UNITED
STATES


SECURITIES
AND EXCHANGE COMMISSION


WASHINGTON,
D.C. 20549





FORM
10-K





[X]
                                              ANNUAL
      REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
      1934For
      the fiscal year ended:  February
      28, 2009[  ]
                                              TRANSITION
      REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
      ACTFor
      the transition period from _________ to ________Commission
      file number:  333-91191





Cascade Wind Corp., Inc.(Exact
      name of registrant as specified in its charter)Nevada
                                                      74-2329327(State
      or other jurisdiction of incorporation or organization)
                                                      (I.R.S.
      Employer Identification No.)4888 NW Bethany Blvd, Suite K-5 141 , Portland,
      OR
                                                      97229(Address
      of principal executive offices)
                                                      (Zip
      Code)Registrant’s
      telephone number:  503-617-4831Securities
      registered under Section 12(b) of the Exchange Act:Title
      of each class
                                                      Name
      of each exchange on which registerednone
                                                      not applicableSecurities
      registered under Section 12(g) of the Exchange Act:Title
      of each class
                                                      Name
      of each exchange on which registerednone
                                                      not
  applicable


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





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
[  ]       No
[X]





Check
whether the Issuer (1) filed all reports required to be filed by Section 13 or
15(d) of the Securities Exchange Act during the past 12 months (or for such
shorter period that the registrant was required to file such reports), and (2)
has been subject to such filing requirements for the past 90
days.  Yes [X] No
[   ]





Indicate
by check mark if disclosure of delinquent filers pursuant to Item 405 of
Regulation S-K (§ 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. Yes [  ] No
[X]





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 Rule 12b-2 of the Exchange Act.





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 [  ]  No
[X]





State the
aggregate market value of the voting and non-voting common equity held by
non-affiliates computed by reference to the price at which the common equity was
last sold, or the average bid and asked price of such common equity, as of the
last business day of the registrant’s most recently completed second fiscal
quarter. Not
available.





Indicate
the number of shares outstanding of each of the registrant’s classes of common
stock, as of the latest practicable date.  4,651,978 shares as of June 9,
2009





Table of Contents





TABLEOF
CONTENTS





PagePART IItem 1.
                                  Business
                                  3Item 1A.
                                  Risk Factors
                                  11Item 1B.
                                  Unresolved Staff Comments
                                  11Item 2.
                                  Properties
                                  11Item 3.
                                  Legal Proceedings
                                  11Item 4.
                                  Submission of Matters to a Vote of Security
      Holders
                                  11PART IIItem 5.
                                  Market for Registrant’s Common Equity and Related Stockholder
      Matters and Issuer Purchases of Equity Securities
                                  12Item 6.
                                  Selected Financial Data
                                  14Item 7.
                                  Management’s Discussion and Analysis of Financial Condition and
      Results of Operations
                                  14Item 7A.
                                  Quantitative and Qualitative Disclosures About Market
      Risk
                                  17Item 8.
                                  Financial Statements and Supplementary Data
                                  17Item 9.
                                  Changes In and Disagreements With Accountants on Accounting and
      Financial Disclosure
                                  17Item 9A(T).
                                  Controls and Procedures
                                  17Item 9B.
                                  Other Information
                                  19PART IIIItem 10.
                                  Directors, Executive Officers and Corporate
      Governance
                                  19Item 11.
                                  Executive Compensation
                                  21Item 12.
                                  Security Ownership of Certain Beneficial Owners and Management
      and Related Stockholder Matters
                                  23Item 13.
                                  Certain Relationships and Related Transactions, and Director
      Independence
                                  23Item 14.
                                  Principal Accountant Fees and Services
                                  24PART IVItem 15.
                                  Exhibits, Financial Statement Schedules
                                  24




2
 Table of Contents





PART I


Item1.   Business





Company
Overview





We were
originally incorporated in the state of New Mexico in January of 1984 for the
purpose of producing natural gas, leasing asphalt manufacturing products, and
leasing asphalt storage facilities. On February 28, 2007, we sold all of our
interests in 19 natural gas producing wells that we operated in Southwestern
Kansas. Projections of future cash flows associated with the Kansas properties
were expected to decline significantly due to the old age of the subject
producing wells coupled with recent changes made by Oneok Field Services to the
gas purchase and sale agreement. In the past, sales of natural gas from the
Kansas properties represented a significant portion of our total revenues.
Following the sale of our Kansas properties, we sought to acquire additional oil
and/or natural gas producing properties or other complementary business
opportunities, to replace revenues and cash flows lost due to the sale of the
Kansas properties.





In an
effort to reconstitute our business, on October 2, 2008, at an annual meeting of
our shareholders, we redomiciled our company from New Mexico to Nevada, reverse
split our outstanding common stock at a ratio of 7.7 to 1, and increased our
authorized common stock from 10,000,000 to 100,000,000 with an accompanying
change in par value from no par value per share to $.001 par value per
share.





Following
these changes, we set out to acquire the assets and business operations of
Abundant Renewable Energy, LLC (“Abundant”), a company involved in the
manufacture and sale of wind energy generators. In anticipation of this
potential acquisition and subsequent change in business operations, we
liquidated our remaining assets associated with our prior business operations
and changed our name to A.R.E. Wind Corp.





The
anticipated acquisition with Abundant, however, was never consummated. Despite
the setback, we intend to pursue our business plan in the alternative energy
industry.





On
December 1, 2008, our board of directors approved an amendment to our articles
of incorporation to change our name from "A.R.E. Wind Corp." to "Cascade Wind
Corp., Inc."  The name change amendment was approved by the board of
directors and by a majority of the shareholders.  The name change
amendment was filed with the Nevada Secretary of State on December 2,
2008.





Our
principal executive offices are located at 4888 NW Bethany Blvd, Suite K-5 #141,
Portland, OR 97229





Business
of Our Company





As a
result of our asset liquidation, we have determined to modify our business plan.
We are now in the business of developing, manufacturing, marketing, and selling
premium wind turbine systems and related equipment for electrical power
generation, specifically for use in residential, small business, rural electric
utility systems and other rural locations such as farms and wineries. We intend
to seek and acquire proprietary technology, including breakthroughs in power
electronics, alternator design, and blade design to increase performance,
reliability, and sound suppression. We intend to design, manufacture, and sell
wind turbine systems, and lightning protection systems as well as sell towers,
controllers and related equipment. We will work with other manufacturers of
inverters, lightning protection equipment and towers to integrate their
equipment into our products. We also intend to collaborate with renewable energy
(“RE”) consultants, manufacturers, the National Renewable Energy Laboratory, and
the U.S. Department of Energy (“DOE”) to develop innovative, attractive, quiet,
and durable small wind equipment, designed for ease of installation and to
certification standards which cover standard testing procedures, power ratings,
and structural designs of small wind systems.




3
 Table of Contents





Dramatic
increases in state and federal incentives, high energy costs, and environmental
consciousness are driving unprecedented growth in the small wind turbine market.
We hope to develop a product line and a dealer/installer network, which would
position us to take advantage of this opportunity.





Wind
Power





Wind
power was the most rapidly growing means of alternative electricity generation
at the turn of the 21st century. Higher turbine and blade performance, recent
increases in the availability of state incentives, and the rising cost of energy
have significantly reduced the payback period for investments in small wind
turbines for homeowners and small businesses. These factors are driving rapid
growth in sales of small wind turbine systems.





Wind
power is the conversion of wind energy into more useful forms of energy, such as
electricity, using wind turbines. At the end of 2006, worldwide capacity of wind
powered generators was 74,223 megawatts. Globally, wind power generation more
than quadrupled between 2000 and 2006; however, wind power currently produces
just over 1% of world-wide electricity.





Wind
energy is plentiful, renewable, widely distributed, clean, and reduces toxic
atmospheric and greenhouse gas emissions if used to replace fossil-fuel-derived
electricity. The intermittency of wind seldom creates problems when using wind
power at low to moderate penetration levels.  There is an estimated 50
to 100 times more wind energy than plant biomass energy available on
Earth.





The power
in the wind can be extracted by allowing it to blow past moving wings that exert
torque on a rotor. The amount of power transferred is directly proportional to
the density of the air, the area swept out by the rotor, and the cube of the
wind speed. The mass flow of air that travels through the swept area of a wind
turbine varies with the wind speed and air density.  Because so much
power is generated by higher wind speed, much of the average power available to
a windmill comes in short bursts.  As a general rule, wind generators
are practical where the average wind speed is 10 mph (16 km/h or 4.5 m/s) or
greater.  An ideal location would have a near constant flow of
non-turbulent wind throughout the year and would not suffer too many sudden
powerful bursts of wind. An important turbine siting factor is access to local
demand or transmission capacity.  The wind blows faster at higher
altitudes because of the reduced influence of drag on the surface (sea or land)
and the reduced viscosity of the air. The increase in velocity with altitude is
most dramatic near the surface and is affected by topography, surface roughness,
and upwind obstacles such as trees or buildings. As the wind turbine extracts
energy from the air flow, the air is slowed down, which causes it to spread out
and divert around the wind turbine to some extent. Betz' law states that a wind
turbine can extract at most 59% of the energy that would otherwise flow through
the turbine's cross section. The Betz limit applies regardless of the design of
the turbine.  Intermittency and the non-dispatchable nature of wind
energy production can raise costs for regulation, incremental operating reserve,
and (at high penetration levels) could require demand-side management or storage
solutions.




4
 Table of Contents





Wind
Power Industry





Much of
the Wind Industry to date is made up of large, utility-scale
turbines.  However, small wind turbines (<100kW) are now
benefitting from many of the same high-growth factors driving large turbines,
which include:





§
            Persistent,
      high energy costs





§
            Improved
      technology leading to significantly more efficient
  turbines





§
            Incentive
      programs





§
            General
      attitudes toward alternative energy
solutions





The U.S.
and Europe contain approximately 81% of the planet’s existing wind power
installations. Germany, Spain, the U.S., India, and Denmark have made the
largest investments in wind-generated electricity. By 2010, the World Wind
Energy Association expects 160GW of capacity to be installed worldwide, up from
73.9 GW at the end of 2006, implying an anticipated net growth rate of more than
21% per year.





Apart
from regulatory issues and externalities, decisions to invest in wind energy
generally depend on the cost of alternative sources of energy. Natural gas, oil
and coal prices, and the main production technologies with significant fuel
costs are often determinants in the choice of the level of wind energy.
Electricity generated from wind power can be highly variable at several
different timescales: from hour to hour, daily, and seasonally. Annual variation
also exists, but is not as significant.





Government
Incentives





Rising
energy costs have captured people's attention and concern. Buying a wind turbine
system is an action individuals can take to address that concern. State and
local governments, as well as other organizations, are also taking action by
implementing initiatives and incentive programs for wind equipment purchases.
State incentives can take the form of net metering, rebates, tax credits, and
feed in tariffs:





§
            Net
      metering allows customers to connect renewable generation equipment to
      their utility power system. The utility takes any excess energy produced
      and credits it back to the customer on a net basis. The utility in essence
      banks your energy for free. There are 42 states that have net metering in
      all or part of the state.




5
 Table of Contents




§
            Rebates
      are cash payments that are usually given to the installer, who must wait
      until the project is completed and inspected to get paid. The rebate is
      deducted from the project cost billed to the customer. Rebates can be
      based on rated power, swept area, blade length, installed cost, or
      projected energy generation.





§
            Tax
      credits can be based on project cost or per kW of rated capacity. Some tax
      credit programs have caps on maximum dollars per project or year. Some
      must be taken over several years and some are
  transferable.





§
            Feed
      in tariffs, or production incentives as they are called in Washington
      State, are above-market payments for energy generated from RE. These are
      common in Europe and interest levels are growing in the United States.
      Washington State is the only state offering production incentives at this
      time, but several other states have introduced bills to implement
      production incentives.





At least
26 states have tax or productivity incentives or other subsidies to support wind
energy. Many states offer combinations that include net metering and rebates or
tax credits. A federal net metering rule is likely in the next few years.
California, New York, Oregon, and Wisconsin are among the states that have
aggressive incentive programs. Newer incentive programs such as Oregon's,
Wisconsin's and Massachusetts’ are being designed so they favor higher
production machines such as the ARE442 and ARE110.  There is also
growing support for a federal Renewable Portfolio Standard (“RPS”), and many,
states including California, already have one. Such standards require utilities
to generate or purchase a minimum percentage of their energy from renewable
sources. The target share is increased over time. Meeting the target provides
another incentive for utilities to encourage small wind installations, and in
some states distributed generation is part of the mandate.





The
multitude of state and local incentive programs provides a more stable market,
since the loss of a program in one state affects only a small part of the
overall market. The federal agriculture bill does provide grants for Renewable
Energy (RE) generation projects. The small wind turbine steering committee for
the American Wind Energy Association (“AWEA”) has been actively lobbying for a
federal investment tax incentive, which was just recently approved for an
initial tax credit of up to $4,000 for consumer purchasing small wind turbines.
This is a major boost to the small wind industry that should further accelerate
sales of small wind turbines.





There is
a strong expectation that the U.S. will enact a carbon cap and trade system in
the next congress. Analysts calculate that depending on the rules, it will
increase electricity costs 30% to 60% by 2015. It will also increase the market
for RE Credits, allowing wind generator owners to sell the carbon offset value
of their energy to a third party. Any increase in the cost of energy or the
value of renewably generated energy improves the economics of purchasing a small
wind  turbine system. Until recently, the payback for a small wind
system was often over 15 years. With improved wind system performance, improving
incentives, and surging energy prices, payback times have been reduced
dramatically. In Oregon, for instance, recently increased incentives have
reduced payback time to as little as 5 years, even with Oregon's low current
cost of energy.  With the recently enacted federal tax incentive
program, the payback period should be further reduced and continue to enhance
the benefits of wind systems for consumers.




6
 Table of Contents





United
States





The U.S.
has added more wind energy to its grid in recent years than any other country;
U.S. wind power capacity grew by 45% to 16.8GW in 2007. Texas has become the
largest wind energy producing state, surpassing California. In 2007, the state
added 2GW to its previous capacity of approximately 4.5GW. Wind power generation
in the U.S. was up 31.8% in February, 2007 from February, 2006. The average
output of one megawatt of wind power is equivalent to the average electricity
consumption of about 250 American households. According to the AWEA, wind will
generate enough electricity in 2008 to power just over 1% (4.5 million
households) of total electricity demands in the U.S., up from less than 0.1% in
1999. U.S. Department of Energy studies have concluded that wind harvested in
just three of the fifty U.S. states could provide enough electricity to power
the entire nation, and that offshore wind farms could do the same
job.





Small Wind Poised to
Accelerate





According
to an AWEA survey, small wind turbine sales for U.S. manufacturers increased
from $33 million in 2006 to $42 million in 2007, or a 27% increase. This
reflects a 14% growth in capacity, or an increase of 9.7 MW capacity in small
wind turbines. Andy Kruse, co­founder of Southwest Wind Power (“SWWP”)
recently stated that the two largest U.S. manufacturers of small wind turbines
(SWWP and Bergey Wind Power) experienced 70% and 80% growth in sales in 2007,
respectively. Residential installations during the period grew 300%. As payback
periods continue to be reduced, we hope that the market will grow exponentially,
just as the solar industry did a few years ago. Several developments are
contributing to the industry's growth and may accelerate it in the years to
come. We feel that the small wind industry is approaching a tipping point, where
increased performance, better incentives, and higher energy costs will combine
to make wind-generated energy cheaper than utility energy. If this occurs, a
small wind turbine systems will become a smart investment for the ordinary rural
resident. Additionally, we anticipate that rapid growth will make established
companies in this industry attractive acquisition targets for larger companies
within five to seven years.





The
typical customer has one or more acres of property and a DOE Class 2 wind
resource or better.  A Class 2 wind resource is defined as a location
with an average wind speed in the range of 9.8 to 11.5 mph.  Wind
power ratings are broken down into 7 classes (1 through 7 – with 1 being the
lowest and 7 being the highest).  A Class 2 wind resource is regarded
as sufficient for a small turbine system.  According to AWEA's report
on "The Future of Small Wind and Its Markets," 20.6 million homes in the U.S.
have an acre or more of property and 50% of those homes have Class 2 Winds or
better, generating a potential market of 10 million units, making small wind a
potential multi-billion dollar industry in the United States.




7
 Table of Contents





European
Union





The
European Union (“EU”) is also a strong market, reflecting a greater
environmental consciousness and higher energy costs. All EU countries have
signed the Kyoto Accords and have begun to implement policies to meet
environmental commitments under the agreements. Carbon Emission Cap and Trade
programs, as well as RE equipment incentive programs, all support sales of RE
equipment. All 37 countries in the EU have feed-in tariffs. There is currently
no dominant residential wind equipment manufacturer in the rapidly growing
European market.





Denmark
is prominent in the manufacturing and use of wind turbines, with a commitment
made in the 1970s to eventually produce half of the country's power by wind.
Denmark generates nearly one-fifth of its electricity with wind turbines -- the
highest percentage of any country -- and is fifth in the world in total wind
power generation.





Germany
is the leading producer of wind power, with 28% of the total world capacity in
2006 and a total output of 38.5 TWh in 2007 (6.3% of German electricity); the
official target is for RE to meet 12.5% of German electricity needs by 2010.
This target may be reached ahead of schedule. Germany has 18,600 wind turbines,
mostly in the north of the country, including three of the biggest in the world,
constructed by the companies Enercon (6 MW), Multibrid (5 MW) and Repower (5
MW). Germany's Schleswig-Holstein province generates 36% of its power with wind
turbines.





Developing
Countries





Energy
demand in developing countries is growing rapidly as well. There are 1.6 billion
people in developing countries that do not have electricity, and hundreds of
millions have either poor quality or intermittent power. The demand for village
electrification programs in developing countries is expected to be strong. A new
source of funding for this market comes from the availability of CO2 abatement
credits to companies for installation of RE equipment in developing countries -
part of the Kyoto Accords treaty.





Electricity
is a major contributor in meeting global goals for economic development, poverty
alleviation, social development, health, and environmental quality. "Access to
Electricity" initiatives support collaborative efforts between private and
public sector groups for electrical development. Policy makers in developing
countries have strong motivation to provide power to rural areas, to upgrade
their people's lives and to facilitate the creation of small businesses that
encourage people to stay in their villages instead of migrating to large cities.
Private aid entities, the international banking community, and the U.S.
Export-Import Bank have some funding available for RE systems. The World Bank
has designated $7.1 billion for RE projects. The availability of carbon credits
for funding RE equipment in developing countries will bring an entirely new
source of funding to developing world energy projects. This funding could have a
dramatic impact on the size of the RE market in developing countries, where
market size is determined by available funds.




8
 Table of Contents





Our
Products





We intend
to develop wind turbine systems in the size range of 10kW to as high as 100kW.
These systems will be made available as both direct (battery-less) grid-connect
and battery charging systems. The larger systems will be sold as a grid tie
model only, which can be used in isolated grids with specially designed inverter
systems.





We also
intend to design and provide towers for wind turbine systems. Once we have
designed guyed, tilt-up pipe towers, which will meet our customers’ needs, we
will seek a manufacturer who will produce the towers to our specifications.
Monopole, self-supporting lattice, and guyed lattice towers are already produced
by a number of providers, and we will purchase them as needed for resale to our
customers.





Competition





We
compete with a number of established manufacturers, importers, and distributors
who sell wind turbine systems and related equipment. These companies enjoy brand
recognition which exceeds that of our brand name. We compete with several
manufacturers, importers, and distributors who have significantly greater
financial, distribution, advertising, and marketing resources than we do,
including:





§
            Bergey
      WindPower (“Bergey”) - The XL.1 (1 kW) is mass-produced in China and is
      smaller than any of our models. The Excel (10kW) is built in Oklahoma; it
      is a 25 year old design. Bergey sells to its own network of
      dealers/installers and directly to
consumers.





§
            Southwest
      Windpower (“SWWP”) - The Whisper 200 (900 W) and the Whisper 500 (3 kW)
      are inexpensive wind turbines manufactured in the U.S. The new Skystream
      (1.8 kW) wind turbine began shipping last year. SWWP sells through RE
      distributors such as Conergy and
GroSolar.





There are
relatively few companies competing in our industry. The large wind companies
cannot keep up with the demand in their own market and have to develop a new
generation of large wind machines every few years. We feel that they are not
likely to devote the resources necessary to enter the small wind market until it
is large enough to draw their attention and the large wind market is
mature.





We
compete primarily on the basis of quality, brand name recognition, and price. We
believe that our success will depend upon our ability to remain competitive in
our product areas. The failure to compete successfully in the future could
result in a material deterioration of customer loyalty and our image and could
have a material adverse effect on our business.




9
 Table of Contents





Intellectual
Property





We expect
to apply for patent protection in the future for our wind system designs and any
related technology innovations.  We do not currently hold any patents.
We will apply for patent protection and/or copyright protection in the United
States and other jurisdictions. While we intend to apply for some patents, we
may determine that we will not apply at all, due to the difficulty in protecting
the patent or the required disclosure of proprietary information that would
result from the patent process. We may determine that such information would be
more effectively safeguarded as trade secrets.  We intend to use a
number of different suppliers for parts so that none of our suppliers will have
sufficient information to manufacture a copy of our proprietary wind
systems.  Should we elect to outsource any proprietary components or
retain consultants, we will obtain confidentiality agreements.





We intend
to aggressively assert our rights under trade secret, unfair competition,
trademark and copyright laws to protect our intellectual property, including
product design, proprietary manufacturing processes and technologies, product
research and concepts and recognized trademarks. These rights will be protected
through the acquisition of patents and trademark registrations, the maintenance
of trade secrets, the development of trade dress, and, where appropriate,
litigation against those who are, in our opinion, infringing these
rights.





While
there can be no assurance that registered trademarks or other measures will
protect our proprietary information, we intend to assert our intellectual
property rights against any infringer. Although any assertion of our rights can
result in a substantial cost to, and diversion of effort by, our company,
management believes that the protection of our intellectual property rights is a
key component of our operating strategy.





Regulatory
Matters





We are
subject to various federal and state laws and substantial regulation of the wind
power industry under these laws by various government agencies. There are also
government regulations in other counties that we would be subject to,
particularly if we begin to sell in Europe, which has a variety of regulations
regarding the installation of wind turbine systems. Incentive programs are also
offered by various government agencies. Amendments to existing statutes or
regulations, adoption of new statutes and regulations (including those relating
to international trade) and expansion of our operations, including our use of
off-shore manufacturing suppliers, could require us to continually adapt or
modify our operations to comply with applicable laws or regulations, at costs
which could be substantial.





We are
also subject to the laws and regulations applicable to business operations, such
as business licensing requirements, income taxes and payroll taxes.





Employees





Currently,
our President, Steven Shum, is our only employee. We have entered into an
Advisory Agreement with Mr. Shum that is detailed in our Current Report on Form
8-K filed with the Securities and Exchange Commission on December 3,
2008.





Our
success will be largely dependent upon our ability to hire and retain qualified
management, technical, marketing, financial, and other personnel. There can be
no assurance that we will be able to hire or retain such necessary personnel or
that any such personnel will become sufficiently familiar with our operations or
customer base in a sufficiently timely manner to be effective. Failure to hire
and retain such personnel could have a material adverse effect on the
Company.




10
 Table of Contents





Environmental
Laws





We have
not incurred and do not anticipate incurring any expenses associated with
environmental laws.





Item1A.   Risk Factors.





A smaller
reporting company is not required to provide the information required by this
Item.





Item1B.   Unresolved Staff Comments





A smaller
reporting company is not required to provide the information required by this
Item.





Item2.   Properties





We
maintain our corporate office at 4888 NW Bethany Blvd, Suite K-5 #141, Portland,
OR 97229.





Item3.   Legal Proceedings





We are
not a party to any pending legal proceeding. We are not aware of any pending
legal proceeding to which any of our officers, directors, or any beneficial
holders of 5% or more of our voting securities are adverse to us or have a
material interest adverse to us.





Item4.   Submission of Matters to a Vote of Security
Holders





On
December 1, 2008, our board of directors approved an amendment to our articles
of incorporation to change our name from "A.R.E. Wind Corp." to "Cascade Wind
Corp., Inc."  The name change amendment was approved by the board of
directors and by a majority of the shareholders by written consent.




11
 Table of Contents





PART II





Item5.    Market for Registrant’s Common Equity
and Related Stockholder Matters and Issuer Purchases of Equity
Securities





Market
Information





Our
common stock is currently quoted on the OTC Bulletin Board (“OTCBB”), which is
sponsored by FINRA. The OTCBB is a network of security dealers who buy and sell
stock. The dealers are connected by a computer network that provides information
on current "bids" and "asks", as well as volume information. Our shares are
quoted on the OTCBB under the symbol “CWDO.”





We just
recently started quoting on the OTCBB.  Before that, our stock was
quoted on the Pink Sheets.  The following table sets forth the range
of high and low bid quotations for our common stock for each of the periods
indicated as reported by the OTCBB and Pink Sheets. These quotations reflect
inter-dealer prices, without retail mark-up, mark-down or commission and may not
necessarily represent actual transactions.  Our stock is not actively
traded, and the following shows the trades that occurred for the time periods
indicated.





Fiscal
      Year Ending February 28, 2009Quarter
      Ended
                
                High
      $
                
                Low
      $February
      28, 2009
                
                N/A
                
                N/ANovember
      30, 2008
                
                0.10
                
                0.10August
      31, 2008
                
                N/A
                
                N/AMay
      31, 2008
                
                0.50
                
                0.50








Fiscal
      Year Ending February 29, 2008Quarter
      Ended
                
                High
      $
                
                Low
      $February
      29, 2008
                
                0.35
                
                0.35November
      30, 2007
                
                0.50
                
                0.30August
      31, 2007
                
                0.50
                
                0.50May
      31, 2007
                
                N/A
                
                N/A








Penny
Stock





The SEC
has adopted rules that regulate broker-dealer practices in connection with
transactions in penny stocks. Penny stocks are generally equity securities with
a market price of less than $5.00, other than securities registered on certain
national securities exchanges or quoted on the NASDAQ system, provided that
current price and volume information with respect to transactions in such
securities is provided by the exchange or system. The penny stock rules require
a broker-dealer, prior to a transaction in a penny stock, to deliver a
standardized risk disclosure document prepared by the SEC, that: (a) contains a
description of the nature and level of risk in the market for penny stocks in
both public offerings and secondary trading; (b) contains a description of the
broker's or dealer's duties to the customer and of the rights and remedies
available to the customer with respect to a violation of such duties or other
requirements of the securities laws; (c) contains a brief, clear, narrative
description of a dealer market, including bid and ask prices for penny stocks
and the significance of the spread between the bid and ask price; (d) contains a
toll-free telephone number for inquiries on disciplinary actions; (e) defines
significant terms in the disclosure document or in the conduct of trading in
penny stocks; and (f) contains such other information and is in such form,
including language, type size and format, as the SEC shall require by rule or
regulation.




12
 Table of Contents





The
broker-dealer also must provide, prior to effecting any transaction in a penny
stock, the customer with (a) bid and offer quotations for the penny stock; (b)
the compensation of the broker-dealer and its salesperson in the transaction;
(c) the number of shares to which such bid and ask prices apply, or other
comparable information relating to the depth and liquidity of the market for
such stock; and (d) a monthly account statement showing the market value of each
penny stock held in the customer's account.





In
addition, the penny stock rules require that prior to a transaction in a penny
stock not otherwise exempt from those rules, the broker-dealer must make a
special written determination that the penny stock is a suitable investment for
the purchaser and receive the purchaser's written acknowledgment of the receipt
of a risk disclosure statement, a written agreement as to transactions involving
penny stocks, and a signed and dated copy of a written suitability
statement.





These
disclosure requirements may have the effect of reducing the trading activity for
our common stock. Therefore, stockholders may have difficulty selling our
securities.





Holders
of Our Common Stock





As of
February 28, 2009, we had two hundred and thirty
three (233) shareholders of record.





Dividends





There are
no restrictions in our articles of incorporation or bylaws that prevent us from
declaring dividends.  The Nevada Revised Statutes, however, do
prohibit us from declaring dividends where after giving effect to the
distribution of the dividend:





1.
            we
      would not be able to pay our debts as they become due in the usual course
      of business, or;


2.
            our
      total assets would be less than the sum of our total liabilities plus the
      amount that would be needed to satisfy the rights of shareholders who have
      preferential rights superior to those receiving the
      distribution.





We have
not declared any dividends and we do not plan to declare any dividends in the
foreseeable future.




13
 Table of Contents





Recent
Sales of Unregistered Securities





None.





Securities
Authorized for Issuance under Equity Compensation Plans





We do not
have any equity compensation plans.





Item6.   Selected Financial Data





A smaller
reporting company is not required to provide the information required by this
Item.





Item7.  Management’s Discussion and Analysis of Financial
Condition and Results of Operations





Forward-Looking
Statements





Certain
statements, other than purely historical information, including estimates,
projections, statements relating to our business plans, objectives, and expected
operating results, and the assumptions upon which those statements are based,
are “forward-looking statements” within the meaning of the Private Securities
Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933 and
Section 21E of the Securities Exchange Act of 1934. These forward-looking
statements generally are identified by the words “believes,” “project,”
“expects,” “anticipates,” “estimates,” “intends,” “strategy,” “plan,” “may,”
“will,” “would,” “will be,” “will continue,” “will likely result,” and similar
expressions. We intend such forward-looking statements to be covered by the
safe-harbor provisions for forward-looking statements contained in the Private
Securities Litigation Reform Act of 1995, and are including this statement for
purposes of complying with those safe-harbor provisions. Forward-looking
statements are based on current expectations and assumptions that are subject to
risks and uncertainties which may cause actual results to differ materially from
the forward-looking statements. Our ability to predict results or the actual
effect of future plans or strategies is inherently uncertain. Factors which
could have a material adverse affect on our operations and future prospects on a
consolidated basis include, but are not limited to: changes in economic
conditions, legislative/regulatory changes, availability of capital, interest
rates, competition, and generally accepted accounting principles. These risks
and uncertainties should also be considered in evaluating forward-looking
statements and undue reliance should not be placed on such statements. We
undertake no obligation to update or revise publicly any forward-looking
statements, whether as a result of new information, future events or otherwise.
Further information concerning our business, including additional factors that
could materially affect our financial results, is included herein and in our
other filings with the SEC.




14
 Table of Contents





Company
Overview





We were
originally incorporated in the state of New Mexico in January of 1984 for the
purpose of producing natural gas, leasing asphalt manufacturing products, and
leasing asphalt storage facilities. On February 28, 2007, we sold all of our
interests in 19 natural gas producing wells that we operated in Southwestern
Kansas. Projections of future cash flows associated with the Kansas properties
were expected to decline significantly due to the old age of the subject
producing wells coupled with recent changes made by Oneok Field Services to the
gas purchase and sale agreement. In the past, sales of natural gas from the
Kansas properties represented a significant portion of our total revenues.
Following the sale of our Kansas properties, we sought to acquire additional oil
and/or natural gas producing properties or other complementary business
opportunities, to replace revenues and cash flows lost due to the sale of the
Kansas properties.





In an
effort to reconstitute our business, on October 2, 2008, at an annual meeting of
our shareholders, we redomiciled our company from New Mexico to Nevada, reverse
split our outstanding common stock at a ratio of 7.7 to 1, and increased our
authorized common stock from 10,000,000 to 100,000,000 with an accompanying
change in par value from no par value per share to $.001 par value per
share.





Following
these changes, we set out to acquire the assets and business operations of
Abundant Renewable Energy, LLC (“Abundant”), a company involved in the
manufacture and sale of wind energy generators. In anticipation of this
potential acquisition and subsequent change in business operations, we
liquidated our remaining assets associated with our prior business operations
and changed our name to A.R.E. Wind Corp.





The
anticipated acquisition with Abundant, however, was never consummated. Despite
the setback, we intend to pursue our business plan in the alternative energy
industry.





On
December 1, 2008, our board of directors approved an amendment to our articles
of incorporation to change our name from "A.R.E. Wind Corp." to "Cascade Wind
Corp., Inc."  The name change amendment was approved by the board of
directors and by a majority of the shareholders.  The name change
amendment was filed with the Nevada Secretary of State on December 2,
2008.





Our
principal executive offices are located at 4888 NW Bethany Blvd, Suite K-5 #141,
Portland, OR 97229.





Business
of Our Company





As a
result of our asset liquidation, we have determined to modify our business plan.
We are now in the business of developing, manufacturing, marketing, and selling
premium wind turbine systems and related equipment for electrical power
generation, specifically for use in residential, small business, rural electric
utility systems and other rural locations such as farms and wineries. We intend
to seek and acquire proprietary technology, including breakthroughs in power
electronics, alternator design, and blade design to increase performance,
reliability, and sound suppression. We intend to design, manufacture, and sell
wind turbine systems, and lightning protection systems as well as sell towers,
controllers and related equipment. We will work with other manufacturers of
inverters, lightning protection equipment and towers to integrate their
equipment into our products. We also intend to collaborate with renewable energy
(“RE”) consultants, manufacturers, the National Renewable Energy Laboratory, and
the U.S. Department of Energy (“DOE”) to develop innovative, attractive, quiet,
and durable small wind equipment, designed for ease of installation and to
certification standards which cover standard testing procedures, power ratings,
and structural designs of small wind systems.





Dramatic
increases in state and federal incentives, high energy costs, and environmental
consciousness are driving unprecedented growth in the small wind turbine market.
We hope to develop a product line and a dealer/installer network, which would
position us to take advantage of this opportunity.




15
 Table of Contents





Results
of Operations for the Years Ended February 28, 2009 and February 29,
2008





Income. We
recorded $-0- in revenues from continuing operations for the year ended February
28, 2009, compared with $-0- in revenues for the year ended February 29,
2008.





Operating
Expenses. Operating expenses from continuing operations were $209,274 for
the year ended February 28, 2009, compared to $-0- for same period ended 2008.
The Company liquidated its assets and ceased operations as of October 3,
2008.





Discontinued
Operations. We reported a loss from discontinued operations of $237,495
for the year ended February 28, 2009 compared to a net income of $42,771 for the
same period ended 2008.





Net
Loss.  We recorded a comprehensive loss of $487,194 for the
year ended February 28, 2009, compared with comprehensive income of $48,790 for
the same period ended 2008.





Liquidity
and Capital Resources





Capital
Resources





As stated
in financial statement Note 2 - Going Concern, we do not have an established
source of revenues sufficient to continue to cover our operating costs over an
extended period of time allowing us to continue as a going concern. Moreover, we
do not currently possess a financial institution source of financing or an
adequate principal source of financing and it does not appear likely that we
will be able to obtain such a source.





At
February 28, 2009, we had $1,978 in current assets and $166,233 in current
liabilities, resulting in a working capital deficit of $164,255.





At the
date of this annual report, we have essentially ceased operations and are not a
going concern. We are actively searching for other business opportunities, but
have located nothing as of the date of this report.





To date,
we have paid no dividends and do not anticipate paying dividends into the
foreseeable future.




16
 Table of Contents





Cash
Flows from Operating Activities





Net cash
used in operating activities was $48,181 for the year ended February 28, 2009
comparable to net cash used in operating activities of $-0- for the same period
ended 2008.





Cash
Flows Used in Discontinued Operations





Net cash
used in discontinued operations amounted to $2,062,887 for the year ended
February 28, 2009, compared to $328,415 used during same period ended
2008.  The cash provided in both periods came from the liquidation of
the Company’s assets.





Cash
Flows from Financing Activities





Cash
provided by financing activities amounted to $50,159 for the year ended February
28, 2009 compared to $-0- for the same period 2008. We received $45,019 from the
sale of common stock and $5,140 in loan proceeds from a shareholder of our
company.





Off
Balance Sheet Arrangements





As of
February 28, 2009, there were no off balance sheet arrangements.





Item7A.   Quantitative and Qualitative Disclosures
About Market Risk





A smaller
reporting company is not required to provide the information required by this
Item.





Item8.   Financial Statements and Supplementary
Data





See the
financial statements annexed to this annual report.





Item9.   Changes In and Disagreements with
Accountants on Accounting and Financial Disclosure





No events
occurred requiring disclosure under Item 304(b) of Regulation S-K during the
fiscal year ending February 28, 2009.





Item9A(T).  Controls and Procedures





Evaluation
of Controls and Procedures





We
carried out an evaluation of the effectiveness of the design and operation of
our disclosure controls and procedures (as defined in Exchange Act Rules
13a-15(e) and 15d-15(e)) as of February 28, 2009.  This evaluation was
carried out under the supervision and with the participation of our Chief
Executive Officer and Chief Financial Officer, Mr. Steven Shum.  Based
upon that evaluation, our Chief Executive Officer and Chief Financial Officer
concluded that, as of February 28, 2009, our disclosure controls and procedures
are effective.  There have been no significant changes in our internal
controls over financial reporting during the quarter ended February 28, 2009
that have materially affected or are reasonably likely to materially affect such
controls.




17
 Table of Contents





Disclosure
controls and procedures are controls and other procedures that are designed to
ensure that information required to be disclosed in our reports filed or
submitted under the Exchange Act are recorded, processed, summarized and
reported, within the time periods specified in the SEC's rules and forms.
Disclosure controls and procedures include, without limitation, controls and
procedures designed to ensure that information required to be disclosed in our
reports filed under the Exchange Act is accumulated and communicated to
management, including our Chief Executive Officer and Chief Financial Officer,
to allow timely decisions regarding required disclosure.





Limitations on the
Effectiveness of Internal Controls





Our
management does not expect that our disclosure controls and procedures or our
internal control over financial reporting will necessarily prevent all fraud and
material error. Our disclosure controls and procedures are designed to provide
reasonable assurance of achieving our objectives and our Chief Executive Officer
and Chief Financial Officer concluded that our disclosure controls and
procedures are effective at that reasonable assurance level.  Further,
the design of a control system must reflect the fact that there are resource
constraints, and the benefits of controls must be considered relative to their
costs. Because of the inherent limitations in all control systems, no evaluation
of controls can provide absolute assurance that all control issues and instances
of fraud, if any, within our company have been detected. These inherent
limitations include the realities that judgments in decision-making can be
faulty, and that breakdowns can occur because of simple error or mistake.
Additionally, controls can be circumvented by the individual acts of some
persons, by collusion of two or more people, or by management override of the
internal control. The design of any system of controls also is based in part
upon certain assumptions about the likelihood of future events, and there can be
no assurance that any design will succeed in achieving its stated goals under
all potential future conditions. Over time, control may become inadequate
because of changes in conditions, or the degree of compliance with the policies
or procedures may deteriorate.





Management’s
Annual Report on Internal Control over Financing Reporting





Our
management is responsible for establishing and maintaining adequate control over
financial reporting, as such term is defined in Rules 13a-15(f) and 15d-15(f)
under the Securities Exchange Act of 1934. Under the supervision and with the
participation of our principal executive and principal financial officer, we
conducted an evaluation of the effectiveness of our internal control over
financial reporting based on the framework in Internal Control - Integrated
Framework issued by the Committee of Sponsoring Organizations of the Treadway
Commission (the “COSO Framework”). Based on this evaluation under the COSO
Framework, management concluded that its internal control over financial
reporting was effective as of February 28, 2009.





This
annual report does not include an attestation report of our registered public
accounting firm regarding internal control over financial
reporting.  Management’s report was not subject to attestation by our
registered public accounting firm pursuant to temporary rules of the Securities
and Exchange Commission that permit us to provide only management’s report in
this annual report.




18
 Table of Contents





Item9B.   Other Information





None


PART III





Item10.  Directors, Executive Officers and Corporate
Governance





Our
executive officers and directors and their respective ages as of February 28,
2009 are as follows:





Name
                Age
                Position
      Held with the CompanySteven
      Shum
                  814
      E. Second Street Unit B
                  Newberg,
      OR 97132
                38
                President,
      Chief Executive Officer, Principal Executive Officer, Chief Financial
      Officer, Principal Financial Officer, Principal Accounting Officer, and
      Director





Set forth
below is a brief description of the background and business experience of our
executive officer and Directors.





Steven
Shum is a Managing Principal of Core Fund Management, L.P. and the Fund
Manager of Core Fund, L.P.  Mr. Shum's tenure includes 15 years in the
financial services industry where he has an extensive background in equity
research, macroeconomics, and management.  Prior to joining Core Fund,
he spent four years as founder and Executive Vice President of Revere Data,
which created a patented equity research application.  In addition to
Revere Data, Mr. Shum was the senior investment analyst and co-portfolio manager
with DNB Capital Management. At DNB, he co-managed a hedge fund portfolio, which
averaged a 39% gross annual return during his six-year tenure.  Steve
began his career with the Red Chip Review, where he helped transform a start-up
publishing company into a professional research firm with over 2,000
institutional clients.  Mr. Shum earned a BS in both Finance and
General Management from Portland State University.





Term
of Office





Our
directors are appointed for a one-year term to hold office until the next annual
general meeting of our shareholders or until removed from office in accordance
with our bylaws.  Our officers are appointed by our board of directors
and hold office until removed by the board.





Significant
Employees





We do not
currently have any significant employees aside from Steven Shum.




19
 Table of Contents





Involvement
in Certain Legal Proceedings




To the
best of our knowledge, during the past five years, none of the following
occurred with respect to our present or former director, executive officer, or
employee: (1) any bankruptcy petition filed by or against any business of which
such person was a general partner or executive officer either at the time of the
bankruptcy or within two years prior to that time; (2) any conviction in a
criminal proceeding or being subject to a pending criminal proceeding (excluding
traffic violations and other minor offenses); (3) being subject to any order,
judgment or decree, not subsequently reversed, suspended or vacated, of any
court of competent jurisdiction, permanently or temporarily enjoining, barring,
suspending or otherwise limiting his or her involvement in any type of business,
securities or banking activities; and (4) being found by a court of competent
jurisdiction (in a civil action), the SEC or the Commodities Futures Trading
Commission to have violated a federal or state securities or commodities law,
and the judgment has not been reversed, suspended or vacated.




Committees
of the Board




Our
company currently does not have nominating, compensation or audit committees or
committees performing similar functions nor does our company have a written
nominating, compensation or audit committee charter. Our directors believe that
it is not necessary to have such committees, at this time, because the functions
of such committees can be adequately performed by the board of
directors.




Our
company does not have any defined policy or procedural requirements for
shareholders to submit recommendations or nominations for directors. The board
of directors believes that, given the stage of our development, a specific
nominating policy would be premature and of little assistance until our business
operations develop to a more advanced level. Our company does not currently have
any specific or minimum criteria for the election of nominees to the board of
directors and we do not have any specific process or procedure for evaluating
such nominees. The board of directors will assess all candidates, whether
submitted by management or shareholders, and make recommendations for election
or appointment.




A
shareholder who wishes to communicate with our board of directors may do so by
directing a written request addressed to our President and director, Mr. Steven
Shum, at the address appearing on the first page of this annual
report.





Code
of Ethics





On March
15, 2006, our Board of Directors adopted a written Code of Ethics designed to
deter wrongdoing and promote honest and ethical conduct, full, fair and accurate
disclosure, compliance with laws, prompt internal reporting and accountability
to adherence to the Code of Ethics. This Code of Ethics has been filed with the
Securities and Exchange Commission as an Exhibit to our Form 10-KSB for the year
ended February 28, 2006. Individuals may obtain a written copy of the Code of
Ethics by submitting a written request to our administrative
offices.




20
 Table of Contents





Item11.  Executive Compensation





Summary
Compensation Table





The table
below summarizes all compensation awarded to, earned by, or paid to both to our
officers and to our directors for all services rendered in all capacities to us
for our fiscal years ended February 28, 2009 and 2008.





SUMMARY
      COMPENSATION TABLENameand
                principalposition
              Year
              Salary($)
              Bonus
                ($)
              Stock
                Awards
                ($)
              Option
                Awards
                ($)
              Non-Equity
                Incentive
      Plan
                Compensation
                ($)
              Nonqualified
                Deferred
                Compensation
                Earnings
      ($)
              All
      Other
                Compensation
                ($)
              Total
                ($)Steven
      ShumPresident, Chief Executive Officer, Principal
      Executive Officer,
                Chief
      Financial Officer, Principal Financial Officer,
                Principal
      Accounting Officer and Director
              2009
                
                2008
              0
                
                0
              0
                
                0
              0
                
                0
              0
                
                0
              0
                
                0
              0
                
                0
              $10,250
                
                0
              $10,250
                
                0William
      N. Hagler
                Former
      CEO and Director
              2009
                
                2008
              $101,164
                
                $101,164
              0
                
                0
              0
                
                0
              0
                
                0
              0
                
                0
              0
                
                0
              $3,035(1)
                
                $3,035(1)
              $104,199
                
                $104,199Rick
      L. Hurt
                Former
      Secretary, Treasurer, and Director
              2009
                
                2008
              $54,889
                
                $54,889
              0
                
                0
              0
                
                0
              0
                
                0
              0
                
                0
              0
                
                0
              $3,035(1)
                
                $3,035(1)
              $57,924
                
                $57,924




(1)
Consists of SIMPLE IRA employer matching contributions amounting to the lesser
of employee elective deferrals or 3% of salary.





Narrative
Disclosure to the Summary Compensation Table





On
December 1, 2008, we entered into an Advisory Agreement (“Agreement”) with Steve
Shum, our officer and director.  Mr. Shum has been retained to provide
financial advisory services for a term from November 17, 2008 to December 31,
2008.  Mr. Shum will be paid a fixed fee in the amount of $10,250 for
services provided under the Agreement.  In providing services under
the Agreement, Mr. Shum will be acting as an independent contract, not an
employee of the Company.




21
 Table of Contents




Outstanding
Equity Awards at Fiscal Year-End





The table
below summarizes all unexercised options, stock that has not vested, and equity
incentive plan awards for each named executive officer as of February 28,
2009.





OUTSTANDING
      EQUITY AWARDS AT FISCAL YEAR-ENDOPTION
      AWARDS
                          STOCK
      AWARDSName
                          Number
      of
                            Securities
                            Underlying
                            Unexercised
                            Options
                            (#)
                            Exercisable
                          Number
      of
                            Securities
                            Underlying
                            Unexercised
                            Options
                            (#)
                            Unexercisable
                          Equity
                            Incentive
                            Plan
                            Awards:
                            Number
      of
                            Securities
                            Underlying
                            Unexercised
                            Unearned
                            Options
                            (#)
                          Option
                            Exercise
                            Price
                            ($)
                          Option
                            Expiration
                            Date
                          Number
                            of
                            Shares
                            or
      Units
                            of
                            Stock
      That
                            Have
                            Not
                            Vested
                            (#)
                          Market
                            Value
                            of
                            Shares
                            or
                            Units
                            of
                            Stock
                            That
                            Have
                            Not
                            Vested
                            ($)
                          Equity
                            Incentive
                            Plan
                            Awards:
                            Number
                            of
                            Unearned
                            Shares,
                            Units
      or
                            Other
                            Rights
                            That
      Have
                            Not
                            Vested
                            (#)
                          Equity
                            Incentive
                            Plan
                            Awards:
                            Market
      or
                            Payout
                            Value
      of
                            Unearned
                            Shares,
                            Units
      or
                            Other
                            Rights
                            That
                            Have
      Not
                            Vested
                            (#)Steven
      Shum
                          -
                          -
                          -
                          -
                          -
                          -
                          -
                          -
                          -William
      N. Hagler
                          -
                          -
                          -
                          -
                          -
                          -
                          -
                          -
                          -Rick
      L. Hurt
                          -
                          -
                          -
                          -
                          -
                          -
                          -
                          -
                          -





Stock
Option Grants





We have
not granted any stock options to the executive officers or directors since our
inception.





Director
Compensation





We do not
pay any compensation to our directors at this time. However, we reserve the
right to compensate our directors in the future with cash, stock, options, or
some combination of the above.





We have
not reimbursed our directors for expenses incurred in connection with attending
board meetings nor have we paid any directors fees or other cash compensation
for services rendered as a director in the year ended February 28,
2009.





Stock
Option Plans





We did
not have a stock option plan as of February 28, 2009




22
 Table of Contents





Item12.  Security Ownership of Certain Beneficial Owners
and Management and Related Stockholder
Matters





Security
Ownership of Certain Beneficial Owners and Management and Related Stockholder
Matters





The
following table sets forth, as of February 28, 2009, the beneficial ownership of
our common stock by each executive officer and director, by each person known by
us to beneficially own more than 5% of the our common stock and by the executive
officers and directors as a group.  Except as otherwise indicated, all
shares are owned directly and the percentage shown is based on 4,652,057 shares
of common stock issued and outstanding on February 28, 2009.





Title
      of class
              Name
      and addressof
      beneficial owner (1)
              Amount
      ofbeneficial
      ownership
              Percentof
      class*Executive
      Officers & Directors:Common
              Steven
      Shum
                814
      E. Second Street Unit B
                Newberg,
      OR 97132
              1,096,806
      shares
              23.6%Total
      of All Directors and Executive Officers:
              1,096,806
      shares
              23.6%More
      Than 5% Beneficial Owners:Common
              David
      Baker
                814
      E. Second Street Unit B
                Newberg,
      OR 97132
              3,200,649
      shares
              68.8%




(1)
            As
      used in this table, "beneficial ownership" means the sole or shared power
      to vote, or to direct the voting of, a security, or the sole or shared
      investment power with respect to a security (i.e., the power to dispose
      of, or to direct the disposition of, a security). In addition, for
      purposes of this table, a person is deemed, as of any date, to have
      "beneficial ownership" of any security that such person has the right to
      acquire within 60 days after such
date.





Item13.   Certain Relationships and Related
Transactions, and Director Independence





Except as
follows, none of our directors or executive officers, nor any proposed nominee
for election as a director, nor any person who beneficially owns, directly or
indirectly, shares carrying more than 5% of the voting rights attached to all of
our outstanding shares, nor any members of the immediate family (including
spouse, parents, children, siblings, and in-laws) of any of the foregoing
persons has any material interest, direct or indirect, in any transaction over
the last fiscal year or in any presently proposed transaction which, in either
case, has or will materially affect us.





On
December 1, 2008, we entered into an Advisory Agreement (“Agreement”) with Steve
Shum, our officer and director.  Mr. Shum has been retained to provide
financial advisory services for a term from November 17, 2008 to December 31,
2008.  Mr. Shum will be paid a fixed fee in the amount of $10,250 for
services provided under the Agreement.  In providing services under
the Agreement, Mr. Shum will be acting as an independent contract, not an
employee of the Company.




23
 Table of Contents





Item14.   Principal Accounting Fees and
Services





Below is
the table of Audit Fees (amounts in US$) billed by our auditor in connection
with the audit of the Company’s annual financial statements for the years
ended:





Financial
      Statements for the Year Ended February 29 & 28
                        Audit
      Services
                        Audit
      Related Fees
                        Tax
      Fees
                        Other
      Fees2009
                        $4,000
                        -
                        -
                        -2008
                        $23,364
                        -
                        -
                        -





PART IV





Item15.   Exhibits, Financial Statements
Schedules





Index to
Financial Statements Required by Article 8 of Regulation S-X:





Audited
      Financial Statements:F-1
                              Report of Independent Registered Public Accounting
      FirmF-2
                              Consolidated Balance Sheets as of February 28, 2009 and
      February 29, 2008;F-3
                              Statements of Operations for the Years Ended February 28, 2009
      and February 29, 2008 and for the Period from October 3, 2008 (Date of
      Inception) to February 28, 2009;F-4
                              Statement of Stockholders’ Equity (Deficit) as of February 28,
      2009;F-5
                              Statements of Cash Flows for the Years Ended February 28, 2009
      and February 29, 2008 and for the Period from October 3, 2008 (Date of
      Inception) to February 28, 2009;F-6
                              Notes to Financial
Statements




Exhibit
      Number
                            Description3.1
                            Articles
      of Incorporation, as amended (1)3.2
                            Bylaws,
      as amended (1)23.1
                            Consent of Maddox Ungar Silberstein,
      PLLC23.2
                            Consent of Richey, May & Co.,
  LLP31.1
                            Certification of Chief Executive Officer pursuant to
      Securities Exchange Act Rule 13a-14(a)/15d-14(a), as adopted pursuant to
      Section 302 of the Sarbanes-Oxley Act of 200231.2
                            Certification of Chief Financial Officer pursuant to
      Securities Exchange Act Rule 13a-14(a)/15d-14(a), as adopted pursuant to
      Section 302 of the Sarbanes-Oxley Act of 200232.1
                            Certification 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





1
            Incorporated
      by reference to the Registration Statement on Form S-1 filed on April 9,
      2001.





24
 Table of Contents





SIGNATURES





In
accordance with Section 13 or 15(d) of the Exchange Act, the registrant caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.





Cascade
Wind Corp., Inc.





By:
            /s/
      Steven ShumSteven
      Shum
              President,
      Chief Executive Officer, Principal Executive Officer,
              Chief
      Financial Officer, Principal Financial Officer,
              Principal
      Accounting Officer and DirectorJune
      9, 2009





In accordance with Section 13 or 15(d)
of the Exchange Act, this report has been signed below by the following persons
on behalf of the registrant and in the capacities and on the dates
indicated:





By:
            /s/
      Steven ShumSteven
      Shum
              President,
      Chief Executive Officer, Principal Executive Officer,
              Chief
      Financial Officer, Principal Financial Officer,
              Principal
      Accounting Officer and DirectorJune
      9, 2009




25
 Table of Contents


MaddoxUngar
Silberstein, PLLCCPAs and Business
Advisors


Phone
(248) 203-0080


Fax (248)
281-0940


30600
Telegraph Road, Suite 2175


Bingham
Farms, MI 48025-4586


www.maddoxungar.com








REPORT
OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM





To the
Board of Directors


Cascade
Wind Corp., Inc.


Portland,
Oregon





We have
audited the accompanying balance sheet of Cascade Wind Corp., Inc., (formerly
known as Intermountain Refining Co., Inc.) as of February 28, 2009, and the
related statements of operations, stockholders’ equity (deficit), and cash flows
for the period then ended and the period from October 3, 2008 (inception as
development stage) to February 28, 2009.  These financial statements
are the responsibility of the Companies management. Our responsibility is to
express an opinion on these financial statements based on our
audits.  The financial statements of Intermountain Refining Co., Inc.
as of December 31, 2007 were audited by other auditors whose report dated May
12, 2008 expressed an unqualified opinion on those statements.








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 has determined that it is not required to have, nor were we engaged to
perform, an audit of its internal control over financial
reporting.  Our audits 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 includes examining on a test basis, evidence supporting the amounts and
disclosures in the financial statements.  An audit also includes
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 financial position of Cascade Wind Corp, Inc., as of
February 28, 2009 and the results of their operations and cash flows for the
period then ended and for the period from October 3, 2008 (inception as
development stage) to February 28, 2009, in conformity with accounting
principles generally accepted in the United States.





The
accompanying financial statements have been prepared assuming that Cascade Wind
Corp., Inc. will continue as a going concern.  As discussed in Note 2
to the financial statements, the Company has incurred losses from operations,
has negative working capital, and is in need of additional capital to grow its
operations so that it can become profitable.  These factors raise
substantial doubt about the Company’s ability to continue as a going
concern.  Management’s plans with regard to these matters are
described in Note 2. The accompanying financial statements do not include any
adjustments that might result from the outcome of this uncertainty.








/s/ Maddox Ungar
Silberstein, PLLC


Maddox
Ungar Silberstein, PLLC





Bingham
Farms, Michigan


June 8,
2009


F-1
 Table of Contents


CASCADEWIND CORP., INC.


(FORMERLY
KNOWN AS INTERMOUNTAIN REFINING CO., INC.)


(A
DEVELOPMENT STAGE COMPANY)


BALANCE
SHEETS


AS
OF FEBRUARY 28, 2009 AND FEBRUARY 29, 2008





ASSETS
                          2009
                          
                          2008Current
      AssetsCash
      and cash equivalents
                          $
                          1,978
                          
                          $
                          0OTHER
      ASSETSNet
      assets of discontinued operations
                          
                          0
                          
                          
                          2,847,226TOTAL
      ASSETS
                          $
                          1,978
                          
                          $
                          2,847,226LIABILITIES
      AND STOCKHOLDERS’ EQUITY (DEFICIT)Current
      LiabilitiesAccrued
      expenses
                          $
                          161,093
                          
                          $
                          0Loans
      from shareholder
                          
                          5,140
                          
                          
                          0Net
      liabilities of discontinued operations
                          
                          0
                          
                          
                          35,674TOTAL
      LIABILITIES
                          
                          166,233
                          
                          
                          35,674STOCKHOLDERS’
      EQUITY (DEFICIT)Preferred
      stock, par $0.01, 5,000,000 shares authorized, no shares issued and
      outstanding
                          
                          0
                          
                          
                          0Common
      stock, par $0.001, 100,000,000 shares authorized, 4,651,978 shares issued
      and outstanding (1,155,609 shares issued and outstanding, no par value –
      2008)
                          
                          4,652
                          
                          
                          0Paid
      in capital
                          
                          40,367
                          
                          
                          1,455,314Deficit
      accumulated during the development stage
                          
                          (209,274)
                          
                          
                          0Retained
      earnings
                          
                          0
                          
                          
                          1,315,813Accumulated
      other comprehensive income
                          
                          0
                          
                          
                          40,425Total
      Stockholders’ Equity (Deficit)
                          
                          (164,255)
                          
                          
                          2,811,552TOTAL
      LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT)
                          $
                          1,978
                          
                          $
                          2,847,226





The
accompanying notes are an integral part of the financial
statements.


F-2
 Table of Contents


CASCADEWIND CORP., INC.


(FORMERLY
KNOWN AS INTERMOUNTAIN REFINING CO., INC.)


(A
DEVELOPMENT STAGE COMPANY)


STATEMENTS
OF OPERATIONS


FOR
THE PERIODS ENDED FEBRUARY 28, 2009 AND FEBRUARY 29, 2008


FOR
THE PERIOD FROM OCTOBER 3, 2008 (INCEPTION OF DEVELOPMENT STAGE) TO FEBRUARY 28,
2009





Period
      ended
                              February
      28, 2009
                            
                            Period
      ended
                              February
      29, 2008
                            
                            Inception
      of
                              Development
      Stage through
                              February
      28, 2009GROSS
      REVENUES
                            $
                            0
                            
                            $
                            0
                            
                            $
                            0OPERATING
      EXPENSES
                            
                            209,274
                            
                            
                            0
                            
                            
                            209,274LOSS
      FROM CONTINUING OPERATIONS
                            
                            (209,274)
                            
                            
                            0
                            
                            
                            (209,274)INCOME
      (LOSS) FROM DISCONTINUED OPERATIONS NET OF INCOME TAXES
                            
                            (237,495)
                            
                            
                            42,771
                            
                            
                            0OTHER
      COMPREHENSIVE INCOME (LOSS), net of tax
                            
                            (40,425)
                            
                            
                            6,019
                            
                            
                            0COMPREHENSIVE
      INCOME (LOSS)
                            $
                            (487,194)
                            
                            $
                            48,790
                            
                            $
                            (209,274)WEIGHTED
      AVERAGE NUMBER OF SHARES OUTSTANDING
                            
                            2,529,933
                            
                            
                            1,155,609NET
      INCOME (LOSS) PER SHARE:CONTINUING OPERATIONS
                            $
                            (0.08)
                            
                            $
                            0.00DISCONTINUED
      OPERATIONS
                            $
                            (0.09)
                            
                            $
                            0.04COMPREHENSIVE
      INCOME (LOSS) PER SHARE
                            $
                            (0.19)
                            
                            $
                            0.04





The
accompanying notes are an integral part of the financial
statements.


F-3
 Table of Contents


CASCADEWIND CORP., INC.


(FORMERLY
KNOWN AS INTERMOUNTAIN REFINING CO., INC.)


(A
DEVELOPMENT STAGE COMPANY)


STATEMENT
OF STOCKHOLDERS’ EQUITY (DEFICIT)


AS
OF FEBRUARY 28, 2009





Common
      Stock
                                    
                                    Additional
                                      Paid
      in
                                    
                                    Deficit
                                      Accumulated
                                      During
      the
                                      Development
                                    
                                    Retained
                                    
                                    ComprehensiveShares
                                    
                                    Amount
                                    
                                    Capital
                                    
                                    Stage
                                    
                                    Earnings
                                    
                                    Gain
      (Loss)
                                    
                                    TotalBalance,
      February 29, 2008
                                    
                                    1,155,609
                                    
                                    $
                                    0
                                    
                                    $
                                    1,455,314
                                    
                                    
                                    -
                                    
                                    $
                                    1,315,813
                                    
                                    $
                                    40,425
                                    
                                    $
                                    2,811,552Reverse
      stock split and par value adjustment
                                    
                                    (1,005,530)
                                    
                                    
                                    150
                                    
                                    
                                    (150)
                                    
                                    
                                    -
                                    
                                    
                                    -
                                    
                                    
                                    -
                                    
                                    
                                    0Decrease
      in holding gain on available for sale investments, net of deferred tax
      credit of $13,880
                                    
                                    -
                                    
                                    
                                    -
                                    
                                    
                                    -
                                    
                                    
                                    -
                                    
                                    
                                    -
                                    
                                    
                                    (25,780)
                                    
                                    
                                    (25,780)Transfer
      to recognized gain on available for sale investments, net of deferred tax
      expenses of $7,887
                                    
                                    -
                                    
                                    
                                    -
                                    
                                    
                                    -
                                    
                                    
                                    -
                                    
                                    
                                    -
                                    
                                    
                                    (14,645)
                                    
                                    
                                    (14,645)Distribution
      to shareholders
                                    
                                    -
                                    
                                    
                                    -
                                    
                                    
                                    (1,453,706)
                                    
                                    
                                    -
                                    
                                    
                                    (1,078,318)
                                    
                                    
                                    -
                                    
                                    
                                    (2,532,024)Common
      stock issued for cash at $0.01 per share
                                    
                                    4,501,899
                                    
                                    
                                    4,502
                                    
                                    
                                    40,517
                                    
                                    
                                    -
                                    
                                    
                                    -
                                    
                                    
                                    -
                                    
                                    
                                    45,019Reduction
      in paid in capital for excess liabilities from discontinued
      operations
                                    
                                    -
                                    
                                    
                                    -
                                    
                                    
                                    (1,608)
                                    
                                    
                                    -
                                    
                                    
                                    -
                                    
                                    
                                    -
                                    
                                    
                                    (1,608)Net
      loss for the year ended February 28, 2009
                                    
                                    -
                                    
                                    
                                    -
                                    
                                    
                                    -
                                    
                                    
                                    (209,274)
                                    
                                    
                                    (237,495)
                                    
                                    
                                    -
                                    
                                    
                                    (446,769)Balance,
      February 28, 2009
                                    
                                    4,651,978
                                    
                                    $
                                    4,652
                                    
                                    $
                                    40,367
                                    
                                    $
                                    (209,274)
                                    
                                    $
                                    0
                                    
                                    $
                                    0
                                    
                                    $
                                    (164,255)





The
accompanying notes are an integral part of the financial
statements.


F-4
 Table of Contents


CASCADEWIND CORP., INC.


(FORMERLY
KNOWN AS INTERMOUNTAIN REFINING CO., INC.)


(A
DEVELOPMENT STAGE COMPANY)


STATEMENTS
OF CASH FLOWS


FOR
THE YEARS ENDED FEBRUARY 28, 2009 AND FEBRUARY 29, 2008


FOR
THE PERIOD FROM OCTOBER 3, 2008 (INCEPTION OF DEVELOPMENT STAGE) TO FEBRUARY 28,
2009




Period
      ended
                            February
      28, 2009
                          
                          Period
      ended
                            February
      29, 2008
                          
                          Inception
      of Development Stage through
                            February
      28, 2009Cash
      Flows from Operating Activities:Net
      Loss
                          $
                          (209,274)
                          
                          $
                          0
                          
                          $
                          (209,274)Adjustments
      to Reconcile Net Loss to Net Cash Used in Operating
      Activities:Changes
      in Assets and LiabilitiesIncrease
      in accrued expenses
                          
                          161,093
                          
                          
                          0
                          
                          
                          161,093Net
      Cash Used in Operating Activities
                          
                          (48,181)
                          
                          
                          0
                          
                          
                          (48,181)Cash
      Flows from Financing Activities:Sale
      of common stock
                          
                          45,019
                          
                          
                          0
                          
                          
                          45,019Loan
      from shareholder
                          
                          5,140
                          
                          
                          0
                          
                          
                          5,140Net
      Cash Provided by Financing Activities
                          
                          50,159
                          
                          
                          0
                          
                          
                          50,159Cash
      Flows Used in Discontinued Operations
                          
                          (2,062,887)
                          
                          
                          (328,415)Net
      Increase (Decrease) in Cash and Cash Equivalents
                          
                          (2,060,909)
                          
                          
                          (328,415)
                          
                          
                          1,978Cash
      and Cash Equivalents – Beginning
                          
                          2,062,887
                          
                          
                          2,391,302
                          
                          
                          0Cash
      and Cash Equivalents – Ending
                          $
                          1,978
                          
                          $
                          2,062,887
                          
                          $
                          1,978Supplemental
      Cash Flow Information:Cash
      paid for interest
                          $
                          314
                          
                          $
                          518
                          
                          $
                          0Cash
      paid for income taxes
                          $
                          (7,394)
                          
                          $
                          199,216
                          
                          $
                          0




The
accompanying notes are an integral part of the financial
statements.


F-5
 Table of Contents


CASCADEWIND CORP., INC.


(FORMERLY
KNOWN AS INTERMOUNTAIN REFINING CO., INC.)


(A
DEVELOPMENT STAGE COMPANY)


NOTES
TO THE FINANCIAL STATEMENTS


FEBRUARY
28, 2009





NOTE
1 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES





Nature of
Business


Cascade
Wind Corp. (formerly A.R.E. Wind Corp), a development stage company located in
Portland, Oregon, was incorporated in Nevada on September 8, 2008.  On
October 2, 2008, the Company merged with Intermountain Refining Co.,
Inc.  We are now in the business of developing, manufacturing,
marketing, and selling premium wind turbine systems and related equipment for
electrical power generation, specifically for use in residential, small
business, rural electric utility systems and other rural locations such as farms
and wineries. We intend to seek and acquire proprietary technology, including
breakthroughs in power electronics, alternator design, and blade design to
increase performance, reliability, and sound suppression. We intend to design,
manufacture, and sell wind turbine systems, and lightning protection systems as
well as sell towers, controllers and related equipment.





Use of
Estimates


The
preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect the reported amounts of assets and liabilities and disclosure 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.





Recent Accounting
Pronouncements


In May
2008, the Financial Accounting Standards Board (“FASB”) issued SFAS No. 163,
“Accounting for Financial
Guarantee Insurance Contracts-and interpretation of FASB Statement No.
60”.SFAS
No. 163 clarifies how Statement 60 applies to financial guarantee insurance
contracts, including the recognition and measurement of premium revenue and
claims liabilities. This statement also requires expanded disclosures about
financial guarantee insurance contracts. SFAS No. 163 is effective for fiscal
years beginning on or after December 15, 2008, and interim periods within those
years. SFAS No. 163 has no effect on the Company’s financial position,
statements of operations, or cash flows at this time.





In May
2008, the Financial Accounting Standards Board (“FASB”) issued SFAS No. 162,
“The Hierarchy of Generally
Accepted Accounting Principles”.SFAS No. 162 sets forth
the level of authority to a given accounting pronouncement or document by
category. Where there might be conflicting guidance between two categories, the
more authoritative category will prevail. SFAS No. 162 will become effective 60
days after the SEC approves the PCAOB’s amendments to AU Section 411 of the
AICPA Professional Standards. SFAS No. 162 has no effect on the Company’s
financial position, statements of operations, or cash flows at this
time.





The
Company does not expect the adoption of these or other recently issued
accounting pronouncements to have a significant impact on the Company’s results
of operations, financial position or cash flow.





Basis of
Presentation


The
accompanying financial statements have been prepared in accordance with
accounting principles generally accepted in the United States of America and the
rules of the Securities and Exchange Commission (“SEC”).





Basis of
Accounting


The
financial statements have been prepared on the accrual basis of accounting in
conformity with accounting principles generally accepted in the United States of
America.  Revenues are recognized as income when earned and expenses
are recognized when they are incurred. The Company does not have significant
categories of cost as its income is recurring with high margins. Expenses such
as wages, consulting expenses, legal and professional fees, and rent are
recorded when the expense is incurred.




F-6
 Table of Contents


CASCADE
WIND CORP., INC.


(FORMERLY
KNOWN AS INTERMOUNTAIN REFINING CO., INC.)


(A
DEVELOPMENT STAGE COMPANY)


NOTES
TO THE FINANCIAL STATEMENTS


FEBRUARY
28, 2009





NOTE
1 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)





Development Stage
Company


The
Company has been reclassified as a development stage enterprise as of October 3,
2008.  The accompanying financial statements have been prepared in
accordance with the Statement of Financial Accounting Standards No. 7
”Accounting and Reporting by Development-Stage Enterprises”.  A
development-stage enterprise is one in which planned principal operations have
not commenced or if its operations have commenced, there has been no significant
revenues there from.





Cash and Cash
Equivalents


Cascade
Wind Corp. considers all highly liquid investments with maturities of three
months or less to be cash equivalents.  At February 28, 2009 the
Company had $1,978 of cash.





Fair Value of Financial
Instruments


The
Company’s financial instruments consist of cash and cash equivalents, loans to a
related party, accrued expenses and credit card payables. The carrying amount of
these financial instruments approximates fair value due either to length of
maturity or interest rates that approximate prevailing market rates unless
otherwise disclosed in these financial statements.





Basic loss per
share


Basic
loss per share has been calculated based on the weighted average number of
shares of common stock outstanding during the period.





NOTE
2 - GOING CONCERN





The
Company's financial statements are prepared using generally accepted accounting
principles in the United States of America applicable to a going concern which
contemplates the realization of assets and liquidation of liabilities in the
normal course of business. The Company has not yet established an ongoing source
of revenues sufficient to cover its operating costs and allow it to continue as
a going concern. The ability of the Company to continue as a going concern is
dependent on the Company obtaining adequate capital to fund operating losses
until it becomes profitable. If the Company is unable to obtain adequate
capital, it could be forced to cease operations.





In order
to continue as a going concern, the Company will need, among other things,
additional capital resources. Management's plan is to obtain such resources for
the Company by obtaining capital from management and significant shareholders
sufficient to meet its minimal operating expenses and seeking equity and/or debt
financing. However management cannot provide any assurances that the Company
will be successful in accomplishing any of its plans.





The
ability of the Company to continue as a going concern is dependent upon its
ability to successfully accomplish the plans described in the preceding
paragraph and eventually secure other sources of financing and attain profitable
operations. The accompanying financial statements do not include any adjustments
that might be necessary if the Company is unable to continue as a going
concern.





F-7
 Table of Contents


CASCADE
WIND CORP., INC.


(FORMERLY
KNOWN AS INTERMOUNTAIN REFINING CO., INC.)


(A
DEVELOPMENT STAGE COMPANY)


NOTES
TO THE FINANCIAL STATEMENTS


FEBRUARY
28, 2009





NOTE
3 - SIGNIFICANT EVENTS





On
October 2, 2008, the Company entered into an Agreement and Plan of Merger to
re-domicile the Company from New Mexico to Nevada.  The re-domicile
was effectuated by merging (the “Merger”) Intermountain
Refining Co., Inc., a New Mexico Corporation, with and into A.R.E. Wind Corp., a
Nevada corporation formed in preparation for the re-domicile. The Merger was
effective on October 2, 2008 upon filing Articles of Merger with the Nevada
Secretary of State.  The Company’s shareholders approved the Merger at
the annual shareholder meeting held on October 2, 2008.





Pursuant
to the Agreement and Plan of Merger, each share of common stock of the Company
was converted into one fully paid and non-assessable share of A.R.E. Wind
Corp.  As such, each stock certificate representing issued and
outstanding shares of common stock of Intermountain Refining Co., Inc. continued
to represent the same number and class of shares of A.R.E. Wind common stock.
The officers and directors of the Company became the officers and directors of
A.R.E. Wind Corp. The Company also adopted the Articles of Incorporation and
Bylaws of A.R.E. Wind Corp. as our governing documents.





The
Company amended the Articles of Incorporation and Bylaws to allow one director
instead of requiring two directors to serve at any given time. The Merger has
been accounted for as a recapitalization of the Company accordingly the
historical financial statements of the Company are presented as those of the
merged entity.





On
October 3, 2008, the Company entered into a Plan of Liquidation and Escrow
Agreement (the “Plan”)
with an officer and director, Mr. William Hagler, for the purpose of effecting
the liquidation of all of its assets to shareholders of the
Company.  The Company’s board of directors and shareholders has
approved the Plan pursuant to Nevada law.  Under the Plan, Mr. Hagler
will serve as Escrow Agent and is authorized to sell and otherwise liquidate all
of our assets and properties and to pay or make adequate provision for the
payment of all of our debts, liabilities and obligations (the “Asset Sale”). The Company
intends to conduct the Asset Sale in the coming weeks.  Once
completed, the Company intends to distribute the net proceeds from the Asset
Sale to the Company’s shareholders of record as of December 11,
2008.  It is expected that these shareholders will receive a majority
of the cash to be distributed before the end of the 2008 and that a smaller,
final distribution could follow in the first half of 2009.





Mr.
Hagler will not receive any compensation in connection with his role as Escrow
Agent in the Asset Sale.  However, if his responsibilities as Escrow
Agent continue after December 31, 2008, the Company has agreed to pay Mr. Hagler
$50 per hour for the time he spends in connection with the Asset
Sale.





As a
result of the Asset Sale, the Company will no longer be engaged in its prior
business, but will undertake the business of manufacturing and selling wind
energy generators.  In connection with our new business direction, the
Company is currently involved in negotiations with different entities in the
industry.  There can be no assurance, however, that the Company’s
efforts to acquire such an opportunity will be successful.





On
December 1, 2008, the Company entered into an Advisory Agreement (“Agreement”) with Steve Shum,
its Chief Executive Officer.  Mr. Shum has been retained to provide
financial advisory services to the Company for a term from November 17, 2008 to
December 31, 2008.  Mr. Shum will be paid a fixed fee in the amount of
$10,250 for services provided under the Agreement.  In providing
services under the Agreement, Mr. Shum will be acting as an independent
contract, not an employee of the Company.




F-8
 Table of Contents


CASCADE
WIND CORP., INC.


(FORERMLY
KNOWN AS INTERMOUNTAIN REFINING CO., INC.)


(A
DEVELOPMENT STAGE COMPANY)


NOTES
TO THE FINANCIAL STATEMENTS


FEBRUARY
28, 2009





NOTE
3 - SIGNIFICANT EVENTS (CONTINUED)




On
December 1, 2008, the Company also entered into an Advisory Agreement (“Agreement”) with David N.
Baker.  Mr. Baker has been retained to provide financial advisory
services to the Company for a term from November 17, 2008 to December 31,
2008.  Mr. Baker will be paid a fixed fee in the amount of $34,500 for
services provided under the Agreement.





On
December 1, 2008, the Board of Directors of the Company approved an amendment to
the Company's articles of incorporation to change the name of the Company from
"A.R.E. Wind Corp." to
"Cascade Wind Corp.,
Inc." The name change amendment was approved by the board of directors
and by a majority of the shareholders.  The name change amendment was filed
with the Nevada Secretary of State on December 2, 2008.





NOTE
4 – LOAN FROM SHAREHOLDER





On
October 14, 2008, the Company received a loan from a shareholder for
$5,140.  The loan is non-interest bearing and due on
demand.





NOTE
5 – CAPITAL STOCK





The
Company amended its Articles of Incorporation to increase the authorized common
stock from 10,000,000 to 100,000,000 shares, and changed the par value of the
common stock from no par to $0.001 par value.   The Company also
reverse split the outstanding shares of common stock at a ratio of 7.7 to 1,
leaving a total of 150,079 shares of common stock issued and outstanding
following the split.





During
the period ended February 28, 2009, the Company issued 4,501,899 shares of our
common stock at a price of $0.01 per share. The Company conducted the offering
as a private placement, exempt from the registration requirements of the
Securities Act of 1933 under Section 4(2) and/or Rule 506 of Regulation D there
under.  As a result of the issuance of the above mentioned common
shares, Mr. Steven Shum owns 1,096,806 shares of our common stock and Mr. David
Baker owns 3,200,649 shares of our common stock, and together they own 92.4% of
the outstanding shares of our common stock, resulting in a change of
control.





Total
common shares issued and outstanding at February 28, 2009 are
4,651,978.





NOTE
6 – INCOME TAXES





For the
period ended February 28, 2009, Cascade Wind Corp. has incurred net losses from
continuing operations and, therefore, has no tax liability.  The net
deferred tax asset generated by the loss carry-forward has been fully
reserved.  The cumulative net operating loss carry-forward is
approximately $210,000 at February 28, 2009, and will expire beginning in the
year 2029. The cumulative tax effect at the expected rate of 34% of significant
items comprising our net deferred tax amount is as follows:





2009Deferred
      tax asset attributable to:Net
      operating loss carryover
                      $
                      71,400Valuation
      allowance
                      
                      (71,400)Net
      deferred tax asset
                      $
                      -





F-9
 Table of Contents


CASCADE
WIND CORP., INC.


(FORMERLY
KNOWN AS INTERMOUNTAIN REFINING CO., INC.)


(A
DEVELOPMENT STAGE COMPANY)


NOTES
TO THE FINANCIAL STATEMENTS


FEBRUARY
28, 2009





NOTE
7 – DISCONTINUED OPERATIONS





ASSETS
                        February
      28, 2009
                        
                        February
      29, 2008Current
      AssetsCash
      and cash equivalents
                        $
                        0
                        
                        $
                        2,062,887Accounts
      receivable
                        
                        0
                        
                        
                        13,051Current
      portion of notes payable
                        
                        0
                        
                        
                        15,731Accrued
      interest receivable
                        
                        0
                        
                        
                        685Income
      tax refund receivable
                        
                        0
                        
                        
                        11,468Prepaid
      expenses
                        
                        0
                        
                        
                        939Total
      Current Assets
                        
                        0
                        
                        
                        2,104,761Property
      and equipment, net
                        
                        0
                        
                        
                        582,459OTHER
      ASSETSAvailable
      – for – sale investments
                        
                        0
                        
                        
                        136,508Notes
      receivable, net of current portion
                        
                        0
                        
                        
                        23,223Other
      assets
                        
                        0
                        
                        
                        275Total
      Other Assets
                        
                        0
                        
                        
                        160,006TOTAL
      ASSETS
                        $
                        0
                        
                        $
                        2,847,226LIABILITIES
      AND STOCKHOLDERS’ EQUITY (DEFICIT)Current
      LiabilitiesAccounts
      payable and accrued expenses
                        $
                        0
                        
                        $
                        4,102Taxes
      other than income taxes
                        
                        0
                        
                        
                        2,618Deferred
      taxes
                        
                        0
                        
                        
                        21,767Asset
      retirement obligations
                        
                        0
                        
                        
                        7,187Total
      Current Liabilities
                        
                        0
                        
                        
                        35,674STOCKHOLDERS’
      EQUITY (DEFICIT)Preferred
      stock, par $0.01, 5,000,000 shares authorized, no shares issued and
      outstanding
                        
                        0
                        
                        
                        0Common
      stock, par $0.001, 100,000,000 shares authorized, 4,651,978 shares issued
      and outstanding (150,079 – 2008)
                        
                        0
                        
                        
                        150Paid
      in capital
                        
                        0
                        
                        
                        1,455,164Retained
      earnings
                        
                        0
                        
                        
                        1,315,813Accumulated
      other comprehensive income
                        
                        0
                        
                        
                        40,425Total
      Stockholders’ Equity (Deficit)
                        
                        0
                        
                        
                        2,811,552TOTAL
      LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT)
                        $
                        0
                        
                        $
                        2,847,226




On
October 3, 2008, the Company entered into a Plan of Liquidation and Escrow
Agreement for the purpose of effecting the liquidation of all of its assets to
shareholders of the Company. Accordingly, the Company’s financial statements
were restated to reflect its operations as discontinued. The following financial
statements present the Company’s financial position and operations prior to the
restatement.





F-10
 Table of Contents


CASCADE WIND CORP.,
INC.


(FORMERLY
KNOWN AS INTERMOUNTAIN REFINING CO., INC.)


(A
DEVELOPMENT STAGE COMPANY)


NOTES
TO THE FINANCIAL STATEMENTS


FEBRUARY
28, 2009





NOTE 7 – DISCONTINUED OPERATIONS
(CONTINUED)





Period
      ended February 28, 2009
                                
                                Period
      ended February 29, 2008GROSS
      REVENUES
                                $
                                228,278
                                
                                $
                                356,296OPERATING
      EXPENSES
                                
                                579,968
                                
                                
                                452,139INCOME
      (LOSS) FROM DISCONTINUED OPERATIONS
                                
                                (351,690)
                                
                                
                                (95,843)OTHER
      INCOME (EXPENSES)
                                
                                (21,578)
                                
                                
                                139,395NET
      INCOME (LOSS) BEFORE PROVISION FOR INCOME TAXES
                                
                                (373,268)
                                
                                
                                43,552PROVISION
      FOR INCOME TAXES
                                
                                135,773
                                
                                
                                (781)NET
      INCOME (LOSS)
                                
                                (237,495)
                                
                                
                                42,771OTHER
      COMPREHENSIVE INCOME
                                
                                (40,425)
                                
                                
                                6,019COMPREHENSIVE
      INCOME
                                $
                                (277,920)
                                
                                $
                                48,790WEIGHTED
      AVERAGE NUMBER OF SHARES OUTSTANDING
                                
                                2,529,933
                                
                                
                                1,155,609NET
      INCOME (LOSS) PER SHARE
                                $
                                (0.09)
                                
                                $
                                0.04
  F-11