**UNITED
      STATES**


**SECURITIES
      AND EXCHANGE COMMISSION**


**Washington,
      D.C. 20549**





**FORM
      10-KSB/A**





**x** ****  **ANNUAL
      REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
      1934**





For
      the
      fiscal year ended December 31, 2006





or





**o** ****  **TRANSITION
      REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
      1934**





For
      the
      transition period from ____________________ to
      ______________________________.





Commission
      File Number: 000-26027





SMART
      ENERGY SOLUTIONS, INC.


(Exact
      name of registrant as specified in its charter)





Nevada
              (State
                or Other Jurisdiction of Incorporation)
            20-3353835
              (IRS
                Employer Identification No.)





Suite
      #
      7


210
      West
      Parkway


Pompton
      Plains, NJ 07444


(Address
      of Principal Executive Offices, Zip Code)





(973)
      248-8008


(Registrant's
      Telephone Number, Including Area Code)








Securities
      registered pursuant to Section 12(b) of the Act: None





Securities
      registered pursuant to section 12(g) of the Act: Common Stock, $0.001 par
      value





Check
      whether the issuer is not required to file reports pursuant to Section 13 or
      15(d) of the Exchange Act o





Check
      whether the issuer (1) filed all reports required to be filed by Section 13
      or
      15(d) of the 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 o





Check
      if
      there is no disclosure of delinquent filers in response to Item 405 of
      Regulation S-B contained in this form, and no disclosure will be contained,
      to
      the best of registrant's knowledge, in definitive proxy or information
      statements incorporated by reference in Part II of this Form 10-KSB or any
      amendment to this Form 10-KSB. o









Indicate
      by check mark whether the registrant is a shell company (as defined in Rule
      12b-2 of the Exchange Act).  Yes o No **x**





The
      issuer’s revenues for its most recent fiscal year were $1,818,973.





Based
      on
      the closing sales price of the Common Stock on October 29, 2007, the aggregate
      market value of the voting common equity held by non-affiliates computed by
      reference to the price at which the common equity was sold, or the average
      bid
      and asked price of such common equity, as of October 29, 2007 (a date within
      the
      past 60 days) was $27,250,367.





The
      number of shares outstanding of the issuer’s class of common stock outstanding
      as of October 29, 2007 was 79,510,992.





Documents
      Incorporated By Reference: None





Transitional
      Small Business Issuer Disclosure Format (check one): Yes o No **x** .





2





**Explanatory
      Note — Restatement of Consolidated Financial Statements**





We
      are
      filing this Amendment No. 1 to our Annual Report on Form 10-KSB for the year
      ended December 31, 2006 (the “2006 Annual Report”) as our auditors have informed
      us that the 2006 Annual Report contained an earlier draft of our consolidated
      financial statements for the year ended December 31, 2006 and not the final
      version of these statements. For convenience and ease of reference, we are
      filing only the final version of our consolidated financial statements and
      footnotes to the 2006 Annual Report. Accordingly, this Amendment No. 1 should
      be
      read in conjunction with the 2006 Annual Report filed with the SEC on April
      13,
      2007 and with our subsequent filings with the SEC. This Amendment No. 1
      speaks as of the original filing date of the 2006 Annual Report and does not
      reflect events occurring after such filing date or modify or update the
      disclosures therein in any way other than as required to reflect the amendment
      described herein.




3




**Item
      7.**  **Financial
      Statements**





**SMART
        ENERGY SOLUTIONS, INC.**
 **(formerly
        Datigen.com, Inc.)**
 **FINANCIAL
        STATEMENTS**
 
 **December
        31, 2006 and 2005**
 
 
 4
  **CONTENTS**
 
 Report
                  of Independent Registered Public Accounting Firm
              6Balance
                  Sheet
              7Statements
                  of Operations
              8Statements
                  of Stockholders' Equity
              9Statements
                  of Cash Flows
              10Notes
                  to the Financial Statements
              12
 
 
 5
  REPORT
        OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
 
 
 To
        The
        Board of Directors and Shareholders
 Smart
        Energy Solutions, Inc.
 Pompton
        Plains, New Jersey
 
 We
        have
        audited the accompanying balance sheet of Smart Energy Solutions, Inc. (formerly
        Datigen.com, Inc.) as of December 31, 2006, and the related statements of
        operations, stockholders' equity, and cash flows for the years ended December
        31, 2006 and 2005. These financial statements are the responsibility of the
        Company's management. Our responsibility is to express an opinion on these
        financial statements based on our audit.
 
 We
        conducted our audit in accordance with the standards of the PCAOB (United
        States). Those standards require that we plan and perform the audit to obtain
        reasonable assurance about whether the financial statements are free of material
        misstatement. The Company is not required to have, nor were we engaged to
        perform, an audit of its internal controls over financial reporting. Our
        audits
        included consideration of internal control over financial reporting as a
        basis
        for designing our 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. As such 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 audit provides 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 Smart Energy Solutions, Inc.
        (formerly Datigen.com, Inc.) as of December 31, 2006 and the results of their
        operations and their cash flows for the years ended December 31, 2006 and
        2005
        in conformity with accounting principles generally accepted in the United
        States.
 
 The
        accompanying financial statements have been prepared assuming that the Company
        will continue as a going concern. As discussed in Note 2 to the financial
        statements, the Company has incurred substantial losses from operations and
        has
        limited sales of its product which raises substantial doubt about its ability
        to
        continue as a going concern. Management's plans in regard to these matters
        are
        also described in Note 2. The financial statements do not include any
        adjustments that might result from the outcome of this uncertainty.
 
 
 
 Chisholm,
        Bierwolf & Nilson, LLC
 Bountiful,
        Utah
 March
        9,
        2007
  6
 **SMART
              ENERGY SOLUTIONS, INC.**
 (formerly
              Datigen.com, Inc.)
 Balance
              Sheet
 ASSETSDecember
                    31,2006CURRENT
                    ASSETSCash
                
                $
                963,627Accounts
                    receivable, net
                
                
                1,230,588Inventory
                
                
                213,441Prepaid
                    expenses
                
                
                154,709Total
                    Current Assets
                
                
                2,562,365PROPERTY
                    AND EQUIPMENT, net
                
                
                54,796OTHER
                    ASSETSDeferred
                    loan fees, net
                
                
                81,378Trademark,
                    net
                
                
                1,001Deposits
                
                
                32,513Battery
                    Brain technology, net
                
                
                33,871Total
                    Other Assets
                
                
                148,763TOTAL
                    ASSETS
                
                $
                2,765,924LIABILITIES
                    AND STOCKHOLDERS’ EQUITYCURRENT
                    LIABILITIESAccounts
                    payable and accrued expenses
                
                $
                309,924Bank
                    overdraft
                
                
                71,424Convertible
                    debt, net
                
                
                936,101Total
                    Current Liabilities
                
                
                1,317,449Total
                    Liabilities
                
                
                1,317,449COMMITMENTSSTOCKHOLDERS’
                    EQUITYPreferred
                    stock: no par value; 1,000,000 sharesauthorized;
                    none outstanding
                
                
                -Common
                    stock: no par value; authorized 500,000,000shares;
                    71,510,628 shares issued and outstanding
                
                
                10,212,723Accumulated
                    deficit
                
                
                (8,764,248
                )Total
                    Stockholders’ Equity
                
                
                1,448,475TOTAL
                    LIABILITIES AND STOCKHOLDERS’ EQUITY
                
                $
                2,765,924
  The
                  accompanying notes are an integral part of these financial
                  statements.
 7
 **SMART
                  ENERGY SOLUTIONS, INC.**
 (formerly
                  Datigen.com, Inc.)
 Statements
                  of Operations
  For
                      the Years EndedDecember
                      31,2006
                  
                  2005REVENUES
                  
                  $
                  1,818,973
                  
                  $
                  151,257COST
                      OF SALES
                  
                  
                  1,184,889
                  
                  
                  78,167GROSS
                      MARGIN
                  
                  
                  634,084
                  
                  
                  73,090OPERATING
                      EXPENSESGeneral
                      and administrative
                  
                  
                  1,520,223
                  
                  
                  615,441Marketing
                      and advertising
                  
                  
                  437,125
                  
                  
                  546,107Professional
                      fees
                  
                  
                  150,345
                  
                  
                  131,262Consulting
                      fees
                  
                  
                  3,517,992
                  
                  
                  1,178,791TOTAL
                      OPERATING EXPENSES
                  
                  
                  5,625,685
                  
                  
                  2,471,601LOSS
                      FROM OPERATIONS
                  
                  
                  (4,991,601
                  )
                  
                  (2,398,511
                  )OTHER
                      INCOME (EXPENSES)Interest
                      income
                  
                  
                  19,315
                  
                  
                  1,815Interest
                      expense
                  
                  
                  (356,210
                  )
                  
                  (122,881
                  )TOTAL
                      OTHER INCOME (EXPENSES)
                  
                  
                  (336,895
                  )
                  
                  (121,066
                  )LOSS
                      BEFORE INCOME TAXES
                  
                  
                  (5,328,496
                  )
                  
                  (2,519,577
                  )INCOME
                      TAX EXPENSE
                  
                  
                  -
                  
                  
                  -NET
                      LOSS
                  
                  $
                  (5,328,496
                  )
                  $
                  (2,519,577
                  )BASIC
                      AND DILUTED LOSSPER
                      COMMON SHARE
                  
                  $
                  (0.08
                  )
                  $
                  (0.05
                  )BASIC
                      AND DILUTED WEIGHTED AVERAGENUMBER
                      OF SHARES OUTSTANDING
                  
                  
                  67,453,046
                  
                  
                  53,968,475
 The
                accompanying notes are an integral part of these financial
                statements.
 8
 **SMART
                ENERGY SOLUTIONS, INC.**
 (formerly
                Datigen.com, Inc.)
 Statements
                            of Stockholders’
Equity
  Common
                        Stock
                    
                    
                    AccumulatedShares
                    
                    
                    Amount
                    
                    
                    Deficit
                    
                    
                    TotalBalance,
                        December 31, 2004
                    
                    
                    36,517,856
                    
                    $
                    1,092,782
                    
                    $
                    (916,175
                    )
                    $
                    176,607Common
                        stock issued for cash
                    
                    
                    25,591,749
                    
                    
                    2,610,600
                    
                    
                    -
                    
                    
                    2,610,600Common
                        stock issued for services
                    
                    
                    1,170,000
                    
                    
                    234,000
                    
                    
                    -
                    
                    
                    234,000Valuation
                        of options and warrants
                    
                    
                    -
                    
                    
                    435,665
                    
                    
                    -
                    
                    
                    435,665Net
                        loss for the year endedDecember
                        31, 2005
                    
                    
                    -
                    
                    
                    -
                    
                    
                    (2,519,577
                    )
                    
                    (2,519,577
                    )Balance,
                        December 31, 2005
                    
                    
                    63,279,605
                    
                    
                    4,373,047
                    
                    
                    (3,435,752
                    )
                    
                    937,295Common
                        stock issued for cash
                    
                    
                    5,959,845
                    
                    
                    1,889,416
                    
                    
                    -
                    
                    
                    1,889,416Common
                        stock issued for services
                    
                    
                    1,742,607
                    
                    
                    1,001,220
                    
                    
                    -
                    
                    
                    1,001,220Common
                        stock issued forexercise
                        of warrants
                    
                    
                    200,000
                    
                    
                    90,000
                    
                    
                    -
                    
                    
                    90,000Common
                        stock issued forloan
                        fees
                    
                    
                    328,571
                    
                    
                    157,714
                    
                    
                    -
                    
                    
                    157,714Valuation
                        of warrants and options
                    
                    
                    -
                    
                    
                    1,963,521
                    
                    
                    -
                    
                    
                    1,963,521Value
                        attributable to beneficial conversionfeature
                        of convertible debt
                    
                    
                    -
                    
                    
                    737,805
                    
                    
                    -
                    
                    
                    737,805Net
                        loss for the year endedDecember
                        31, 2006
                    
                    
                    -
                    
                    
                    -
                    
                    
                    (5,328,496
                    )
                    
                    (5,328,496
                    )Balance,
                        December 31, 2006
                    
                    
                    71,510,628
                    
                    $
                    10,212,723
                    
                    $
                    (8,764,248
                    )
                    $
                    1,448,475
 The
                  accompanying notes are an integral part of these financial
                  statements.
 9
 **SMART
                  ENERGY SOLUTIONS, INC.**
 (formerly
                  Datigen.com, Inc.)
 Statements
                  of Cash Flows
 
 For
                  the Years Ended
                December
                  31,2006
              
              
              2005CASH
                FLOWS FROM OPERATING ACTIVITIESNet
                  loss
              
              $
              (5,328,496
              
              $
              (2,519,577
              )Adjustments
                  to reconcile net loss to net cash usedby
                  operating activities:Depreciation
                  and amortization
              
              
              149,178
              
              
              68,113Warrants
                  and options issued for services
              
              
              1,963,521
              
              
              435,665Common
                  stock issued for services
              
              
              1,001,220
              
              
              234,000Accretion
                  of discount on convertible notes payable
              
              
              173,906
              
              
              -Changes
                  in operating assets and liabilities:(Increase)
                  Decrease in accounts receivable
              
              
              (1,214,905
              )
              
              (15,683
              )(Increase)
                  Decrease in inventory
              
              
              (18,787
              )
              
              (126,763
              )(Increase)
                  Decrease in prepaid expenses and deposits
              
              
              (157,929
              )
              
              (23,293
              )Increase
                  (Decrease) in accounts payable, bank overdraftand
                  accrued expenses
              
              
              49,088
              
              
              330,735Net
                  Cash Provided in Operating Activities
              
              
              (3,383,204
              )
              
              (1,616,803
              )CASH
                  FLOWS FROM INVESTING ACTIVITIESPurchase
                  of intangible assets
              
              
              -
              
              
              (7,359
              )Purchases
                  of property and equipment
              
              
              (22,130
              )
              
              (105,025
              )Net
                  Cash Used in Investing Activities
              
              
              (22,130
              )
              
              (112,384
              )CASH
                  FLOWS FROM FINANCING ACTIVITIESLoan
                  fees paid
              
              
              (50,000
              )
              
              -Proceeds
                  from exercise of common stock warrants
              
              
              90,000
              
              
              -Proceeds
                  from convertible notes payable
              
              
              1,500,000
              
              
              -Proceeds
                  from issuance of common stock
              
              
              1,889,416
              
              
              2,610,600Net
                  Cash Provided by Financing Activities
              
              
              3,429,416
              
              
              2,610,600NET
                  INCREASE (DECREASE) IN CASH
              
              
              24,082
              
              
              881,413CASH
                  AT BEGINNING OF YEAR
              
              
              939,545
              
              
              58,132CASH
                  AT END OF YEAR
              
              $
              963,627
              
              $
              939,545
 The
                  accompanying notes are an integral part of these financial
                  statements.
 10
 **SMART
                  ENERGY SOLUTIONS, INC.**
 (formerly
                  Datigen.com, Inc.)
 Statements
                  of Cash Flows
 For
                  the Years Ended
                December
                  31,2006
              
              2005SUPPLEMENTAL
                DISCLOSURES OF CASH FLOWINFORMATIONCash
                  paid during the year for:Interest
              
              $
              -
              
              $
              -Income
                  taxes
              
              $
              -
              
              $
              -NON-CASH
                  FINANCING AND INVESTINGACTIVITIES:Common
                  stock issued for services
              
              $
              1,001,220
              
              $
              234,000Warrants
                  and options issued for services
              
              $
              1,963,521
              
              $
              435,665Common
                  stock issued for loan fees
              
              $
              157,714
              
              $
              -
 The
                  accompanying notes are an integral part of these financial
                  statements.
 11
 **SMART
                    ENERGY SOLUTIONS, INC.**
 (formerly
                    Datigen.com, Inc.)
 Notes
                    to
                    the Financial Statements
 December
                    31, 2006 and 2005
 
 NOTE
                  1 -
              ORGANIZATION
                  AND SUMMARY OF SIGNIFICANT ACCOUNTING
                  POLICIES
 
 a.
        Business and Organization
 
 This
        summary of significant accounting policies of Smart Energy Solutions, Inc.
        (the
        Company) is presented to assist in understanding the Company’s financial
        statements. The financial statements and notes are representations of the
        Company’s management, which is responsible for their integrity and objectivity.
        These accounting policies conform to accounting principles generally accepted
        in
        the United States of America and have been consistently applied in the
        preparation of the financial statements.
 
 Nature
        of Operations - Smart
        Energy Solutions, Inc., was incorporated in the State of Utah on February
        10,
        1999, for the purpose of developing and marketing various Internet and
        Internet-related products and services. On March 23, 2005, the Company purchased
        inventory, manufacturing molds and technology from Purisys, Inc. whereby
        it
        became a producer of an electronic control for vehicle batteries, known as
        the
“Battery Brain”, which is intended to keep the batteries from discharging to the
        point that the vehicle can not be started. It is also intended to prevent
        the
        vehicle from being started without using the ignition system by what it commonly
        known as hot wiring. The Company has been selling the Battery Brain from
        that
        date on a wholesale basis through distributors and a retail basis over the
        internet. A special meeting of the shareholders of the Company was held on
        August 22, 2005. At the Meeting, the shareholders approved the change of
        the
        Company’s state of incorporation from Utah to Nevada by the merger of the
        Company with and into its wholly owned subsidiary, Smart Energy Solutions,
        Inc.,
        a Nevada corporation. The shareholders also authorized the differences between
        the Articles of Incorporation of Smart Energy Solutions, Inc. and the
        Certificate of Incorporation of the Company, including changing the Company's
        name from Datigen.com, Inc. to Smart Energy Solutions, Inc., increasing the
        number of shares of the authorized common stock of the Company from 50,000,000
        to 500,000,000 shares of common stock and authorization of a class of 1,000,000
        million shares of preferred stock.
 
 Share-Based
        Payments -The
        Company has adopted the fair value based method of accounting for stock-based
        employee compensation in accordance with Statement of Financial Accounting
        Standards Number 123 (REVISED 2004), "Share-Based Payment" (SFAS 123[R]).
        In
        accordance with SFAS 123[R], option expense of $1,963,521 and $435,665 was
        recognized for the years ended December 31, 2006 and 2005, respectively.
        The
        expense was calculated using the Black-Scholes valuation model.
 
 Fair
        Value of Financial Instruments - The
        carrying value of cash and cash equivalents, accounts receivable and accounts
        payable approximates fair value due to the short-term maturity of these
        instruments. The carrying value of notes payable approximates fair value
        because
        negotiated terms and conditions are consistent with current market rates
        as of
        December 31, 2006 and 2005.
 
 Cash
        and Cash Equivalents -For
        purposes of financial statement presentation, the Company considers all highly
        liquid investments with a maturity of three months or less, from the date
        of
        purchase, to be cash equivalents.
 
 12
 **SMART
              ENERGY SOLUTIONS, INC.**
 (formerly
              Datigen.com, Inc.)
 Notes
              to
              the Financial Statements
 December
              31, 2006 and 2005
 
 NOTE
        1
        -  ORGANIZATION
        AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
 
 Concentration
        of Credit Risk -
        Financial instruments, which potentially subject us to concentrations of
        credit
        risk, consist principally of cash and trade receivables. Concentrations of
        credit risk with respect to trade receivables are limited due to the clients
        that comprise our customer base and their dispersion across different business
        and geographic areas. We estimate and maintain an allowance for potentially
        uncollectible accounts and such estimates have historically been within
        management's expectations. Our cash balances are maintained in accounts held
        by
        major banks and financial institutions located in the United States. The
        Company
        occasionally maintains amounts on deposit with a financial institution that
        are
        in excess of the federally insured limit of $100,000. Statement of Financial
        Accounting Standards No. 105 identifies this as a concentration of credit
        risk
        requiring disclosure, regardless of the degree of risk. The risk is managed
        by
        maintaining all deposits in high quality financial institutions. Amounts
        in
        excess of federally insured limits totaled approximately $864,000 at December
        31, 2006.
 
 During
        the year ended December 31, 2006, the Company had one customer that accounted
        for approximately 39% of its revenues.
 
 Basic
        Loss Per Share - The
        computation of basic and diluted loss per common share is based on the weighted
        average number of shares outstanding during each period.
 
 December
                  31,2006
              
              2005NET
                  LOSS
              
              $
              (5,328,496
              )
              $
              (2,519,577
              )BASIC
                  LOSS PER COMMON SHARE
              
              $
              (0.08
              )
              $
              (0.05
              )BASIC
                  WEIGHTED AVERAGENUMBER
                    OF SHARES OUTSTANDING
              
              
              67,453,046
              
              
              53,968,475
 
 The
        computation of diluted earnings per common share is based on the weighted
        average number of shares outstanding during the year plus the common stock
        equivalents which would arise from the exercise of stock options and warrants
        outstanding using the treasury stock method and the average market price
        per
        share during the year. Common stock equivalents, consisting of 10,223,665
        in
        options and 16,850,518 in warrants were considered but were not included
        in the
        computation of loss per share at December 31, 2006 and 2005 because they
        would
        have been anti-dilutive.
 
 Use
        of
        Estimates -The
        preparation of financial statements in conformity with accounting principles
        generally accepted in the United States of America 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.
 13
 **SMART
                ENERGY SOLUTIONS, INC.**
 (formerly
                Datigen.com, Inc.)
 Notes
                to
                the Financial Statements
 December
                31, 2006 and 2005
  NOTE
                  1 -
              ORGANIZATION
                  AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
                  (Continued)
 
 Revenue
        Recognition -
        The
        Company applies the provisions of SEC Staff Accounting Bulletin No. 104,
        "Revenue Recognition in Financial Statements" ("SAB 104"), which provides
        guidance on the recognition, presentation and disclosure of revenue in financial
        statements filed with the SEC. SAB 104 outlines the basic criteria that must
        be
        met to recognize revenue and provides guidance for disclosure related to
        revenue
        recognition policies. In general, the Company recognizes revenue related
        to
        goods and services provided when (i) persuasive evidence of an arrangement
        exists, (ii) delivery has occurred or services have been rendered, (iii)
        the fee
        is fixed or determinable, and (iv) collectibility is reasonably
        assured.
 
 The
        Company's revenues are generated from sale of products. Revenues from the
        sale
        of products are generally recognized upon shipment of product, which corresponds
        with the transfer of title. The costs of shipping are typically billed to
        the
        customer upon shipment and are included in cost of sales.
 
 Research
        and Development -The
        Company follows the policy of expensing its research and development costs
        in
        the period in which they are incurred in accordance with SFAS No. 2, “Accounting
        for Research and Development Costs”. The Company incurred research and
        development expenses of approximately $128,296 and $-0- during the years
        ended
        December 31, 2006 and 2005, respectively.
 
 Inventory -The
        Company’s inventory is composed of Battery Brain units and memory chips for the
        Battery Brain. The inventory is recorded at the lower of cost or
        market.
 
 Accounts
        Receivable -  Accounts
        receivable are carried at original invoice amount less an estimate made for
        doubtful receivables based on a review of all outstanding amounts on a monthly
        basis. Specific reserves are estimated by management based on certain
        assumptions and variables, including the customer’s financial condition, age of
        the customer’s receivables, and changes in payment histories. As of December 31,
        2006 and 2005, an allowance for doubtful receivables $68,018 and $1,743,
        respectively, was considered necessary. Trade receivables are written off
        when
        deemed uncollectible. Recoveries of trade receivables previously written
        off are
        recorded when received.
 
 Income
        Taxes -
        The
        Company has adopted FASB 109 to account for income taxes. The Company currently
        has no issues which create timing differences that would mandate
        deferred tax expense. Net operating losses would create possible
        tax
 assets
        in
        future years, but due to the uncertainty as to the utilization of net operating
        loss carry forwards, a valuation allowance has been made to the extent of
        any
        tax benefit that net operating losses may generate.
 14
 **SMART
                ENERGY SOLUTIONS, INC.**
 (formerly
                Datigen.com, Inc.)
 Notes
                to
                the Financial Statements
 December
                31, 2006 and 2005
 NOTE
        1
        -  ORGANIZATION
        AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
 (Continued)
 
 Net
        deferred tax assets consist of the following components as of December 31,
        2006
        and 2005:
 2006
              
              2005Deferred
                  tax assets:NOL
                  Carryover
              
              $
              1,597,403
              
              $
              721,466Deferred
                  tax liabilities:
              
              
              -
              
              
              -Valuation
                  allowance
              
              
              (1,597,403
              )
              
              (721,466
              )Net
                  deferred tax asset
              
              $
              -
              
              $
              -
 
 The
        income tax provision differs from the amount of income tax determined by
        applying the U.S. federal and state income tax rates of 39% to pretax income
        from continuing operations for the years ended December 31, 2006 and 2005
        due to
        the following:
  2006
              
              
              2005Book
                    Loss from Operations
              
              $
              (2,109,904
              )
              $
              (982,635
              )Options
                  and warrants issued for services
              
              
              733,850
              
              
              169,909Common
                  stock issued for services
              
              
              490,107
              
              
              91,260Allowance
                  for bad debts
              
              
              24,624
              
              
              680Valuation
                  allowance
              
              
              861,323
              
              
              720,786$
              -
              
              $
              -
 
 At
        December 31, 2006, the Company had net operating loss carryforwards of
        approximately $5,102,000 that may be offset against future taxable income
        from
        the year 2024 through 2026. No tax benefit has been reported in the December
        31,
        2006 financial statements since the potential tax benefit is offset by a
        valuation allowance of the same amount.
 
 Due
        to
        the change in ownership provisions of the Tax Reform Act of 1986, net operating
        loss carry forwards for Federal income tax reporting purposes are subject
        to
        annual limitations. Should a change in ownership occur, net operating loss
        carryforwards may be limited as to use in future years.
 
 Intangible
        Assets -
        Intangible assets consist of technology and trademark costs. Technology costs
        are acquisition costs. Trademark costs are costs incurred to develop and
        file
        trademark applications. If the technology is purchased or the trademarks
        are
        approved, the costs are amortized using the straight-line method over the
        estimated lives of 5 years for technology and 5 years for trademarks.
        Unsuccessful trademark application costs are expensed at the time the
        application is denied. Management assesses the carrying values of long-lived
        assets for impairment when circumstances warrant such a review. In performing
        this assessment, management considers current market analysis and appraisal
        of
        the technology, along with estimates of future cash flows. The Company
        recognizes impairment losses when undiscounted cash flows estimated to be
        generated from long-lived assets are less than the amount of unamortized
        assets.
  15
 **SMART
                ENERGY SOLUTIONS, INC.**
 (formerly
                Datigen.com, Inc.)
 Notes
                to
                the Financial Statements
 December
                31, 2006 and 2005
  NOTE
        1
        -  ORGANIZATION
        AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
 
 On
        March
        23, 2005, the Company purchased the technology to its Battery Brain product
        for
        $52,109. The technology is being amortized over a period of 5 years. Costs
        associated with the trademark on the Battery Brain product of $1,431 are
        also
        capitalized. Trademarks that are pending or are being developed are not being
        amortized.
 
 Future
        Amortization of these Costs is as follows:
 2007  $10,787
 2008  $10,787
 2009  $10,787
 2010  $
        2,510
 
 Amortization
        expense for the years ended December 31, 2006 and 2005 was $10,707 and $7,959,
        respectively. The Company has recorded no impairment of its intangible assets
        in
        2006 or 2005.
 
 Property
        and Equipment -The
        Company’s property and equipment are comprised of the following December 31,
        2006:
 
 Office
                  equipment
              
              $
              35,853Trade
                  show booth
              
              
              4,650Molds
              
              
              22,500Leasehold
                  improvements
              
              
              9,665Accumulated
                  depreciation
              
              
              (17,872
              )Net
                  Property and Equipment
              
              $
              54,796
 
 The
        equipment is depreciated over its estimated useful life of 5 years under
        the
        straight-line method. Leasehold improvements are depreciated over the lesser
        of
        the lease term or the useful life of the asset. Depreciation expense for
        the
        years ended December 31, 2006 and 2005 was $12,134 and $11,279, respectively.
        During the year ended December 31, 2005, the Company determined that molds
        with
        a depreciated book value of $48,946 were no longer usable accordingly it
        recorded an impairment of the full amount.
 
 Beneficial
        Conversion Feature -The
        Company has adopted Emerging Issues Task Force ("EITF") Issue No. 98-5,
        "Accounting for Convertible Securities with Beneficial Conversion Features
        or
        Contingently Adjustable Conversion Ratios," and EITF Issue No. 00-27,
        "Application of EITF Issue No. 98-5 to Certain Convertible Instruments."
        The
        Company incurred debt with a conversion feature that provides for a rate
        of
        conversion that is below market value. This feature is recorded by the Company
        as a beneficial conversion feature pursuant to EITF Issues No. 98-5 and 00-27.
        Expense recorded on the Company's financial statements during the years ended
        December 31, 2006 and 2005 as a result of adoption of EITF issues No. 98-5
        and
        00-27 totaled $173,906 and $0, respectively.
  16
 **SMART
                ENERGY SOLUTIONS, INC.**
 (formerly
                Datigen.com, Inc.)
 Notes
                to
                the Financial Statements
 December
                31, 2006 and 2005
 
 
 NOTE
        1
        -  ORGANIZATION
        AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
 
 Recent
        Accounting Pronouncements -In
        September 2006, the Financial Accounting Standards Board issued Statement
        of
        Financial Accounting Standards No. 158, "Employers' Accounting for Defined
        Benefit Pension and Other Postretirement Plans, an amendment of FASB Statements
        No. 87, 88, 106 and 132R" ("SFAS 158"). SFAS 158 requires employers that
        sponsor
        defined benefit pension and postretirement plans to recognize previously
        unrecognized actuarial losses and prior service costs in the statement of
        financial position and to recognize future changes in these amounts in the
        year
        in which changes occur through comprehensive income. As a result, the statement
        of financial position will reflect funded status of those plans as an asset
        or
        liability. Additionally, employers are required to measure the funded status
        of
        a plan as of the date of their year-end statements of financial position
        and
        provide additional disclosures. SFAS 158 is effective for financial statements
        issued for fiscal years ending after December 15, 2006 for companies whose
        securities are publicly traded. The Company does not expect the adoption
        of SFAS
        158 to have a significant effect on its financial position or results of
        operation.
 
 In
        September 2006, the Financial Accounting Standards Board issued Statement
        of
        Financial Accounting Standards No. 157, “Fair Value Measurements” which defines
        fair value, establishes a framework for measuring fair value in generally
        accepted accounting principles (GAAP), and expands disclosures about fair
        value
        measurements. Where applicable, SFAS No. 157 simplifies and codifies
        related guidance within GAAP and does not require any new fair value
        measurements. SFAS No. 157 is effective for financial statements issued for
        fiscal years beginning after November 15, 2007, and interim periods within
        those fiscal years. Earlier adoption is encouraged. The Company does
        not expect the adoption of SFAS No. 157 to have a significant effect on its
        financial position or results of operation.
 
 In
        June
        2006, the Financial Accounting Standards Board issued FASB Interpretation
        No.
        48, “Accounting for Uncertainty in Income Taxes - an interpretation of FASB
        Statement No. 109”, which prescribes a recognition threshold and measurement
        attribute for the financial statement recognition and measurement of a tax
        position taken or expected to be taken in a tax return. FIN 48 also provides
        guidance on de-recognition, classification, interest and penalties, accounting
        in interim periods, disclosure and transition. FIN 48 is effective for fiscal
        years beginning after December 15, 2006. The Company does not expect the
        adoption of FIN 48 to have a material impact on its financial reporting,
        and the
        Company is currently evaluating the impact, if any, the adoption of FIN 48
        will
        have on its disclosure requirements.
 
 In
        March
        2006, the Financial Accounting Standards Board issued Statement of Financial
        Accounting Standards No. 156, “Accounting for Servicing of Financial Assets—an
        amendment of FASB Statement No. 140.” This statement requires an entity to
        recognize a servicing asset or servicing liability each time it undertakes
        an
        obligation to service a financial asset by entering into a servicing contract
        in
        any of the following situations: a transfer of the servicer’s financial assets
        that meets the requirements for sale accounting; a transfer of the servicer’s
        financial assets to a qualifying special-purpose entity in a guaranteed mortgage
        securitization in which the
 transferor
        retains all of the resulting securities and classifies them as either
        available-for-sale securities or trading securities; or an acquisition or
        assumption of an
  17
 **SMART
                ENERGY SOLUTIONS, INC.**
 (formerly
                Datigen.com, Inc.)
 Notes
                to
                the Financial Statements
 December
                31, 2006 and 2005
 NOTE
        1
        -  ORGANIZATION
        AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
 
 obligation
        to service a financial asset that does not relate to financial assets of
        the
        servicer or its consolidated affiliates. The statement also requires all
        separately recognized servicing assets and servicing liabilities to be initially
        measured at fair value, if practicable, and permits an entity to choose either
        the amortization or fair value method for subsequent measurement of each
        class
        of servicing assets and liabilities. The statement further permits, at its
        initial adoption, a one-time reclassification of available for sale securities
        to trading securities by entities with recognized servicing rights, without
        calling into question the treatment of other available for sale securities
        under
        Statement 115, provided that the available for sale securities are identified
        in
        some manner as offsetting the entity’s exposure to changes in fair value of
        servicing assets or servicing liabilities that a servicer elects to subsequently
        measure at fair value and requires separate presentation of servicing assets
        and
        servicing liabilities subsequently measured at fair value in the statement
        of
        financial position and additional disclosures for all separately recognized
        servicing assets and servicing liabilities. This statement is effective for
        fiscal years beginning after September 15, 2006, with early adoption permitted
        as of the beginning of an entity’s fiscal year. Management believes the adoption
        of this statement will have no immediate impact on the Company’s financial
        condition or results of operations.
 
 In
        February 2006, the Financial Accounting Standards Board issued Statement
        of
        Financial Accounting Standards No. 155, "Accounting for Certain Hybrid Financial
        Instruments - an amendment of FASB Statements No. 133 and 140" ("SFAS 155"),
        to
        (a) permit fair value re-measurement for any hybrid financial instrument
        that
        contains an embedded derivative that otherwise would require bifurcation,
        (b)clarify which interest-only strip and principal-only strip are not subject
        to
        the requirements of Statement 133, (c) establish a requirement to evaluate
        interests in securitized financial assets to identify interests that are
        freestanding derivatives or that are hybrid financial instruments that contain
        an embedded derivative requiring bifurcation, (d) clarify that concentrations
        of
        credit risk in the form of subordination are not embedded derivatives, and
        (e)amend Statement 140 to eliminate the prohibition on a qualifying
        special-purpose entity from holding a derivative financial instrument that
        pertains to a beneficial interest other than another derivative financial
        instrument. This statement is effective for financial statements for fiscal
        years beginning after September 15, 2006. Earlier adoption of SFAS 155 is
        permitted as of the beginning of an entity's fiscal year, provided the entity
        has not yet issued any financial statements for that fiscal year. Management
        believes SFAS 155 will have no impact on the financial statements of the
        Company
        once adopted.
 
 In
        May
        2005, the Financial Accounting Standards Board issued Statement of Financial
        Accounting Standards No. 154, "Accounting Changes and Error Corrections -
        a
        Replacement of APB Opinion No. 20 and FASB Statement No. 3" ("SFAS 154"),
        to
        change financial reporting requirements for the accounting for and reporting
        of
        a change in accounting principle. This statement applies to all voluntary
        changes
 in
        accounting principles and it also applies to changes required by an accounting
        pronouncement in the unusual instance that the pronouncement does not include
        specific transition provisions. When a pronouncement includes specific
        transition provisions, those provisions should be followed. The adoption
        of SFAS
        154 is not expected to have a material impact on the Company's financial
        statements.
  18
 **SMART
                ENERGY SOLUTIONS, INC.**
 (formerly
                Datigen.com, Inc.)
 Notes
                to
                the Financial Statements
 December
                31, 2006 and 2005
 NOTE
        1
        -  ORGANIZATION
        AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
 
 Advertising
        and Marketing -The
        Company expenses advertising costs in the period in which they are incurred.
        Advertising and marketing expense was $437,125 and $546,107 for the years
        ended
        December 31, 2006 and 2005, respectively.
 
 Deferred
        Loan Fees -In
        connection with the $1,500,000 of convertible debt issued by the Company
        during
        2006, the Company paid loan fees of $50,000 in cash and issued $157,714 in
        shares of its common stock. The loan fees are being amortized over the one
        year
        term of the convertible debt. The Company recorded amortization expense of
        $126,336 during the year ended December 31, 2006, leaving a net asset of
        $81,378.
 
 NOTE
        2
        -  GOING
        CONCERN
 
 The
        Company’s financial statements are prepared using generally accepted accounting
        principles 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.
        Historically, the Company has incurred significant annual losses, which have
        resulted in an accumulated deficit of $8,764,248 at December 31, 2006 which
        raises substantial doubt about the Company’s ability to continue as a going
        concern. The ability of the Company to continue as a going concern is dependent
        on the Company increasing sales to the point it becomes profitable. The Company
        may need to raise additional capital for marketing to increase its sales.
        If the
        Company is unable to increase sales sufficiently or obtain adequate capital,
        it
        could be forced to cease operation. The accompanying financial statements
        do not
        include any adjustments relating to the recoverability and classification
        of
        asset carrying amounts or the amount and classification of liabilities that
        might result from the outcome of this uncertainty.
 
 Management
        plans to increase sales by increasing its marketing program and to obtain
        additional capital from the private placement of shares of its common stock.
        However, management cannot provide any assurances that the Company will be
        successful in accomplishing any of its plans.
 
 NOTE
        3-  CAPITAL
        STRUCTURE
 
 The
        Company has 1,000,000 shares of preferred stock authorized with no par value.
        No
        preferred shares are issued and outstanding at December 31, 2006 and 2005.
        The
        rights and preferences of the preferred stock will be determined by the board
        of
        directors at the time of issuance.
 
 The
        Company has 500,000,000 shares of common stock authorized with no par value.
        All
        common shares are entitled to one vote per share in all matters submitted
        to the
        shareholders.
  During
        the year ended December 31, 2006, the Company issued 200,000 shares of its
        common stock to an unrelated investor for an aggregate cash inflow of $90,000
        upon the exercise of their warrants at $0.45 per share. The Company also
        issued
  19
 **SMART
                ENERGY SOLUTIONS, INC.**
 (formerly
                Datigen.com, Inc.)
 Notes
                to
                the Financial Statements
 December
                31, 2006 and 2005
 NOTE
        3-  CAPITAL
        STRUCTURE (Continued)
  2,279,291
        shares for cash at $0.35 per share, 125,000 shares for cash at $0.20
        per
 share
        and
        3,555,554 shares for cash at $0.30 per share for an aggregate cash inflow
        of
        $1,889,416.
 
 During
        January 2006, the Company issued 620,000 shares of common stock at $0.81
        per
        share for services rendered for a total value of $502,200. During May 2006,
        the
        Company issued 105,000 shares of common stock for services rendered at $0.65
 per
        share
        for a value of $68,250 and 36,000 shares of common stock at $0.57 for a value
        of
        $20,520.During June 2006, the Company issued 5,000 shares of common stock
        for
        services at $0.46 per share rendered for a value of $2,300, 508,750 shares
        at
        $0.48 for a value of $244,200. During July 2006, the Company issued 328,571
        shares as loan fees at $0.40 per share for a value of $157,714. In November
        2006, the Company issued 267,857 shares of common stock at $0.35 per share
        for
        services rendered for a value of $93,750. In December 2006, the Company issued
        200,000 shares of common stock for services at $0.35 per share for a value
        of
        $70,000.
 
 All
        valuations of common stock issued for services were based upon value of the
        services rendered, which did not differ materially from the fair value of
        the
        Company’s common stock during the period the services were
        rendered.
 
 NOTE
        4-  CONVERTIBLE DEBT
 
 During
                  2006, the Company raised $1,000,000 through the issuance of 15%
                  unsecured
                  convertible debt and $500,000 from the issuance of 12% unsecured
                  convertible debt. The debt with the accrued interest is due, by
                  extension,
                  on September 8, 2008. The Company was unable to repay the debt
                  on the
                  original due date, accordingly the holders thereof have the right
                  to
                  convert the debt to equity.
 
 Per
        the
        convertible debt agreement the conversion price is to be calculated by dividing
        the amount of outstanding principal and interest that the holder elects to
        convert by the average of the conversion price. The conversion price is 95%
        of
        the average of the last bid and ask price of the common stock as quoted on
        the
        Over-the-Counter Bulletin Board or such other exchange where the common stock
        is
        quoted or listed for the five trading days ending the day prior to the Company's
        receipt of the holders' written notice of election to convert. Since the
        convertible debt can be converted at anytime from the signing of the agreement
        forward, the closing prices of the five trading days prior to May 24, 2006
        were
        used for the calculation of beneficial conversion feature.
 
 The
        value
        of the beneficial conversion feature was determined using the Black-Scholes
        pricing model and the following assumptions were used: expected term of 2
        years,
        a risk free interest rate of 4.83% to 4.99%, a dividend yield of 0% and
        volatility of 88% to 100%. The amount recorded as a discount to the convertible
        debt was $737,805. The discount is being amortized over the 2 year term of
        the
        convertible debt, accordingly, the Company recorded $173,906 in expense for
        the
        accretion of the discount during the year ended December 31, 2006. The Company
        has accrued $119,384 in interest payable on the convertible debt as of December
        31, 2006.
  20
 **SMART
                ENERGY SOLUTIONS, INC.**
 (formerly
                Datigen.com, Inc.)
 Notes
                to
                the Financial Statements
 December
                31, 2006 and 2005
 
 NOTE
        4-  CONVERTIBLE DEBT (Continued)
 
 A
        summary
        of the Secured Convertible Notes at December 31, 2006:
  Convertible
                  secured notes: 15% per annumdue
                  September 8, 2008
              
              $
              1,000,000Convertible
                  secured notes: 12% per annumdue
                  September 8, 2008
              
              
              500,000Discount
                  on debt, net of accumulatedamortization
                  of $447,939
              
              
              (563,899
              )Net
                  convertible secured debentures
              
              $
              936,101
   NOTE
        5-  COMMON
        STOCK PURCHASE WARRANTS AND OPTIONS
 
 Warrants
 
 On
        January 1, 2005, the Company authorized the sale of its units. Each unit
        consisted of one share of common stock and a Class A warrant to purchase
        one
        share of common stock at $0.45 (exercisable for 1 year) and a Class B warrant
        to
        purchase one share at $0.75 (exercisable for 3 years).
 
 The
        estimated value of the compensatory warrants (using a $0.20 valuation based
        upon
        a valuation date of January 1, 2005) granted to non-employees in exchange
        for
        services and financing expenses was determined using the Black-Scholes pricing
        model and the following assumptions: expected term of 1 to 3 years, a risk
        free
        interest rate of 3.50%, a dividend yield of 0% and volatility of 21.68% in
        2005
        and 92%-98% for the valuation of warrants in 2006. The amount of the expense
        charged to operations for compensatory warrants granted in exchange for services
        was $348,437 and $122,881 during the years ended December 31, 2006 and 2005,
        respectively.
 
 The
        following table summarizes the changes in warrants outstanding and the related
        prices for the shares of the Company’s common stock issued to non-employees of
        the Company. These warrants were granted in lieu of cash compensation for
        services performed or financing expenses.
 
 Warrants
                  Outstanding
              
              Warrants
                  ExercisableYear
              Exercise
                Price
              Number
                  shares outstanding
              Weighed
                  Average Contractual Life (Years)
              
              Number
                Exercisable
              Weighted
                Average
                Exercise
                  Price2005
              $0.75
              13,740,000
              2
              
              13,740,000
              $0.752006
              $0.75
              125,000
              2.5
              
              125,000
              $0.032006
              $0.45
              1,693,852
              .92
              
              1,693,852
              $0.2452006
              $0.45
              1,166,666
              1
              
              1,166,666
              $0.1692006
              $0.45
              125,000
              .5
              
              125,000
              $0.018
  21
 **SMART
                ENERGY SOLUTIONS, INC.**
 (formerly
                Datigen.com, Inc.)
 Notes
                to
                the Financial Statements
 December
                31, 2006 and 2005
 NOTE
        5-  COMMON
        STOCK PURCHASE WARRANTS AND OPTIONS (Continued)
 
 Transactions
        involving the Company’s warrant issuance are summarized as follows:
 
 Number
                  of Shares
              
              Weighted
                  Average Exercise
                PriceOutstanding
                  as of January 1, 2005
              
              -
              
              -Granted
              
              
              27,480,000
              
              $
              0.60ExercisedCancelledOutstanding
                  at December 31, 2005
              
              
              27,480,000
              
              
              0.60Granted
              
              
              3,110,518
              
              
              0.46Exercised
              
              
              (200,000
              )
              
              0.45Cancelled
              
              
              (13,540,000
              )
              
              0.45Outstanding
                  at December 31, 2006
              
              
              16,850,518
              
              $
              0.70
  Options
 
 The
        Company has granted common stock purchase options to certain of its employees,
        directors and consultants. The options vest according to the terms of the
        employment contracts with the employees and consulting agreements with directors
        and consultants (usually 1 to 3 years). The option price is also determined
        in
        accordance with the terms of the contracts (between $0.00 to $0.75 per share).
 
 During
        the year ended December 31, 2005, the estimated value of the compensatory
        common
        stock purchase options granted to non-employees in exchange for services
        and
        financing expenses was determined using the Black-Scholes pricing model and
        the
        following assumptions: expected term of 1 to 3 years, a risk free interest
        rate
        of 3.50% to 4.55%, a dividend yield of 0% and volatility of 22% to 98%. The
        amount of the expense charged to operations for compensatory options and
        warrants granted in exchange for services was $312,784.
 
 During
        the year ended December 31, 2006, the estimated value of the compensatory
        common
        stock purchase options granted to non-employees in exchange for services
        and
        financing expenses was determined using the Black-Scholes pricing model and
        the
        following assumptions: expected term of 1 to 3 years, a risk free interest
        rate
        of 4.51% to 4.91%, a dividend yield of 0% and volatility of 92% to 98%. The
        amount of the expense charged to operations for compensatory options and
        warrants granted in exchange for services was $1,963,521.
 
 The
        following table summarizes the changes in options outstanding and the related
        prices for the shares of the Company’s common stock issued to employees and
        non-employees of the Company. These options were granted in lieu of cash
        compensation for services performed.
  22
 **SMART
                ENERGY SOLUTIONS, INC.**
 (formerly
                Datigen.com, Inc.)
 Notes
                to
                the Financial Statements
 December
                31, 2006 and 2005
 NOTE
        5-  COMMON
        STOCK PURCHASE WARRANTS AND OPTIONS (Continued)
 
 Number
                  of Shares
              
              Weighted
                  Average Exercise PriceOutstanding
                  as of January 1, 2005
              
              
              -
              
              
              -Granted
              
              
              8,030,000
              
              $
              0.09Exercised
              
              
              -
              
              
              -Cancelled
              
              
              -
              
              
              -Outstanding
                  at December 31, 2005
              
              
              8,030,000
              
              
              0.09Granted
              
              
              2,193,665
              
              
              0.39Exercised
              
              
              -
              
              
              -Cancelled
              
              
              -
              
              
              -Outstanding
                  at December 31, 2006
              
              
              10,223,665
              
              $
              0.15
  The
                  following table summarizes the changes in options outstanding and
                  the
                  related prices for the shares of the Company’s common stock issued to
                  non-employees of the Company. These options were granted in lieu
                  of cash
                  compensation for services performed or financing
                  expenses.
 
 Options
                  Outstanding
              
              Options
                  ExercisableYear
              Exercise
                Price
              Number
                shares
                outstanding
              Weighed
                Average
                  Contractual
                Life
                  (Years)
              
              Number
                Exercisable
              Weighted
                Average
                Exercise
                  Price2005
              $0.15
              4,380,000
              3
              
              1,460,000
              $0.152005
              $0.00
              2,650,000
              3
              
              883,333
              $0.002005
              $0.05
              1,000,000
              5
              
              333,333
              $0.052006
              $0.15
              242,000
              1
              
              242,000
              $0.152006
              $0.45
              1,361,665
              5
              
              113,472
              $0.452006
              $0.35
              540,000
              3
              
              135,000
              $0.352006
              $0.30
              50,000
              5
              
              50,000
              $0.30
 
 NOTE
                  6-
              COMMITMENTS
                  AND CONTINGENCIES
 
 The
        Company has entered into a one year lease for its office which expires in
        January of 2007. Future lease commitments are $3,000 for 2007. The Company
        incurred rent expense of $36,000 and $27,000 in 2006 and 2005,
        respectively.
 
 NOTE
                  6-
              SUBSEQUENT
                  EVENT
 
 Subsequent
                  to December 31, 2006, the Company completed an offering of 4,777,781
                  shares of its common stock at $0.30 per share for total proceeds
                  of
                  $1,433,332.
 
 23




**SIGNATURES**




Pursuant
      to the requirements of Section 13 or 15(d) of the Securities Exchange Act of
      1934, the Company has duly caused this report to be signed on its behalf by
      the
      undersigned, thereunto duly authorized.




SMART
                ENERGY SOLUTIONS, INC., INC.Dated:
                October 30, 2007
            By:
            /s/
                Peter MatejaName:
                Peter MatejaTitle:
                Chief Executive Officer and
                Director




Dated:
                October 30, 2007
            By:
            /s/
                Edward BraniffName:
                Edward BraniffTitle:
                Chief Financial Officer







In
      accordance with 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.








**SIGNATURE**
            
            **TITLE**
            
            **DATE**/s/
                Pete Mateja
              Pete
                Mateja
            
            Chief
                Executive Officer and Director
            
            October
                30, 2007/s/
                Edward Braniff
              Edward
                Braniff
            
            Chief
                Financial Officer
            
            October
                30, 2007/s/
                Aharon Y. Levinas
              Aharon
                Y. Levinas
            
            Chief
                Technology Officer and Director
            
            October
                30, 2007/s/
                Tamir Levinas
              Tamir
                Levinas
            
            Director
            
            October
                30, 2007/s/
                Joseph Bahat
              Joseph
                Bahat
            
            Chairman
                and Director
            
            October
                30, 2007/s/
                Michael Ben-Ari
              Michael
                Ben-Ari
            
            Director
            
            October
                30, 2007/s/
                Jacob Enoch
              Jacob
                Enoch
            
            Director
            
            October
                30, 2007




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