,633,379
in 2007 to  $1,260,072  in 2008.  This decrease is due primarily to decreases in
payroll and related costs.

Loss on settlements  went from $867,992 in 2007 to $0 in 2008.  During the first
quarter 2007, MPM incurred a one-time settlement expense of $1,050,000,  related
to  a  project  for  which  AirPol  was  a  subcontractor,   and  whose  general
contractor's  systems  were  found  to be  faulty.  The  disputes  went  through
mediation and AirPol management decided to settle the disputes rather than incur
the  costs of  arbitration.  Additional  costs  were also  attributable  to this
settlement loss in 2007.

The net loss in 2008  includes  interest  expense of  $775,210  as  compared  to
$653,569  in  2007.  This  is a  result  of  increased  borrowings  and no  debt
repayments.

LIQUIDITY AND CAPITAL RESOURCES

During  2008,  funds for  operations  were  provided  primarily by loans from an
officer/director.  Current cash reserves and continuing operations of AirPol are
not believed to be adequate to fund MPM and its subsidiaries' operations for the
foreseeable future. MPM management is considering alternative sources of capital
such as private  placements,  other stock offerings and loans from  shareholders
and  officers to fund its current  business  and expand in other  related  areas
through more acquisitions.

Following is a summary from MPM's consolidated statements of cash flows:

                                                          Year ended
                                                         December 31,

                                                    2008              2007
                                                    ----              ----

Net cash used in operating activities          $ (545,190)      $ (1,660,781)

Net cash used in investing activities          $  (54,375)      $    (32,000)

Net cash provided by financing activities      $  568,612       $  1,296,801

Net decrease in cash and cash equivalents      $ ( 30,953)      $   (395,980)


Net cash  used in  operating  activities  in 2008 was due to the net loss of the
Company.  The net cash used in operating  activities  in 2007 was due to the net
loss of the Company and  decreases in billings in excess of costs and  estimated
earnings.

The net cash  provided by  financing  activities  in 2008 of $568,612 was due to
loans from related  parties.  The net cash  provided by financing  activities in
2007 of  $1,296,801  were due to loans from an  insurance  company  and  related
parties.

The Company has a working  capital  deficiency  of  $13,388,664  at December 31,
2008.  Current  liabilities  include  $7,216,660  of  related  party  debt which
management  believes can be deferred  beyond  twelve  months.  Also  included in
current  liabilities  is  $5,457,565  of a  note  payable  which  management  is
currently renegotiating.  Management is optimistic that the lender will agree to
terms that will extend the payment and allow the Company to meet its obligations
and continue  business for the next twelve months.  There is no guarantee of the
outcome of these plans.

MPM may need to raise  additional  capital in the future to expand its  business
and develop mineral properties.  MPM cannot be certain that additional financing
will be available when and to the extent required or that, if available, it will
be on acceptable terms. If adequate funds are not available on acceptable terms,
MPM may not be able to fund its  operations,  develop or enhance its products or
services or respond to competitive pressures.

<PAGE>

APPLICATION OF CRITICAL ACCOUNTING POLICIES

In preparing  our  financial  statements  we are  required to formulate  working
policies  regarding  valuation  of our  assets  and  liabilities  and to develop
estimates of those values.  In our  preparation of the financial  statements for
2008,  there were at least two  estimates  made which were (a) subject to a high
degree of uncertainty and (b) material to our results.  These estimates were our
determination,  detailed in the  footnotes to the  financial  statements  on our
Mineral  Properties and Income Taxes, and our valuation  allowances,  if any, on
them.  We have not  reserved  our  mineral  properties  but we have  recorded  a
valuation  allowance for the full value of the deferred tax asset created by our
net operating loss carry forward.  The primary reason for our  determination  of
our mineral properties is our knowledge of increasing market prices for precious
metals,  our expectation  that such precious  metals are contained  within these
properties,  and our current cost and carrying  value of the properties are less
than the  undiscounted  cash flows  expected to result from the use and eventual
disposition  of the  properties.  We have  reserved  an  allowance  against  our
deferred tax assets from our net operating loss carryforwards due to the lack of
certainty as to whether MPM will carry on profitable operations in the future in
order to utilize such tax benefits before they expire.

We made no material  changes to our critical  accounting  policies in connection
with the preparation of financial statements for 2008.

OFF-BALANCE SHEET ARRANGEMENTS

We do not have any off-balance  sheet  arrangements  that have or are reasonably
likely to have a current or future effect on our financial  condition or results
of operations.

IMPACT OF RECENTLY ISSUED ACCOUNTING STANDARDS

In December 2007,  the FASB issued SFAS 141(R),  "Business  Combinations".  SFAS
141(R) establishes  principles and requirements for an acquirer,  which improves
the relevance,  representational  faithfulness and  comparability of information
provided  by  a  reporting  entity  in  its  financial  reports  about  business
combinations and its effects. SFAS 141(R) is effective prospectively to business
combinations  with an  acquisition  date on or after the  beginning of the first
annual  reporting  period  beginning on or after  December  15, 2008.  We do not
expect the effect of adopting  SFAS  141(R)  will have a material  effect on our
financial statements.

In  December  2007,  the FASB  issued  SFAS 160,  "Noncontrolling  Interests  in
Consolidated  Financial  Statements  (an  amendment  of ARB No.  51)".  SFAS 160
establishes   accounting  and  reporting   standards  designed  to  improve  the
relevance,  comparability and transparency of the financial information provided
in a reporting entity's  consolidated  financial  statements.  SFAS 160 requires
that ownership interests in subsidiaries held by parties, other than the parent,
to be clearly  identified,  labeled and  presented in the  consolidated  balance
sheet within the equity,  but  separate  from the  parent's  equity;  net income
attributable  to the  parent  and  the  noncontrolling  interest  to be  clearly
identified  and  presented  on  the  face  of  the  consolidated   statement  of
operations;  changes in the parent's  ownership  interest to be accounted for as
equity  transactions,  if  a  subsidiary  is  deconsolidated  and  any  retained
noncontrolling equity investment to be measured at fair value; and that entities
provide sufficient disclosures that clearly identify and distinguish between the
interests of the parent and noncontrolling owners.

FAS 160 is effective for fiscal years and interim periods  beginning on or after
December  15,  2008.  We do not expect the impact of SFAS 160 to have a material
effect on our financial statements.

In February 2008, the FASB issued FASB Staff Position FAS 157-2, "Effective Date
of FASB Statement No. 157", which delays the effective date of Statement No. 157
for all nonfinancial assets and liabilities, except those that are recognized or
disclosed at fair value in the  financial  statements  on a recurring  basis (at
least  annually) to fiscal years  beginning  after  November 15, 2008. We do not
believe  the  effect of  adopting  FASB  Staff  Position  FAS 157-2  will have a
material impact on our consolidated financial statements.

<PAGE>

In April 2008, the FASB issued FASB Staff Position FAS 142-3,  "Determination of
the Useful Life of Intangible  Assets".  FASB Staff  Position FAS 142-3 requires
that in developing  assumptions about renewal or extension used to determine the
useful life of a recognized  intangible  asset, an entity shall consider its own
historical  experience in renewing or extending similar  arrangements;  however,
these assumptions should be adjusted for entity-specific factors. In the absence
of that  experience,  an entity  shall  consider  the  assumptions  that  market
participants  would use about renewal or extension  (consistent with the highest
and  best  use  of  the  asset  by  market   participants),   adjusted  for  the
entity-specific  factors.  For a recognized  intangible  asset,  an entity shall
disclose  information  that enables users of financial  statements to assess the
extent to which the  expected  future cash flows  associated  with the asset are
affected  by  the  entity's  intent  and/or  ability  to  renew  or  extend  the
arrangement.  This  guidance is effective for  financial  statements  issued for
fiscal years beginning after December 15, 2008, and interim periods within those
fiscal years.  Early adoption is prohibited.  The guidance for  determining  the
useful life of a recognized  intangible asset shall be applied  prospectively to
all intangible  assets  recognized as of, and subsequent to, the effective date.
We do not believe the effect of adopting  Staff  Position  FAS 142-3 will have a
material impact on our consolidated financial statements.

In May 2008, the FASB issued FASB Statement No. 162, "The Hierarchy of Generally
Accepted  Accounting  Principles".  Statement  No.  162 is  intended  to improve
financial  reporting by identifying a consistent  framework,  or hierarchy,  for
selecting  accounting  principles to be used in preparing  financial  statements
that are  presented  in  conformity  with  U.S.  generally  accepted  accounting
principles for nongovernmental entities.  Statement No. 162 is effective 60 days
following the SEC's approval of the Public Company  Accounting  Oversight  Board
amendments to AU Section 411, "The Meaning of Present Fairly in Conformity  with
Generally Accepted Accounting  Principles".  We adopted Statement No. 162 in the
fourth  quarter  of 2008.  The  adoption  of  Statement  No.  162 did not have a
material impact on our consolidated financial statements.

In June 2008,  the FASB issued EITF  03-6-1,  "Determining  Whether  Instruments
Granted in Share-Based Payment Transactions Are Participating Securities".  EITF
03-6-1   requires  that  unvested   share-based   payment  awards  that  contain
nonforfeitable  rights to dividends  or dividend  equivalents  (whether  paid or
unpaid) are participating securities and shall be included in the computation of
earnings per share  pursuant to the two-class  method.  EITF 03-6-1 is effective
for financial  statements  issued for fiscal years  beginning after December 15,
2008, and interim  periods  within those years.  All  prior-period  earnings per
share  data  presented  shall be  adjusted  retrospectively  to  conform  to the
provisions of this EITF. Early  application is not permitted.  We do not believe
the  effect  of  adopting  EITF  03-6-1  will  have  a  material  impact  on our
consolidated financial statements.

In  June  2008,   the  FASB  issued  EITF  08-3,   "Accounting  by  Lessees  for
Nonrefundable  Maintenance Deposits".  EITF 08-3 requires that all nonrefundable
maintenance  deposits  should be accounted for as deposits.  When the underlying
maintenance  is performed,  the deposit is expensed or capitalized in accordance
with the lessee's  maintenance  accounting policy. Once it is determined that an
amount on  deposit is not  probable  of being  used to fund  future  maintenance
expense,  it is recognized as additional  expense at the time such determination
is made. EITF 08-3 is effective for financial statements issued for fiscal years
beginning  after  December 15,  2008,  and interim  periods  within those fiscal
years.  Earlier  application is not permitted.  We do not believe  adopting EITF
08-3 will have a material impact on our consolidated financial statements.

In September  2008, the FASB issued FASB Staff Position FIN 45-4,  "Amendment to
Disclosure   Requirements  of  Interpretation   45-Guarantor's   Accounting  and
Disclosure  Requirements for Guarantees".  FIN 45-4 requires  disclosures of the
current status of the  payment/performance  risk of the guarantee.  For example,
the current  status of the  payment  performance  risk of a  credit-risk-related
guarantee  could be based on either  recently  issued external credit ratings or
current  internal  groupings used by the guarantor to manage its risk. An entity
that uses internal  groupings  shall disclose how those groupings are determined
and used for management risk. FIN 45-4 is effective for reporting periods ending
after November 15, 2008. The adoption of FIN 45-4 did not have a material impact
on our consolidated financial statements.

In October 2008, the FASB issued FASB Staff Position FAS 157-3, "Determining the
Fair Value of a Financial  Asset when the Market for that Asset is not  Active".
FASB Staff  Position FAS 157-3  clarifies the  application of FASB Statement No.
157, "Fair Value  Measurements",  in a market that is not active and provides an
example to illustrate  key  considerations  in  determining  the fair value of a
financial  asset when the market for that  financial  asset is not active.  This
pronouncement  was effective  upon issuance,  including  prior periods for which
financial  statements have not been issued.  The adoption of FASB Staff Position
FAS  157-3  did  not  have  a  material  impact  on our  consolidated  financial
statements.
<PAGE>

In December 2008, the FASB issued FASB Staff Position FAS 132(R)-1,  "Employer's
Disclosures  about  Postretirement  Benefit  Plan  Assets",  which  amends  FASB
Statement  No. 132 (Revised  2003),  "Employer's  Disclosures  abut Pensions and
Other Postretirement Benefits", to provide guidance on an employer's disclosures
about plan assets of a defined  benefit  pension or other  postretirement  plan.
This pronouncement is effective for fiscal years ending after December 15, 2009.
Upon initial  application,  the  provisions of this FASB Staff  Position are not
required  for earlier  periods  that are  presented  for  comparative  purposes.
Earlier  application  of the  provision is  permitted.  We do not believe  Staff
Position FAS 132(R)-1 will have a material impact on our consolidated  financial
statements.


IMPACT OF INFLATION

Although  inflation  has been low in recent  years,  it is still a factor in our
economy and MPM  continually  seeks ways to mitigate  its impact.  To the extent
permitted by competition,  AirPol passes  increased costs on to its customers by
increasing prices over time.  Management  estimates that the impact of inflation
on the revenues for 2008 was negligible.

Since MPM did not  engage  in any  mining  operations,  sales of metals or metal
bearing ores, and was in the development stage of the  waste-to-energy  process,
inflation did not materially impact the financial  performance of those segments
of the MPM's business. Management estimates that the operations of MPM were only
nominally impacted by inflation.


SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995

Forward-looking   statements  in  this  report,  including  without  limitation,
statements  relating  to  MPM's  plans,  strategies,  objectives,  expectations,
intentions  and  adequacy  of  resources,  are made  pursuant to the safe harbor
provisions of the Private Securities Reform Act of 1995. Investors are cautioned
that such forward-looking  statements involve risks and uncertainties  including
without  limitation  the  following:  (i) MPM's loans,  strategies,  objectives,
expectations  and intentions are subject to change at any time at the discretion
of MPM's management; (ii) MPM's plans and results of operations will be affected
by its  ability to manage its growth  and (iii)  other  risks and  uncertainties
indicated  from time to time in MPM's filings with the  Securities  and Exchange
Commission.

Item 8.  Financial Statements

The financial statements follow on the next page.

<PAGE>

                     MPM TECHNOLOGIES, INC. AND SUBSIDIARIES
                     ---------------------------------------
                        CONSOLIDATED FINANCIAL STATEMENTS
                        ---------------------------------
                           DECEMBER 31, 2008 AND 2007

<PAGE>

                     MPM TECHNOLOGIES, INC. AND SUBSIDIARIES
                     ---------------------------------------

                   INDEX TO CONSOLIDATED FINANCIAL STATEMENTS


Report of Independent Registered Public Accounting Firm ....................F-2

Consolidated Balance Sheets as of December 31, 2008 and 2007 ...............F-3

Consolidated Statements of Operations for the years ended
     December 31, 2008 and 2007 ............................................F-4

Consolidated Statement of Stockholders' Equity for the years ended
     December 31, 2008 and 2007 ............................................F-5

Consolidated Statements of Cash Flows for the years ended
     December 31, 2008 and 2007 ............................................F-6

Notes to Consolidated Financial Statements...........................F-7 to F-17





<PAGE>

           Report of the Independent Registered Public Accounting Firm


To the Board of Directors and Stockholders of
MPM Technologies, Inc. and Subsidiaries

We  have  audited  the   accompanying   consolidated   balance   sheets  of  MPM
Technologies,  Inc.  and  Subsidiaries  as of December 31, 2008 and 2007 and the
related consolidated statements of operations, stockholders' equity (impairment)
and cash flows for each of the two years in the two-year  period ended  December
31, 2008. MPM Technologies, Inc. and Subsidiaries' management is responsible for
these financial statements. Our responsibility is to express an opinion on these
financial statements based on our audits.

We conducted our audits in accordance  with the standards of the Public  Company
Accounting Oversight Board (United States). Those standards require that we plan
and  perform  the  audits to  obtain  reasonable  assurance  about  whether  the
financial  statements  are free of  material  misstatement.  The  company is not
required  to have,  nor were we engaged  to  perform,  an audit of its  internal
control over financial reporting.  Our audit included  consideration of internal
control over financial  reporting as a basis for designing audit procedures that
are appropriate in the  circumstances,  but not for the purpose of expressing an
opinion on the  effectiveness  of the company's  internal control over financial
reporting.  Accordingly,  we express  no such  opinion.  An audit also  includes
examining,  on a test basis,  evidence supporting the amounts and disclosures in
the  financial   statements,   assessing  the  accounting  principles  used  and
significant  estimates  made by  management,  as well as evaluating  the overall
financial  statement  presentation.   We  believe  that  our  audits  provide  a
reasonable basis for our opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all material respects,  the consolidated financial position of MPM Technologies,
Inc. and  Subsidiaries  as of December 31, 2008 and 2007,  and the  consolidated
results  of its  operations  and cash  flows  for  each of the two  years in the
two-year period ended December 31, 2008 in conformity with accounting principles
generally accepted in the United States of America.

The accompanying  consolidated  financial statements have been prepared assuming
the Company will continue as a going  concern.  As discussed in the notes to the
Consolidated Financial Statements, the Company has not been able to generate any
significant  revenues and has a working  capital  deficiency of  $13,388,664  at
December 31, 2008. These conditions raise  substantial doubt about the Company's
ability to continue as a going concern  without the raising of  additional  debt
and/or  equity  financing to fund  operations.  Management's  plans in regard to
these  matters  are  described  in  the  notes  to  the  Consolidated  Financial
Statements. The consolidated financial statements do not include any adjustments
that might result from the outcome of this uncertainty.


Rosenberg Rich Baker Berman & Company
Bridgewater, New Jersey
April 13, 2009

                                      F-2
<PAGE>
<TABLE>
<CAPTION>
<S>                                                                        <C>                       <C>
                     MPM TECHNOLOGIES, INC. AND SUBSIDIARIES
                           CONSOLIDATED BALANCE SHEET

                               ASSETS
                                                                                          December 31,
                                                                           -------------------------------------------
                                                                                  2008                     2007
                                                                           -------------------       -----------------
Current assets:
     Cash and cash equivalents                                             $           16,290        $         47,243
     Accounts receivable, net of allowance for doubtful
        accounts of $-0- and $10,000, respectively                                     57,101                  23,916
     Other current assets                                                               8,250                  24,118
                                                                           -------------------       -----------------
                             Total current assets                                      81,641                  95,277
                                                                           -------------------       -----------------
     Property, plant and equipment, net (note 4)                                        5,013                   7,905
     Mineral properties held for sale (note 11)                                     1,070,368               1,070,368
     Other assets, net (note 15)                                                      136,375                  82,000
                                                                           -------------------       -----------------
                                                                                    1,293,397               1,255,550
                                                                           ===================       =================

                  LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities:
     Accounts payable                                                                 350,741                 257,883
     Accrued expenses                                                                 395,841                 299,369
     Billings in excess of costs and estimated earnings                                49,498                       -

     Notes payable (note 5)                                                         5,457,565               5,180,203
     Related party debt (note 6)                                                    7,216,660               5,988,604
                                                                           -------------------       -----------------
                             Total current liabilities                             13,470,305              11,726,059
                                                                           -------------------       -----------------

Commitments and contingencies                                                               -                       -

Stockholders' equity (impairment):
     Preferred stock, no stated value, 10,000,000 shares
        authorized, no shares issued or outstanding                                         -                       -
     Common stock, $.001 par value, 100,000,000 shares
        authorized, 6,307,510 and 6,263,064 shares issued
        and outstanding, respectively                                                   6,308                   6,263
     Additional paid-in capital                                                    12,279,698              12,268,631
     Accumulated deficit                                                          (24,462,914)            (22,745,403)
                                                                           -------------------       -----------------
                             Total stockholders' equity (impairment)              (12,176,908)            (10,470,509)
                                                                           -------------------       -----------------
                                                                           $        1,293,397        $      1,255,550
                                                                           ===================       =================

See accompanying summary of accounting policies and notes to the consolidated financial statements.
</TABLE>

                                      F-3
<PAGE>
<TABLE>
<CAPTION>
<S>                                                                        <C>                       <C>
                     MPM TECHNOLOGIES, INC. AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF OPERATIONS

                                                                                  Year Ended December 31,
                                                                         --------------------------------------------
                                                                                2008                    2007
                                                                         --------------------     -------------------

 Revenues - Projects (Note 3).........................................     $           39,432        $      1,901,070
 Revenues - Parts and service (Note 3)................................                527,911                 814,135
                                                                         --------------------     -------------------

 Total Revenues......................................................                 567,343               2,715,205
                                                                         --------------------     -------------------

 Cost of sales - Projects.............................................                  7,821               1,498,675
 Cost of sales - Parts and service....................................                241,321                 387,492
                                                                         --------------------     -------------------
 Total cost of sales..................................................                249,142               1,886,167
                                                                         --------------------     -------------------
 Gross margin.........................................................                318,201                 829,038
 Selling, general and administrative expenses.........................              1,260,072               1,633,379
                                                                         --------------------     -------------------

 Loss from operations.................................................               (941,871)               (804,341)
                                                                         --------------------     -------------------

 Other income (expense):
    Loss on settlements (Note 17 )....................................                      -                (867,992)
    Interest expense (Note 5and 6)....................................               (775,800)               (653,569)
    Other income (expense), net.......................................                    160                 (24,220)
                                                                         --------------------     -------------------
 Net other expense....................................................               (775,640)             (1,497,341)
                                                                         --------------------     -------------------
 Net (loss) ..........................................................     $       (1,717,511)       $     (2,301,682)
                                                                         ====================     ====================


 Loss per share - basic and diluted...................................     $            (0.27)       $          (0.37)
                                                                         ====================     ====================

 Weighted average shares of common stock outstanding -
     basic and diluted................................................              6,257,025               6,263,064
                                                                         ====================     ====================

See accompanying summary of accounting policies and notes to the consolidated financial statements.
</TABLE>


                                      F-4
<PAGE>
<TABLE>
<CAPTION>
<S>              <C>                                <C>           <C>          <C>             <C>              <C>
                     MPM TECHNOLOGIES, INC. AND SUBSIDIARIES
                 CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY

                                                                                                                    Total
                                                        Common Stock            Additional                       Stockholders'
                                                 ---------------------------     Paid-In        Accumulated         Equity
                                                    Shares          Amount       Capital           Deficit       (Impairment)
                                                 ------------     ----------   ------------    --------------   --------------

Balance, January 1, 2007.........................   6,263,064     $    6,263   $ 12,233,939    $  (20,443,721)  $   (8,203,519)

Stock based compensation.........................           -              -         34,692                 -           34,692

Net loss.........................................           -              -              -        (2,301,682)      (2,301,682)
                                                 ------------     ----------   ------------    --------------   --------------

Balance, December 31, 2007...............           6,263,064          6,263     12,268,631       (22,745,403)     (10,470,509)

Stock issued for options exercised                     44,446             45         11,067                 -           11,112

Net loss.......................................             -              -              -        (1,717,511)      (1,717,511)
                                                 ------------     ----------   ------------    --------------   --------------

Balance, December 31, 2008...............           6,307,510     $    6,308  $  12,279,698    $  (24,462,914)  $  (12,176,908)
                                                 ============     ==========   ============    ==============   ==============

See accompanying summary of accounting policies and notes to the consolidated financial statements.
</TABLE>

                                      F-5
<PAGE>
<TABLE>
<CAPTION>
<S>                                                              <C>            <C>
                     MPM TECHNOLOGIES, INC. AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS

                                                                   Year Ended December 31,
                                                                     2008           2007
                                                                 -------------  ------------

Cash flows from operating activities:
 Net loss                                                        $ (1,717,511)  $(2,301,682)
 Adjustments to reconcile net (loss) to net cash provided by
  (used in) operating activities:
   Depreciation and amortization                                        2,892        90,139
   Stock based compensation                                                 -        34,692
   Allowance for doubtful accounts                                    (10,000)            -
   Accrued interest and expenses on note payable                      277,362       197,865
   Accrued interest and deferred expenses on related party debt       670,556       597,503
   Changes in assets and liabilities:
       Accounts receivable                                            (23,185)          377
       Costs and estimated earnings in excess of billings                   -        74,215
       Other current assets                                            15,868           136
       Accounts payable and accrued expenses                          189,330        98,408
       Billings in excess of costs and estimated earnings              49,498      (452,434)
                                                                 -------------  ------------
Net cash used in operating activities                                (545,190)   (1,660,781)
                                                                 -------------  ------------

Cash flows from investing activities:
     Cash paid for patent                                             (54,375)      (32,000)
                                                                 -------------  ------------
Net cash used in investing activities                                 (54,375)      (32,000)
                                                                 -------------  ------------

Cash flows from financing activities:
   Borrowings from related parties                                    557,500       145,000
   Borrowings on note payable                                               -     1,151,801
                                                                 -------------  ------------
   Cash proceeds from stock options exercised                          11,112             -
                                                                 -------------  ------------
Net cash provided by financing activities                             568,612     1,296,801
                                                                 -------------  ------------

Net increase (decrease) in cash and cash equivalents                  (30,953)     (395,980)
Cash and cash equivalents, beginning of year                           47,243       443,223
                                                                 -------------  ------------
Cash and cash equivalents, end of year                           $     16,290   $    47,243
                                                                 =============  ============


Supplemental Disclosures Of Cash Flow Information

Cash paid during the year for:
  Interest                                                       $        598   $     1,089
  Income taxes                                                   $      3,680   $     4,260


See accompanying summary of accounting policies and notes to the consolidated financial statements.
</TABLE>

                                      F-6
<PAGE>

                     MPM TECHNOLOGIES, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


1. Nature of Operations, Principles of Consolidation and Basis of Presentation

Nature of Operations

MPM Technologies,  Inc. (the Company) was incorporated as Okanogan  Development,
Inc. on July 18, 1983, under the laws of the State of Washington.  It was formed
primarily  for the purpose of  investing  in real estate and  interests  in real
estate. On April 25, 1985, the Company combined with MADD Exploration  (MADD), a
Montana  partnership,  and changed its name to Montana Precision Mining, Ltd. In
August 1995, the Company changed its name to MPM Technologies,  Inc. As a result
of the combination with MADD, the Company acquired mining properties  located in
Powell County,  Montana.  The Company is not currently engaged in exploration or
developmental mining activities in regard to these properties.

AirPol, Inc. (AirPol), a wholly owned subsidiary,  was acquired on July 2, 1998.
AirPol designs, engineers,  supplies and services air pollution control systems.
AirPol's systems utilize wet and dry scrubbers, wet electrostatic  precipitators
and venturi absorbers to control air pollution.

The Company holds a 58.21% interest in NuPower Partnership through its ownership
of NuPower,  Inc. (NuPower),  its wholly-owned  subsidiary.  No other operations
were  conducted  through  NuPower.   NuPower   Partnership  is  engaged  in  the
development  and  commercialization  of a  waste-to-energy  process.  This is an
innovative  technology for the disposal and gasification of carbonaceous  wastes
such as municipal  solid waste,  municipal  sewage  sludge,  pulp and paper mill
sludge, auto fluff, medical waste and used tires. The process converts solid and
semi-solid wastes into a clean-burning medium BTU gas that can be used for steam
production for electric power generation.  The gas may also be a useful building
block for downstream  conversion into valuable  chemicals.  NuPower  Partnership
owns 85% of the Skygas  Venture.  In addition to its partnership  interest,  MPM
owns 15% of the Venture.

In 2008 a new company was  incorporated  named Skygas  Energy  Ontario  Limited.
NuPower owns all 100 of the issued and outstanding shares of the new company. It
is anticipated that this company will be part of a business venture in Canada to
commercialize  the Skygas process.  Management is currently in negotiations with
unrelated third parties with regard to this venture.  It is unclear at this time
what form this venture will take.

The United States patent on the Skygas  process  expired in November  2008.  The
Company  filed a  provisional  new patent for a  significantly  improved  Skygas
process in February 2009.  There can be no guarantee that the new patent will be
approved  at this time.  There is also a Canadian  patent on the Skygas  process
that is due to expire in April 2009.

Principles of Consolidation

The accompanying  consolidated  financial statements include the accounts of the
Company and the  following  subsidiaries  and other  entities  controlled by the
Company:  AirPol,  Inc. (AirPol),  MPM Mining,  Inc.,  NuPower,  Inc. (NuPower),
NuPower  Partnership  (a  General  Partnership)  and  Skygas  Venture  (Skygas).
Intercompany accounts and transactions among the companies have been eliminated.

Segment Reporting

Management  considers MPM's reportable  segments to be business units that offer
different  products.  The business  segments may be reportable  because they are
each managed  separately,  or they design and engineer  distinct  products  with
different  applications in the air pollution  control field.  AirPol operates in
the  air  pollution   control  field.   MPM's  other  segments  are  essentially
non-operational  at the present time, and,  accordingly have been aggregated for
reporting purposes. Accordingly, for the years ended December 31, 2008 and 2007,
the Company operated in one segment,  and there is no separate segment reporting
required.

                                      F-7
<PAGE>
                     MPM TECHNOLOGIES, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


2. Going Concern

The accompanying  consolidated  financial statements have been prepared assuming
that the Company will continue as a going concern.  As of December 31, 2008, the
Company has a working capital deficiency,  an accumulated  deficit,  and has not
been  able  to  generate  any  significant  revenues.   These  conditions  raise
substantial  doubt  about the  ability  of the  Company to  continue  as a going
concern.  The  Company  plans to raise  additional  capital in the  future.  The
consolidated  financial  statements  do not include any  adjustments  that might
result from the outcome of this  uncertainty.  The Company has a working capital
deficiency of $13,388,664.  Current  liabilities  include  $7,216,660 of related
party debt which management  believes can be deferred beyond twelve months. Also
included in current liabilities is $5,457,565 of a note payable which management
is currently renegotiating.  Management is optimistic that the lender will agree
to terms  that  will  extend  the  payment  and allow  the  Company  to meet its
obligations  and  continue  business  for the next  twelve  months.  There is no
guarantee of the outcome of these plans.

3. Summary of Significant Accounting Policies

Revenue Recognition

Contract  revenue is  recognized on the  percentage-of-completion  method in the
ratio that costs incurred bear to estimated  costs at completion.  Costs include
all direct  material and labor  costs,  and  indirect  costs,  such as supplies,
tools, repairs and depreciation.  Selling,  general and administrative costs are
charged to expense  as  incurred.  Other  revenue  is  recorded  on the basis of
shipment or  performance  of services or  shipment of  products.  Provision  for
estimated  contract  losses,  if any, is made in the period that such losses are
determined.  During 2008 and 2007,  no amounts  were  recognized  for  estimated
contract losses.

The asset  "costs  and  estimated  earnings  in excess of  billings"  represents
revenues  recognized in excess of amounts invoiced.  The liability  "billings in
excess  of costs  and  estimated  earnings"  represents  invoices  in  excess of
revenues recognized.

Property, Plant and Equipment

Property, plant and equipment are stated at cost, less accumulated depreciation.
For  financial  reporting  purposes,  the  costs  of  plant  and  equipment  are
depreciated  over the  estimated  useful  lives of the assets,  which range from
three to fifteen years, using the straight-line method.

Purchased Intangible

Purchased  intangible  represents the excess of the purchase price over the fair
value of net assets  acquired and is being  amortized on a  straight-line  basis
over  its  estimated  period  of  future  benefit  of  ten  years.  The  Company
periodically   evaluates  the  recoverability  of  purchased   intangible.   The
measurement of possible  impairment is based primarily on the Company's  ability
to recover the  unamortized  balance of the purchased  intangible  from expected
future operating cash flows on an undiscounted basis.

Asset Impairment

The Company  evaluates  its  long-lived  assets for  financial  impairment,  and
continues to evaluate them as events or changes in  circumstances  indicate that
the  carrying  amount of such assets may not be fully  recoverable.  The Company
evaluates  the  recoverability  of  long-lived  assets by measuring the carrying
amount of the  assets  against  the  estimated  undiscounted  future  cash flows
associated  with them.  At the time such  evaluations  indicate  that the future
undiscounted  cash flows of certain  long-lived  assets  are not  sufficient  to
recover the carrying value of such assets, the assets are adjusted to their fair
values.

                                      F-8
<PAGE>
                     MPM TECHNOLOGIES, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


Income Taxes

The Company  accounts  for income  taxes under the  provisions  of  Statement of
Financial  Accounting  Standards (SFAS) No. 109,  "Accounting for Income Taxes".
SFAS No.  109 uses the asset and  liability  method so that  deferred  taxes are
determined based on the estimated future tax effects of differences  between the
financial statement and tax basis of assets and liabilities given the provisions
of enacted  tax laws and tax rates.  Deferred  income tax  expense or benefit is
based on the changes in the  financial  statement  basis versus the tax bases in
the Company's assets or liabilities from period to period.

Research and Development Costs

Research and development costs are charged to expense as incurred.

Advertising Costs

Advertising costs are charged to operations when incurred.  Advertising  expense
was  $3,167  and  $3,675  for the  years  ended  December  31,  2008  and  2007,
respectively.

Estimates

The preparation of financial  statements in conformity  with generally  accepted
accounting  principles  requires  management to make estimates and  assumptions.
Those  estimates  and  assumptions  affect  the  reported  amounts of assets and
liabilities and disclosures of contingent  assets and liabilities at the date of
the  financial  statements  and the  reported  amounts of revenues  and expenses
during the reporting period. Actual results could differ from those estimates.

Stock Based Compensation

The Company  accounts for stock,  stock  options and stock  warrants  issued for
services  and  compensation  by  employees  under  the fair  value  method.  For
non-employees,  the fair market value of the Company's  stock is measured on the
date of stock  issuance or the date an  option/warrant  is granted.  The Company
determined  the fair  market  value of the  warrants/options  issued  under  the
Black-Scholes Pricing Model.  Effective January 1, 2006, the Company adopted the
provisions of SFAS 123(R), SHARE-BASED PAYMENT, which establishes accounting for
equity instruments exchanged for employee services. Under the provisions of SFAS
123(R),  share-based  compensation  cost is measured at the grant date, based on
the fair value of the award, and is recognized as an expense over the employee's
requisite service period (generally the vesting period of the equity grant).

Concentrations of Credit Risk

Financial instruments,  which potentially subject the Company to a concentration
of credit risk,  consist of cash and cash  equivalents.  The Company  places its
cash and cash  equivalents  with various high  quality  financial  institutions;
these deposits may exceed  federally  insured limits at various times throughout
the year.  The Company  provides  credit in the normal  course of business.  The
Company  performs  ongoing  credit  evaluations  of its  customers and maintains
allowances for doubtful accounts based on factors surrounding the credit risk of
specific customers, historical trends, and other information.

Fair Value of Financial Instruments

The carrying  amounts  reported in the balance sheet as of December 31, 2008 for
cash equivalents, investments, accounts payable and accrued expenses approximate
fair value because of the immediate or  short-term  maturity of these  financial
instruments.  The fair value of notes  payable and long-term  debt  approximates
their  carrying  value as the  stated or  discounted  rates of the debt  reflect
recent market conditions.

                                      F-9
<PAGE>
                     MPM TECHNOLOGIES, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


Limitations

Fair value  estimates  are made at a specific  point in time,  based on relevant
market  information  and  information  about  the  financial  statement.   These
estimates  are  subjective  in nature and involve  uncertainties  and matters of
significant judgment and therefore cannot be determined with precision.  Changes
in assumptions could significantly affect the estimates.

Cash and Cash Equivalents

For purposes of balance sheet  classification  and the statements of cash flows,
the Company considers all highly liquid  investments  purchased with an original
maturity of three months or less to be cash equivalents.

Warranty Reserve

The  Company  warranties  its  pollution  control  units for  defects in design,
materials, and workmanship generally for a period of 18 months from date sold or
12 months from date placed in service. Provision for estimated warranty costs is
recorded  upon  completion of the project and  periodically  adjusted to reflect
actual experience.

Earnings Per Share

SFAS No. 128 requires dual  presentation of basic earnings per share and diluted
earnings per share on the face of all income  statements  issued after  December
15, 1997 for all entities with complex  capital  structures.  Basic earnings per
share  includes no dilution and is  calculated by dividing  income  available to
common   shareholders  by  the  weighted   average  number  of  shares  actually
outstanding during the period.  Diluted earnings per share reflect the potential
dilution  of  securities  (such  as  stock  options,   warrants  and  securities
convertible into common stock) that could share in the earnings of an entity. At
December  31,  2008 and 2007,  outstanding  options to  purchase  2,085,084  and
2,186,675,  respectively, shares of the Company's common stock were not included
in the computation of diluted earnings per share as their effect would have been
antidilutive.

4. Property, Plant and Equipment

Property, plant and equipment consist of the following at:

                                                      December 31,
                                              -------------------------------
                                                  2008             2007
                                              --------------   --------------

        Equipment.............................$     271,437    $      271,437
        Furniture and fixtures................       31,008            31,008
        Leasehold improvements................        8,321             8,321
                                              --------------   --------------
                                                    310,766           310,766
        Less accumulated depreciation.........      305,753           302,861
                                              --------------   --------------
                                              $       5,013    $        7,905
                                              ==============   ==============


Depreciation expense charged to operations was $2,892 and $2,500 in 2008 and
2007, respectively.

                                      F-10
<PAGE>
                     MPM TECHNOLOGIES, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


5. Note Payable and Long-Term Debt

In December 2002, the Company entered into a revolving  credit agreement with an
insurance company. Under the terms of its agreement, the Company could borrow up
to $500,000 at 5.25% per annum, which was increased to $3,000,000 in 2003. As of
December  31,  2008  and  2007,  the  Company  had  $4,326,499  and  $4,326,499,
respectively,  of principal  advances  and accrued  interest of  $1,131,066  and
$853,704, respectively,  outstanding under the agreement. During the years ended
December 31, 2008 and 2007, the Company  recorded  interest  expense of $277,362
and $197,865,  respectively.  The note is secured by stock and mineral  property
held for  investment  and matured on January 2, 2008.  This note payable has not
been paid at maturity and management is currently  renegotiating  its terms with
the lender. Through the date of this report, no revised terms have been arranged
on this defaulted debt.

6. Related Party Debt

Related party debt consists of the following at:
<TABLE>
<CAPTION>
<S>                                                                         <C>              <C>
                                                                                     December 31,
                                                                            -------------------------------
                                                                                2008              2007
                                                                            --------------   --------------

        Due to an officer/director..........................................$    4,138,449   $    3,512,854
        Due to a trust for which an officer/director is trustee.............     2,239,525        1,721,560
        Due to a partnership for which the above trust and another
        officer/director are partners.......................................       388,453          354,253
        Due to another officer/director.....................................       450,133          399,937
                                                                            --------------   --------------
                                                                            $    7,216,660   $    5,988,604
                                                                            ==============   ==============
</TABLE>

The related party debt consists of advances  received from and deferred expenses
and reimbursements to the parties shown above.  Interest expense accrued on this
related  party debt for the years ended  December 31, 2008 and 2007 was $670,556
and $455,925,  respectively.  The debt is unsecured,  bears  interest at 12% per
annum, and is due on demand.

7. Commitments and Contingencies

The Company leases office space and mineral  properties  under operating  leases
that expire at various  dates  through  2010.  Future  minimum  rental  payments
required under operating leases that have initial and remaining  non-cancellable
terms in excess of one year are as follows: $82,968 for the year ending December
31, 2009, and $50,023 for the year ending December 31, 2010.

Rent  expense  for the years  ended  December  31, 2008 and 2007 was $87,341 and
$87,356, respectively.

The  Company  has  entered  into  an  exclusive  license  rights  agreement  for
technology  to be utilized in its SkyGas  venture.  Pursuant to the terms of the
agreement,  the Company agreed to pay $72,000 annually through April,  2009. The
agreement may be terminated by the Company at any time.

In December  2007,  the Company  entered an agreement  with an  officer/director
regarding  payroll  reductions in 2003.  Under the terms of the  agreement,  the
Company will retroactively  reimburse the officer/director for salary reductions
from April 2003 if certain  conditions are met. These include the  profitability
of the Company and its ability to repay the amounts due. Additionally, under the
terms of the  agreement,  unpaid  accrued  amounts will bear  interest at 8% per
annum beginning January 1, 2008. For the years ended December 31, 2008 and 2007,
amounts accrued and charged to expense were $40,238 and $133,494,  respectively,
which includes accrued interest of $12,134 and $-0-, respectively.

                                      F-11
<PAGE>
                     MPM TECHNOLOGIES, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


The  Company  has a contract  with R.D.  Little Co. to provide  shareholder  and
investor relations services.  During 2008, the Company renewed this contract for
five more years.  Robert D. Little,  Secretary of the company,  owns R.D. Little
Co.  For the years  ended  December  31,  2008 and 2007,  MPM paid  $74,400  and
$55,000, respectively, for these services.

8. Income Taxes

The significant components of the Company's net deferred tax asset is as follows
as of December 31:
<TABLE>
<CAPTION>
<S>                                                        <C>               <C>
                                                               2008              2007
                                                           --------------    --------------

        Net operating loss carryforward....................$    4,200,000    $    5,000,000
        Differences between book and tax depreciation......        20,000            20,000
        Goodwill and purchase asset adjustments............             -            10,000
        Write-down of mineral properties...................       136,000           136,000
        Other..............................................        40,000            40,000
                                                           --------------    --------------
                                                                4,396,000         5,206,000
        Less: valuation allowance..........................     4,396,000         5,206,000
                                                           --------------    --------------
                                                           $            -    $            -
                                                           ==============    ==============
</TABLE>

As management of the Company  cannot  determine  that it is more likely than not
that the  Company  will  realize the benefit of the net  deferred  tax asset,  a
valuation  allowance equal to the net deferred tax asset has been established at
December 31, 2008 and 2007.  The valuation  allowance  decreased  $810,000 since
December 31, 2007.

At December 31,  2008,  the Company had net  operating  loss  carryforwards  for
federal income tax purposes totaling  approximately $10.5 million that expire in
the years 2009 through 2028. MPM files income tax returns in various states.  At
December 2008, the Company has net operating loss carryforwards for state income
tax purposes  totaling ranging from  approximately  $2.7 to  approximately  $5.1
million, depending on the state, that expire in the years 2009 through 2028.

9. Stockholders' Equity

Stock Option Plan

On May 22, 1989, the shareholders of the Company voted to approve a stock option
plan (the Plan) for  selected  key  employees,  officers  and  directors  of the
Company.  The Plan is administered  by a Compensation  Committee of the Board of
Directors  (the  "Committee")  consisting of those  directors of the Company and
individuals who are elected annually by the Board of Directors to the Committee.
The Board of Directors has chosen one of the Company's directors and one outside
individual to serve on the Committee.  No director  eligible to receive  options
under the Plan may vote  upon the  granting  of an option or Stock  Appreciation
Rights  (SAR) to  himself  or  herself  or upon  any  decision  of the  Board of
Directors or the  Committee  relating to the Plan.  Under the Plan, a maximum of
236,667  shares  were  approved to be granted,  which in 2003 was  increased  by
300,000.  During  the 2008  shareholders'  meeting,  the  shareholders  voted to
increase the number of shares authorized to be granted under the plan by 500,000
shares.  Generally,  the Plan provides that the terms under which options may be
granted are to be determined by a Committee  subject to certain  requirements as
follows:  (1) the exercise  price will not be less than 100% of the market price
per share of the  common  stock of the  Company at the time an  Incentive  Stock
Option is granted,  or as established by the Committee for  Non-qualified  Stock
Options or Stock Appreciation  Rights; and (2) the option purchase price will be
paid in full on the date of purchase.

                                      F-12
<PAGE>
                     MPM TECHNOLOGIES, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


Qualified stock option activity under the Plan and non-qualified stock option
activity outside the Plan are summarized as follows:

                                                                   Weighted
                                                                   Average
                                                                   Option
                                                Options            Price
                                              --------------   --------------


        Outstanding at January 1, 2007            1,906,675    $         0.90
        Granted                                     280,000              0.30
        Exercised                                         -                 -
        Expired                                           -                 -
                                              --------------   --------------

        Outstanding at January 1, 2008            2,186,675    $         0.90

        Granted                                           -    $            -
        Exercised                                    44,446              0.25
        Expired                                     (57,145)                -
                                              --------------   --------------

        Outstanding at December 31, 2008          2,085,084    $         0.78
                                              ==============   ==============


The  Company  accounts  for stock and stock  options  issued  for  services  and
compensation by employees under the fair value method.  For  non-employees,  the
fair  market  value of the  Company's  stock on the  date of stock  issuance  or
option/grant  is used.  The  Company  determined  the fair  market  value of the
options issued under the  Black-Scholes  Pricing Model.  The Company adopted the
provisions of Statement of Financial Accounting Standards SFAS) 123R SHARE-BASED
PAYMENT,  which  establishes  accounting  for equity  instruments  exchanged for
employee services. Under the provisions of SFAS 123(R), share-based compensation
cost is measured at the grant date, based on the fair value of the award, and is
recognized as an expense over the employee's requisite service period (generally
the  vesting  period  of the  equity  grant).  The  Company  used the  following
assumptions in its  calculation:  Dividend  yield-$0;  Expected  volatility 23%;
Risk-free  interest  rate 3.49%;  Expected  life 5 years.  The Company  recorded
expenses of $34,692 in 2007 related to the 280,000 options that were issued.  No
options were issued in 2008.

The following table summarizes  information  about stock options  outstanding at
December 31, 2008:

                                                          Options
                         Number          Weighted      Outstanding and
        Range of       Outstanding        Average    Exercisable Weighted
        Exercise     and Exercisable     Exercise      Average Remaining
         Prices        at 12/31/08         Price    Contractual Life (Years)
   --------------   ----------------   ----------   ------------------------

   $         0.10             85,000    $    0.10             6.8
   $         0.22            370,750    $    0.22             4.7
   $         0.30            130,000    $    0.30             8.8
   $         0.31            100,000    $    0.31             8.1
   $         0.50            437,000    $    0.50             1.2
   $         0.75            450,000    $    0.75             2.7
   $         1.00            141,667    $    1.00             1.5
   $         2.00            334,000    $    2.00             0.3
   $         3.00             36,667    $    3.00             0.4
                     ---------------                -------------------------

   $ 0.10 - $3.00          2,085,084    $    0.78             3.0
                     ===============                =========================


                                      F-13
<PAGE>
                     MPM TECHNOLOGIES, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


10. Valuation and Qualifying Accounts

Allowance for doubtful account activity was as follows at December 31:

                                                        December 31,
                                              -------------------------------
                                                  2008             2007
                                              -------------    --------------

        Balance, beginning of year            $      10,000    $      165,000
        Charged to (deducted from) expense          (10,000)        (155,000)
                                              -------------    --------------
        Balance, end of year                  $           -    $       10,000
                                              =============    ==============

11. Mineral Properties

In accordance with guidelines established by the American Institute of Certified
Public  Accountants,  we conducted  impairment testing on these assets.  Factors
evaluated included whether there was a significant decrease in the market prices
of the assets. Impairment testing was necessary because of the Company's current
period  operating  and cash flow losses,  and its history of operating  and cash
flow losses. Impairment is defined in the accounting literature as the condition
that exists when the  carrying  amount of a  long-lived  asset  exceeds its fair
value.  An impairment  loss shall be recognized only if the carrying amount of a
long-lived  asset is not  recoverable  and exceeds its fair value.  The carrying
amount of a  long-lived  asset is not  recoverable  if it exceeds the sum of the
undiscounted cash flows expected to result from the use and eventual disposition
of the asset.

The mineral property and related equipment is carried on the balance sheet at at
December 31, 2008 in the amount of $1,070,368. In performing impairment testing,
we based our  assessment on the carrying  amount of the assets as of the date of
the  impairment  testing for  recoverability.  As part of our  testing,  we made
certain assumptions about the use of the assets and assigned  probability levels
based on assumptions of activity levels  involved in the use of the assets.  The
result of our testing was that there was no impairment in the carrying amount of
the mineral property.

12.  Prepaid Royalty

During 1994,  the Company  entered  into an agreement to sell certain  equipment
related to the SkyGas  technology to the inventor of this technology in exchange
for a $275,000 note  receivable.  The note was  collateralized  by the equipment
sold. Under the agreement,  the note was due in a balloon payment of $275,000 on
December 1, 1995 or at such time the Skygas  process is placed into  sustainable
commercial  production.  Additional  renewals have not been  negotiated  and the
Company has  re-characterized  this former note receivable as prepaid royalties,
recoverable from future revenues  resulting from the operation of the equipment.
The balance at December 31, 2008 of $273,000 has been offset  against  royalties
payable to the estate of the inventor.

13.  Related Party Transactions

At December  31, 2008 and 2007,  the Company  owed  $7,216,660  and  $5,988,604,
respectively,  to an officer/director,  a trust for which an officer/director is
trustee,  a  partnership  for which the trust and another  officer/director  are
partners,   and   another   officer/director.   During   2008   and   2007,   an
officer/director  loaned $217,500 and $65,000,  respectively,  to the Company. A
trust for which an  officer/director  is trustee loaned $340,000 and $80,000 for
2008 and 2007, respectively. These loans are unsecured, bear interest at 12% per
annum, and are due on demand.

The Company contracts for its shareholder  relations services with an officer of
the Company. The Company incurred expenses to this related party for services in
2008 and 2007 of $74,400 and $55,000, respectively.

                                      F-14
<PAGE>
                     MPM TECHNOLOGIES, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


14. Purchased Intangible

In 1996,  the Company  issued  133,333  shares of its common stock to acquire an
additional 15% interest in the SkyGas  venture.  The transaction was recorded at
$675,000 based on the then-fair  value of the shares issued.  In accordance with
FASB  Technical  Bulletin No. 84-1,  the Company  recorded an  intangible  asset
representing the additional  interest purchased in SkyGas's patent and licensing
rights. This amount was fully amortized at December 31, 2007.

15. Other Assets, net

Other Assets, net consist of the following at:

                                                        December 31,
                                              -------------------------------
                                                  2008             2007
                                              -------------    --------------

        Security deposit......................$      50,000    $       50,000
        Patent................................       86,375            32,000
                                              -------------   --------------
                                              $     136,375    $       82,000
                                              =============   ==============

16. 401(k) Plan

The  Company  (Airpol)  maintains  a  401(k)  employee  retirement  plan for its
eligible  full-time  employees  with at least one year of  service.  The Company
makes  matching  contributions  equal  to  50%  up  to a  maximum  4%  deferral.
Contributions  to the plan for the years ended  December  31, 2008 and 2007 were
$5,369 and $5,302, respectively.

17. Loss on Settlements

In 2008, MPM recorded no gain or loss on settlements.  During 2007, MPM recorded
settlement expenses of $867,992. Settlements resulted primarily from the payment
of  $1,050,000  a project  for which  AirPol was a  subcontractor.  The  general
contractor's  systems were found to be faulty, and ultimately were removed.  The
customer made claims against the general contractor. The general contractor then
made claims against its subcontractors.  The disputes went through mediation and
were  about to go to  arbitration.  AirPol  management  decided  to  settle  the
disputes  rather than incur the costs of  arbitration.  AirPol is  attempting to
recover the losses  through its insurance  carrier.  There can,  however,  be no
assurances that AirPol will be successful in its recovery attempts.

18. New Accounting Pronouncements

In December 2007,  the FASB issued SFAS 141(R),  "Business  Combinations".  SFAS
141(R) establishes  principles and requirements for an acquirer,  which improves
the relevance,  representational  faithfulness and  comparability of information
provided  by  a  reporting  entity  in  its  financial  reports  about  business
combinations and its effects. SFAS 141(R) is effective prospectively to business
combinations  with an  acquisition  date on or after the  beginning of the first
annual  reporting  period  beginning on or after  December  15, 2008.  We do not
expect the effect of adopting  SFAS  141(R)  will have a material  effect on our
financial statements.

In  December  2007,  the FASB  issued  SFAS 160,  "Noncontrolling  Interests  in
Consolidated  Financial  Statements  (an  amendment  of ARB No.  51)".  SFAS 160
establishes   accounting  and  reporting   standards  designed  to  improve  the
relevance,  comparability and transparency of the financial information provided
in a reporting entity's  consolidated  financial  statements.  SFAS 160 requires
that ownership interests in subsidiaries held by parties, other than the parent,
to be clearly  identified,  labeled and  presented in the  consolidated  balance
sheet within the equity,  but  separate  from the  parent's  equity;  net income
attributable  to the  parent  and  the  noncontrolling  interest  to be  clearly
identified and presented

                                      F-15
<PAGE>
                     MPM TECHNOLOGIES, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


on the face of the consolidated statement of operations; changes in the parent's
ownership interest to be accounted for as equity  transactions,  if a subsidiary
is  deconsolidated  and any  retained  noncontrolling  equity  investment  to be
measured at fair value;  and that entities provide  sufficient  disclosures that
clearly  identify  and  distinguish  between  the  interests  of the  parent and
noncontrolling owners.

SFAS 160 is effective for fiscal years and interim periods beginning on or after
December  15,  2008.  We do not expect the impact of SFAS 160 to have a material
effect on our financial statements.

In February 2008, the FASB issued FASB Staff Position FAS 157-2, "Effective Date
of FASB Statement No. 157", which delays the effective date of Statement No. 157
for all nonfinancial assets and liabilities, except those that are recognized or
disclosed at fair value in the  financial  statements  on a recurring  basis (at
least  annually) to fiscal years  beginning  after  November 15, 2008. We do not
believe  the  effect of  adopting  FASB  Staff  Position  FAS 157-2  will have a
material impact on our consolidated financial statements.

In April 2008, the FASB issued FASB Staff Position FAS 142-3,  "Determination of
the Useful Life of Intangible  Assets".  FASB Staff  Position FAS 142-3 requires
that in developing  assumptions about renewal or extension used to determine the
useful life of a recognized  intangible  asset, an entity shall consider its own
historical  experience in renewing or extending similar  arrangements;  however,
these assumptions should be adjusted for entity-specific factors. In the absence
of that  experience,  an entity  shall  consider  the  assumptions  that  market
participants  would use about renewal or extension  (consistent with the highest
and  best  use  of  the  asset  by  market   participants),   adjusted  for  the
entity-specific  factors.  For a recognized  intangible  asset,  an entity shall
disclose  information  that enables users of financial  statements to assess the
extent to which the  expected  future cash flows  associated  with the asset are
affected  by  the  entity's  intent  and/or  ability  to  renew  or  extend  the
arrangement.  This  guidance is effective for  financial  statements  issued for
fiscal years beginning after December 15, 2008, and interim periods within those
fiscal years.  Early adoption is prohibited.  The guidance for  determining  the
useful life of a recognized  intangible asset shall be applied  prospectively to
all intangible  assets  recognized as of, and subsequent to, the effective date.
We do not believe the effect of adopting  Staff  Position  FAS 142-3 will have a
material impact on our consolidated financial statements.

In May 2008, the FASB issued FASB Statement No. 162, "The Hierarchy of Generally
Accepted  Accounting  Principles".  Statement  No.  162 is  intended  to improve
financial  reporting by identifying a consistent  framework,  or hierarchy,  for
selecting  accounting  principles to be used in preparing  financial  statements
that are  presented  in  conformity  with  U.S.  generally  accepted  accounting
principles for nongovernmental entities.  Statement No. 162 is effective 60 days
following the SEC's approval of the Public Company  Accounting  Oversight  Board
amendments to AU Section 411, "The Meaning of Present Fairly in Conformity  with
Generally Accepted Accounting  Principles".  We adopted Statement No. 162 in the
fourth  quarter  of 2008.  The  adoption  of  Statement  No.  162 did not have a
material impact on our consolidated financial statements.

In June 2008,  the FASB issued EITF  03-6-1,  "Determining  Whether  Instruments
Granted in Share-Based Payment Transactions Are Participating Securities".  EITF
03-6-1   requires  that  unvested   share-based   payment  awards  that  contain
nonforfeitable  rights to dividends  or dividend  equivalents  (whether  paid or
unpaid) are participating securities and shall be included in the computation of
earnings per share  pursuant to the two-class  method.  EITF 03-6-1 is effective
for financial  statements  issued for fiscal years  beginning after December 15,
2008, and interim  periods  within those years.  All  prior-period  earnings per
share  data  presented  shall be  adjusted  retrospectively  to  conform  to the
provisions of this EITF. Early  application is not permitted.  We do not believe
the  effect  of  adopting  EITF  03-6-1  will  have  a  material  impact  on our
consolidated financial statements.

In  June  2008,   the  FASB  issued  EITF  08-3,   "Accounting  by  Lessees  for
Nonrefundable  Maintenance Deposits".  EITF 08-3 requires that all nonrefundable
maintenance  deposits  should be accounted for as deposits.  When the underlying
maintenance  is performed,  the deposit is expensed or capitalized in accordance
with the lessee's  maintenance  accounting policy. Once it is determined that an
amount on  deposit is not  probable  of being  used to fund  future  maintenance
expense,

                                      F-16
<PAGE>
                     MPM TECHNOLOGIES, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


it is recognized as additional  expense at the time such  determination is made.
EITF  08-3 is  effective  for  financial  statements  issued  for  fiscal  years
beginning  after  December 15,  2008,  and interim  periods  within those fiscal
years.  Earlier  application is not permitted.  We do not believe  adopting EITF
08-3 will have a material impact on our consolidated financial statements.

In September  2008, the FASB issued FASB Staff Position FIN 45-4,  "Amendment to
Disclosure   Requirements  of  Interpretation   45-Guarantor's   Accounting  and
Disclosure  Requirements for Guarantees".  FIN 45-4 requires  disclosures of the
current status of the  payment/performance  risk of the guarantee.  For example,
the current  status of the  payment  performance  risk of a  credit-risk-related
guarantee  could be based on either  recently  issued external credit ratings or
current  internal  groupings used by the guarantor to manage its risk. An entity
that uses internal  groupings  shall disclose how those groupings are determined
and used for management risk. FIN 45-4 is effective for reporting periods ending
after November 15, 2008. The adoption of FIN 45-4 did not have a material impact
on our consolidated financial statements.

In October 2008, the FASB issued FASB Staff Position FAS 157-3, "Determining the
Fair Value of a Financial  Asset when the Market for that Asset is not  Active".
FASB Staff  Position FAS 157-3  clarifies the  application of FASB Statement No.
157, "Fair Value  Measurements",  in a market that is not active and provides an
example to illustrate  key  considerations  in  determining  the fair value of a
financial  asset when the market for that  financial  asset is not active.  This
pronouncement  was effective  upon issuance,  including  prior periods for which
financial  statements have not been issued.  The adoption of FASB Staff Position
FAS  157-3  did  not  have  a  material  impact  on our  consolidated  financial
statements.

In December 2008, the FASB issued FASB Staff Position FAS 132(R)-1,  "Employer's
Disclosures  about  Postretirement  Benefit  Plan  Assets",  which  amends  FASB
Statement  No. 132 (Revised  2003),  "Employer's  Disclosures  abut Pensions and
Other Postretirement Benefits", to provide guidance on an employer's disclosures
about plan assets of a defined  benefit  pension or other  postretirement  plan.
This pronouncement is effective for fiscal years ending after December 15, 2009.
Upon initial  application,  the  provisions of this FASB Staff  Position are not
required  for earlier  periods  that are  presented  for  comparative  purposes.
Earlier  application  of the  provision is  permitted.  We do not believe  Staff
Position FAS 132(R)-1 will have a material impact on our consolidated  financial
statements.




                                      F-17
<PAGE>

Item  9.  Changes  in and  Disagreements  with  Accountants  on  Accounting  and
Financial Disclosure

None.

Item 9A. Controls and Procedures

The management of MPM  Technologies,  Inc. is responsible for  establishing  and
maintaining  adequate  internal control over disclosure  controls and procedures
(as defined in Exchange Act Rules 13a-15(e) and internal controls over financial
reporting (as defined in Rules 13a-15(f) and 15d-15(f))  MPM's internal  control
over  disclosure  controls  and  procedures  and over  financial  reporting is a
process designed to provide  reasonable  assurance  regarding the reliability of
financial  disclosure and reporting and the preparation of financial  statements
for  external  purposes  in  accordance  with  accounting  principles  generally
accepted  in the United  States of America.  Internal  control  over  disclosure
controls and procedures and financial  reporting includes those written policies
and procedures that:

     pertain  to  the  maintenance  of  records  that,  in  reasonable   detail,
     accurately  and fairly reflect the  transactions  and  dispositions  of the
     assets of MPM;

     provide reasonable assurance that transactions are recorded as necessary to
     permit  preparation of financial  statements in accordance  with accounting
     principles generally accepted in the United States of America;

     provide  reasonable  assurance  that receipts and  expenditures  of MPM are
     being  made  only  in  accordance  with  authorization  of  management  and
     directors of MPM; and

     provide reasonable  assurance  regarding  prevention or timely detection of
     unauthorized  acquisition,  use or  disposition of assets that could have a
     material effect on the consolidated financial statements.

Internal control over disclosure controls and procedures and financial reporting
includes the controls themselves, monitoring and internal auditing practices and
actions taken to correct deficiencies as identified.

Because of its inherent  limitations,  internal control over disclosure controls
and procedures and financial reporting may not prevent or detect  misstatements.
Also,  projections  of any  evaluation of  effectiveness  to future  periods are
subject to the risk that  controls may become  inadequate  because of changes in
conditions, or that the degree of compliance with the policies or procedures may
deteriorate.

Management  assessed the effectiveness of MPM's internal control over disclosure
controls  and  procedures  and  financial  reporting  as of December  31,  2008.
Management based this assessment on criteria for effective internal control over
financial  reporting  described  in "Internal  Control -  Integrated  Framework"
issued by the Committee of Sponsoring  Organizations of the Treadway Commission.
Management's  assessment  included an evaluation of the design of MPM's internal
control over  disclosure  controls and  procedures  and financial  reporting and
testing of the operational effectiveness of its internal controls.

Based on this assessment,  management  determined that, as of December 31, 2008,
MPM had a  material  weakness  because  it did not have a  sufficient  number of
personnel with adequate  knowledge,  experience  and training in U.S.  generally
accepted  accounting  policies  commensurate with MPM's reporting  requirements.
This material  weakness required the  identification  of adjustments  during the
financial  statement close process that have been recorded in MPM's consolidated
financial  statements.   Because  of  this  material  weakness,  management  has
concluded  that internal  controls over  disclosure  controls and procedures and
financial reporting were not effective at December 31, 2008.

<PAGE>

Changes in Internal Control over Financial Reporting

There have been no changes in the  Company's  internal  control over  disclosure
controls and procedures and financial  reporting that occurred during the fiscal
year ended December 31, 2008, that have materially  affected,  or are reasonably
likely to materially affect, our internal control over financial reporting.

PART III

Item 10. Directors, Executive Officers and Corporate Governance

a)  Identification of Directors
                                                             FIRST ELECTED
      NAME                   AGE   POSITION                  DIRECTOR
--------------------------------------------------------------------------------
Richard E. Appleby           69   Director                   4/25/1985
Glen Hjort                   56   Director                   2/16/1998
Frank E. Hsu                 63   Director                   6/24/2002
Richard Kao                  68   Director                   6/28/1999
Michael J. Luciano           55   Director                   2/16/1998
L. Craig Cary Smith          59   Director                   4/25/1985

The directors will serve until the next meeting of  shareholders  or until their
successors  are  elected  and  qualified.  Effective  February  9, 2007,  Daniel
Smozanek  resigned as a  Director.  No actions  have yet been taken  regarding a
potential replacement for him.

b) Identification of Executive Officers.

      NAME                   AGE   POSITION                  OFFICER SINCE
---------------------------------------------------------------------------
Richard E. Appleby           69   Vice President/Treasurer   4/25/1985
Glen Hjort                   56   Chief Financial Officer    6/28/1999
Frank E. Hsu                 63   Chief Operating Officer    6/24/2002
Robert D. Little             59   Secretary                  1/03/1991
Michael J. Luciano           55   Chairman & CEO             2/16/1998

The officers  will serve until the next meeting of  shareholders  or until their
successors  are elected and  qualified.  Effective  February 9, 2007,  Daniel D.
Smozanek  resigned as an officer of the Company.  No actions have yet been taken
regarding a potential replacement for him.

c) Identification of Certain Significant Employees.

As of December 31, 2008,  MPM was  dependent  upon the services of its principal
officers and directors.  In the event that one of these persons should leave the
Company,  there  is  no  assurance  that  the  Company  can  employ  a  suitable
replacement.

d)   Family Relations

Michael J.  Luciano,  Chairman  of the Board of  Directors  and Chief  Executive
Officer is the nephew of Richard E. Appleby, Vice President and Director.  There
are no other  family  relationships,  whether by blood,  marriage,  or adoption,
between any executives and/or directors.

<PAGE>

e)   Business Experience

Background

Michael J. Luciano was elected Chairman and Chief Executive  Officer in 1999. In
1998, he was named Senior Vice President and elected a director.  His continuing
responsibilities  in addition to overall company management include  negotiating
ventures and business  opportunities in the U.S., Europe,  Asia, and Africa. Mr.
Luciano  was a co-owner  of Morris  County  Sanitation  Services,  Inc.  in East
Hanover,  New Jersey where he was  responsible  for  acquisitions,  governmental
regulatory  permitting and compliance.  He is also the owner of MJL & associates
involved  in  consulting  services   specializing  in  solid  waste  facilities,
permitting,  construction and operations.  Mr. Luciano resides in Mt. Arlington,
New Jersey.

Glen Hjort was elected Chief  Financial  Officer in 1999 and has been a Director
since 1998. Mr. Hjort is a certified  public  accountant  with over thirty years
experience providing services to numerous corporate clients in a wide variety of
industries. Mr. Hjort resides in Palatine, Illinois.

Frank E. Hsu is Chief  Operating  Officer and was elected  Director in 2002. Mr.
Hsu is a registered  professional  engineer with over thirty years of experience
in design, manufacturing and construction of air pollution control equipment and
solid waste disposal  systems.  He holds a B.S. Degree in Civil engineering from
Taiwan Chen Kung University,  an M.S. Degree in  Environmental  Engineering from
New Jersey  Institute of Technology and an MBA Degree from  Fairleigh  Dickinson
University. Prior to joining AirPol in 1990, Mr. Hsu was Engineering Director of
Belco  Pollution  Control  Corp.  In addition to his  engineering  and  business
management background,  he also has extensive experience in international sales,
marketing and project execution. Mr. Hsu resides in Warren, New Jersey.

Richard E.  Appleby is Vice  President  and a Director  since 1985.  He attended
postgraduate courses at Rutgers in Landscape Design,  Landscape  Maintenance and
Landscape  Construction.  From 1957 to 1973, Mr. Appleby was  Superintendent and
Manager of A-L Services and for Farm Harvesting Co.,  constructing  all types of
site development and landscape construction projects.  From 1973 to 1980, he was
Vice  President  of A-L  Services  and since 1980,  has been  President  of that
company. Mr. Appleby resides in Mendham, New Jersey.

Robert D.  Little is  Secretary  of the  Company.  He is a  graduate  of Central
Washington  University  with a Bachelor  of Arts Degree in  Sociology;  graduate
studies at the  University  of  Washington  in Education  and earned his Teacher
Certification at Seattle  University.  From 1985 to the present,  Mr. Little has
been  Manager for MPM and became  Secretary  of MPM in 1991.  Mr.  Little is the
owner of R.D.  Little  Company  which  specializes  in  assisting  small  public
companies with shareholder and investor relations from 1985 to the present.  Mr.
Little resides in Spokane, Washington.

L. Craig Cary Smith has been a Director  since 1985.  Mr. Smith  graduated  from
Gonzaga  Law School in 1981 and was  admitted to the  Washington  State Bar that
same year.  From 1981 to the  present,  Mr.  Smith has been a partner in general
practice at Smith  Hemingway  Anderson  P.S. in Spokane,  Washington.  Mr. Smith
resides in Spokane, Washington.

Dr.  Richard Kao has been a Director  since 1998.  Dr. Kao has PhD and Master of
Science  degrees  in  chemical   engineering  from  the  Illinois  Institute  of
Technology in Chicago,  and a Bachelor of Science degree in chemical engineering
from Tunghai  University in Taiwan. He presently serves as senior vice president
of Unitel Technologies,  Inc., and is responsible for the research, development,
economic  evaluation,  assessment and upgrade of new technologies for commercial
application for chemical,  petroleum,  solid/semi-solid/liquid  waste, synthetic
fuel, food, pulp, and paper industries. Prior to joining Unitel, he was Director
of Technologies for the Gas Technology Institute  (1967-1982).  Prior to joining
Unitel, he was Director of Technologies for Xytel Corporation (1988-1996). He is
a registered  professional engineer in Illinois and a member of Sigma Xi and the
National  Society of  Professional  Engineers.  Dr. Kao  resides in  Northbrook,
Illinois.


<PAGE>

(2)  Directorships

None of the  directors  of the Company are  directors  of other  companies  with
securities  registered  pursuant to section 12 of the Exchange Act or subject to
the  requirements of section 15(d) of such act or any company  registered  under
the Investment Company Act of 1940.

f)   Involvement in Certain Legal Proceedings.

     Not Applicable

g)   Promoter and Control Persons.

     Not Applicable

Item 11.  Executive Compensation

The following  table shows the  remuneration of officers and directors in excess
of $100,000 in 2008 and 2007.

Summary Compensation Table
--------------------------

<TABLE>
<CAPTION>
                               Annual Compensation
Name and
Principal
Position        Year Salary  Bonus(s)  Compensation  Awards(s)($)SARs($)Payout(s)($) Compensation
--------        -----------  --------  ------------  --------------------------------------------
<S>             <C>                    <C>
Michael J.
Luciano,        2008                   $ 120,000
CEO             2007                   $ 120,000

Frank E.
Hsu             2008                   $ 124,000
President       2007                   $ 124,000
</TABLE>


<PAGE>

Option Grants In 2007 Fiscal Year Individual Grants Individual Grants

<TABLE>
<CAPTION>
                                                                        Market
                                                  % of Total            Price on
              Options     Options Granted         Exercise or           Date of           Expiration
Name          Granted     In Fiscal Year          Base Price             Grant                Date
----          -------     ------------------    ----------------      -----------       -------------
<S>            <C>         <C>                     <C>                     <C>              <C>
Glen
Hjort          50,000      18%                     $.30                    $.30             4/4/17

Frank E
Hsu            50,000      18%                     $.31                    $.31             1/26/17

Frank E
Hsu             50,000     18%                     $.30                    $.30             10/4/17

Robert D
Little          50,000     18%                     $.31                    $.31             1/26/17

Robert D
Little          50,000     18%                     $.30                    $.30             10/4/17

Other
Employees      30,000      11%                     $.30                    $.30             10/9/17
</TABLE>

<TABLE>
<CAPTION>
Aggregated Option/SAR Exercises in Last Fiscal Year and FYE 2007 Option/SAR Values
----------------------------------------------------------------------------------

                                                                    Number of
                                                                    Securities                Value of
                                                                    Underlying                Unexercised
                                                                    Unexercised               In-The-Money
                                                                    Options/SARs              Options/SARs
                          Shares                                    At FY-End (#)             At FY-End
                          Acquired           Value                  Exercisable/              Exercisable/
Name                      On Exercise        Realized ($)           Unexercisable             Unexercisable
---------------------------------------------------------------------------------------------------------
<S>                       <C>                <C>                        <C>                      <C>
Michael J. Luciano        None                                          631,890                  $-0-
                                                                        Exercisable

Robert D. Little          None                                          370,223                  $-0-
                                                                        Exercisable

L. Craig Cary Smith       None                                          255,389                  $-0-
                                                                        Exercisable

Frank E. Hsu              None                                          250,000                  $-0-
                                                                        Exercisable

Glen Hjort                None                                          145,000                  $-0-
                                                                        Exercisable

Richard E. Appleby        None                                          38,000                   $-0-
                                                                        Exercisable
</TABLE>

<PAGE>

a)   Current Remuneration.

Except as noted above,  none of the officers or  directors  is  compensated  for
their services as an officer or director.  Each is reimbursed for  out-of-pocket
expenses incurred on MPM business.

b)   Proposed Remuneration.

It is not  contemplated  that any other salaries will be paid unless,  and until
such  time as,  MPM may  require  full  time  commitments  from any  officer  or
director. MPM's officers and directors are committed to the long-term success of
the Company,  and have,  accordingly,  weighted heavily any benefits received in
the form of stock and stock options.

c)   Incentive and Compensation Plans and Arrangements.

MPM has no incentive plans covering its officers and directors. No advances have
been made, nor are any contemplated, by MPM to any of its officers or directors.

The  shareholders  of MPM, at the Annual  Shareholders  Meeting on May 22, 1989,
voted to  approve a stock  option  plan for  selected  employees,  officers  and
directors of MPM. The purpose of the option plan is to promote the  interests of
MPM  and  its   stockholders  by  attracting,   retaining  and  stimulating  the
performance  of  selected  employees,  officers  and  directors  and giving such
employees the  opportunity  to acquire a proprietary  interest in MPM's business
and an increased  personal interest in this continued  success and progress.  At
the 2008 annual  shareholders'  meeting,  the shareholders voted to increase the
number of shares authorized to be granted under the plan by 500,000 shares.

Item 12.  Security Ownership of Certain Beneficial Owners and Management

a)   Security Ownership of Certain Beneficial Owners.

Except as noted in part b. below, no person or group was known by the Registrant
except as noted below to own more than five  percent (5%) of its common stock at
December 31, 2008.

b)   Security Ownership of Management as of April 13, 2009.

The following  table sets forth,  as of April 13, 2009 the amount and percentage
of the Common Stock of MPM, which according to the information  supplied to MPM,
is beneficially  owned by management,  including  officers and directors of MPM.
Except as otherwise  specified,  the persons named in the table have sole voting
power  and  investment  power  with  respect  to  all  shares  of  Common  Stock
beneficially owned by them.

<TABLE>
<CAPTION>
Title of          Name of                       Amount and Nature of             Percent
Class             Beneficial Owner              Beneficial Ownership [1]         of Class
-----             ----------------              --------------------             --------
<S>               <C>                              <C>                              <C>
Common            Michael J. Luciano               4,063,910  [2]                   50.60
Common            Robert D. Little                   387,966                         4.83
Common            L. Craig Cary Smith                266,724                         3.32
Common            Richard E. Appleby                 221,155                         2.75
Common            Frank E. Hsu                       286,404                         3.57
Common            Glen Hjort                         161,833                         2.01
Common            Richard Kao                         64,222                         0.80
Common            As A Group                       5,693,136                        70.88
</TABLE>

[1]  Includes options  available for exercise  aggregating  1,724,056 shares for
     the entire group.

[2]  Does not include 396,509 shares (6.33%) of the Company's outstanding shares
     including  options  available  for exercise  owned by a trust for which Mr.
     Luciano is the Trustee.


<PAGE>

c.)  Changes in Control.

There are no contractual  arrangements of any kind, known to MPM, which may at a
subsequent date result in a change in control of MPM.

Item 13.  Certain   Relationships   and  Related   Transactions,   and  Director
          Independence

a.)  Transactions with Management and Others.

No  Officers or  Directors  of MPM, or nominees  for  election as  Director,  or
beneficial owners of more than five percent of MPM's voting stock, or members of
their immediate  families had any material  transactions  with MPM other than as
set forth in part b. of this item.

b.)  Certain Business Relationships.

During 2008, Michael J. Luciano,  Chairman and Chief Executive  Officer,  loaned
the Company $217,500. Additionally, a trust for which Mr. Luciano is the trustee
loaned the  Company  $340,000.  At  December  31,  2008,  Mr.  Luciano  was owed
$4,138,449  including  accrued  interest  pursuant to unsecured  demand notes. A
trust for which Mr.  Luciano is the trustee was owed  $2,239,525 at December 31,
2008. A partnership, for which the trust and Richard E. Appleby,  vice-president
and director,  are partners, was owed $388, 453 at December 31, 2008. Richard E.
Appleby,  Vice-President  and  director,  was owed  $450,133  by the  Company at
December 31, 2008.

In September  2001,  Michael J. Luciano,  Chairman and Chief  Executive  Officer
loaned the Company  $600,000  evidenced by a convertible  promissory note. Under
the terms of the promissory  note, the principal and any unpaid accrued interest
may be converted to common stock at the option of the note holder.

At December  31,  2008,  Richard  Appleby was owed  $450,133  including  accrued
interest pursuant to unsecured demand notes.

MPM has a contract  with R.D.  Little Co. to provide  shareholder  and  investor
relations services.  During 2008, MPM renewed this contract for five more years.
Robert D. Little,  Secretary of the company,  owns R.D. Little Co. For the years
ended   December  31,  2008  and  2007,   MPM  expensed   $74,400  and  $55,000,
respectively, for these services.

c)   Other Information

     None

Item 14.  Principal Accountant Fees and Services

Audit Fees

Rosenberg  Rich Baker Berman & Co. billed $41,325 and $38,300 to the Company for
professional  services  rendered  for the  audits and  reviews of the  financial
statements  included in our Forms 10-KSB,  Forms 10-QSB and Forms10-Q filings in
2008 and 2007, respectively.

Audit-Related Fees

Rosenberg  Rich Baker  Berman & Co.  billed $-0- and $-0- to the Company in 2008
and 2007 for assurance and related  services that are reasonably  related to the
performance  of the 2008 and 2007  audit or  review of the  quarterly  financial
statements.


<PAGE>

Tax Fees

Rosenberg  Rich Baker  Berman & Co.  billed  $4,908 and $5,000 to the Company in
2008 and 2007 for professional services rendered for tax compliance,  tax advice
and tax planning, respectively.

All Other Fees

Rosenberg  Rich Baker Berman & Co. billed $0.00 to the Company in each year 2008
and 2007 for services not described above.

It is the policy of the  Company's  Board of Directors  that all services  other
than audit,  review or attest  services,  must be  pre-approved  by the Board of
Directors.  All of the services  described  above were  approved by the Board of
Directors.


Part IV

Item 15.  Exhibits and Financial Statement Schedules

(A) Exhibits and Financial Statements have been previously reported or are being
shown as an exhibit in this Form 10-K.

Exhibit No.    Description of Document
-----------    -----------------------

31.1           Certification of Chief Executive Officer pursuant to Exchange Act
               Rules 13a-15(e) and 15d-15(e).

31.2           Certification of Chief Financial Officer pursuant to Exchange Act
               Rules 13a-15(e) and 15d-15(e).

32.1           Certifications  of Chief  Executive  Officer and Chief  Financial
               Officer  pursuant to 18 U.S.C.  Section 1350, as adopted pursuant
               to Section 906 of the Sarbanes-Oxley Act of 2002.

<PAGE>

                                   SIGNATURES

Pursuant to the  requirements of Section 13 or 15(d) 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.

MPM Technologies, Inc.

     By: /s/ Michael J. Luciano
         ----------------------

     Title:  Chairman and Chief Executive Officer
     Date: April 13, 2009

Pursuant to the requirements of the Securities Exchange Act of 1934, this report
has been signed below by the following  persons on behalf of the  registrant and
in the capacities and on the dates indicated.

/s/ Michael J. Luciano                  /s/ Glen Hjort
-----------------------                 -------------------
Michael J. Luciano                      Glen Hjort
Chairman & Chief Executive Officer      Chief Financial Officer & Director
Dated:  April 13, 2009                  Dated:  April 13, 2009


/s/ Frank E. Hsu                        /s/ Richard E. Appleby
------------------                      --------------------------
Frank E. Hsu                            Richard E. Appleby
Chief Operating Officer & Director      Vice President & Director
Dated: April 13, 2009                   Dated: April 13, 2009


/s/ Richard Kao                         /s/ L. Craig Cary Smith
-------------------                     ---------------------------
Richard Kao                             L. Craig Cary Smith
Director                                Director
Dated: April 13, 2009                   Dated: April 13, 2009