##### Table of Contents



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 
 FORM 10-KSB
  þ
    
    ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the fiscal year ended December 31, 2006
 OR
 o
    
    TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the transition period from  to
 Commission file number: 333-130906
 AKEENA SOLAR, INC.
  Delaware
(State or Other Jurisdiction of Incorporation or Organization)
    
    20-5132054
(I.R.S. Employer Identification No.)605 University Avenue 
Los Gatos, California
(Address of Principal Executive Offices)
    
    95032
(Zip Code)
 (408) 395-7774
 None
 Common Stock, par value $0.001 per share
 o
 þ o
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TABLE OF CONTENTS
  
 PagePART IItem 1.
    
    Description of Business and Risk Factors
    
    
    2Item 2.
    
    Description of Property
    
    
    20Item 3.
    
    Legal Proceedings
    
    
    20Item 4.
    
    Submission of Matters to a Vote of Security Holders
    
    
    21PART IIItem 5.
    
    Market for Common Equity, Related Stockholder Matters and Small Business Issuer Purchases of Equity Securities
    
    
    21Item 6.
    
    Managements Discussion and Analysis or Plan of Operation
    
    
    22Item 7.
    
    Financial Statements
    
    
    27Item 8.
    
    Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
    
    
    28Item 8A.
    
    Controls And Procedures
    
    
    28Item 8B.
    
    Other Information
    
    
    29PART IIIItem 9.
    
    Directors, Executive Officers, Promoters, Control Persons and Corporate Governance; Compliance with Section 16(a) of the
Exchange Act
    
    
    30Item 10.
    
    Executive Compensation
    
    
    32Item 11.
    
    Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
    
    
    33Item 12.
    
    Certain Relationships and Related Transactions, and Director Independence
    
    
    34Item 13.
    
    Exhibits
    
    
    35Item 14.
    
    Principal Accountant Fees and Services
    
    
    36EX-4.1 FORM OF RESTRICTED STOCK AGREEMENTEX-10.8 RESTRICTED STOCK AGREEMENT, DATED DECEMBER 29, 2006EX-10.14 NON-EXCLUSIVE FINDER'S AGREEMENT, DATED FEBRUARY 8, 2007EX-31.1 SECTION 302 CERTIFICATION OF THE PEOEX-31.2 SECTION 302 CERTIFICATION OF THE PFOEX-32.1 SECTION 906 CERTIFICATION OF THE PEOEX-32.2 SECTION 906 CERTIFICATION OF THE PFO
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PART I
     1




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Item 1.
    
    Description of Business.
 Overview
   Strategy
    
    
    Developing and commercializing our proprietary solar module technology optimized for
the residential and small commercial markets.
    
    Reducing installation costs and improving the aesthetics of solar systems compared
to standard, commercially available solar equipment.
    
    Promoting and enhancing the Akeena Solar brand name and reputation.
    
    Developing and utilizing a process-driven approach to sell and install our solar
power systems in diverse geographic markets.
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Industry
   
    
    Limited Energy Supplies.The primary fuels that have supplied this industry, fossil
fuels in the form of oil, coal and natural gas, are limited. Worldwide demand is increasing at a
time that industry experts have concluded that supply is limited. Therefore, the increased demand
will probably result in increased prices, making it more likely that long-term average costs for
electricity will continue to increase.
    
    Generation, Transmission and Distribution Infrastructure Costs.Historically,
electricity has been generated in centralized power plants transmitted over high voltage lines, and
distributed locally through lower voltage transmission lines and transformer equipment. As
electricity needs increase, these systems will need to be expanded. Without further investments in
this infrastructure, the likelihood of power shortages (brownouts and blackouts) may increase.
    
    Stability of Suppliers.Since many of the major countries who supply fossil fuel are
located in unstable regions of the world, purchasing oil and natural gas from these countries may
increase the risk of supply shortages and cost increases.
    
    Environmental Concerns and Climate Change. Concerns about global warming and
greenhouse gas emissions has resulted in the Kyoto Protocol various states enacting stricter
emissions control laws and utilities in several states being required to comply with Renewable
Portfolio Standards, which require the purchase of a certain amount of power from renewable
sources.
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Anatomy of a Solar Power System
  
 4




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Solar Electric Cells.
 Solar Modules.
 Inverters.
 Monitoring.
 Net Metering.
 Solar Power Benefits
  5




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
    
    Economic Once a solar power system is installed, the cost of generating
electricity is fixed over the lifespan of the system. There are no risks that fuel
prices will escalate or fuel shortages will develop. In addition, cash paybacks for
systems range from 5 to 25 years, depending on the level of state and federal
incentives, electric rates, annualized sun intensity and installation costs. Solar
power systems at customer sites generally qualify for net metering to offset a
customers highest electric rate tiers, at the retail, as opposed to the wholesale,
electric rate.
    
    Convenience Solar power systems can be installed on a wide range of sites,
including small residential roofs, the ground, covered parking structures and large
industrial buildings. Solar power systems also have few, if any, moving parts and are
generally guaranteed to operate for 25 years resulting, we believe, in low maintenance
and operating costs and reliability compared to other forms of power generation.
    
    Environmental We believe solar power systems are one of the most environmentally
friendly way of generating electricity. There are no harmful greenhouse gas emissions,
no wasted water, no noise, no waste generation and no particulates. Such benefits
continue for the life of the system.
    
    Security Producing solar power improves energy security both on an international
level (by reducing fossil energy purchases from hostile countries) and a local level
(by reducing power strains on local electrical transmission and distribution systems).
    
    Infrastructure Solar power systems can be installed at the site where the power
is to be used, thereby reducing electrical transmission and distribution costs. Solar
power systems installed and operating at customer sites may also save the cost of
construction of additional energy infrastructure including power plants, transmission
lines, distribution systems and operating costs.
  
    
    Rebates to customers (or to installers) to reduce the initial cost of the solar
power system, generally based on the size of the system. California, New Jersey, New
York, Connecticut and other states have rebates that can substantially reduce initial
costs.
    
    Tax Credits federal and state income tax offsets, directly reducing ordinary
income tax. New York and California currently offer state tax credits. There is
currently a 10% federal tax credit up to $2,000 for residential systems, and a 30%
federal tax credit (with no cap) for business systems. There is currently a proposed
increase in the federal tax credit for residential systems to $2,000 per kw (a typical
residential system is about 5 kw).
    
    Accelerated Depreciation solar power systems installed for businesses (including
applicable home offices) are generally eligible for accelerated depreciation.
    
    Net Metering provides a full retail credit for energy generated.
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
    
    Feed-in Tariffs are additional credits to consumers based on how much energy
their solar power system generates.
    
    Renewable Portfolio Standards require utilities to deliver a certain percentage
of power generated from renewable energy sources.
    
    Renewable Energy Credits (RECs) are additional credits provided to customers
based on the amount of renewable energy they produce.
    
    Solar Rights Acts state laws to prevent unreasonable restrictions on solar power
systems. Californias Solar Rights Act has been updated several times in past years to
make it easier for customers of all types and in all locations to install a solar power
system.
  Challenges Facing The Solar Power Industry
  
    
    Improve Customer Economics In most cases, the cost to customers for electricity
produced by a solar power system is comparable to conventional, utility-generated
power. We believe lower equipment (primarily solar modules) and installation costs
would reduce the total cost of a system and increase the potential market for solar
power.
    
    Increase Systems Efficiency In many residential and commercial applications,
available roof space is insufficient at current average solar module efficiencies to
generate all of a buildings needs. Manufacturing solar modules that have higher
efficiencies (more watts per square foot) will allow design/integration companies to
install higher capacity systems that we believe would generally be more cost effective.
    
    Improve Aesthetics We believe that customers prefer solar modules that blend into
existing roof surfaces with fewer shiny parts, mounted closely to the roof surface and
have more of a skylight appearance than the traditional rooftop metal framed solar
modules raised off the roof.
 Competition
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
    
    responsiveness to customer needs;
    
    availability of technical personnel;
    
    availability and prices of system components;
    
    speed of system design and installation;
    
    quality of service;
    
    price;
    
    project management capabilities;
    
    technical expertise;
    
    company reputation; and
    
    installation technology
  
    
    Reduced System Installation Costs. Our proprietary module technology enables us to
simplify and reduce the cost of installation.
    
    Brand Recognition. According to a Solar Electric Dealer study conducted in 2004, we
ranked as the best known installation brand in northern California. In addition, we
now conduct sales, marketing and installation activities in several geographic
locations, which we believe will strengthen our brand recognition.
    
    Customer Convenience. We offer customers a single point of contact for their system
design and engineering, permit and rebate approval, utility hookup and maintenance
needs. We believe that our ability to offer such one-stop shopping simplifies the
purchasing process and saves customers time and money and helps ensure a reliable,
worry-free system.
    
    Experienced Management Team. Our management has been involved in solar power
development since the 1970s and has been in the solar power industry since its infancy.
We believe this experience enables us to anticipate trends and identify superior
products and technologies for our customers.
 Our Services and Products
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
    
    Silicon Refiners  companies that produce refined silicon, a material that has
historically been used as the primary ingredient for solar panels. In light of the
current shortage of silicon, it is possible that other materials may be used as the
primary ingredient in the future.
    
    Wafer and Cell Manufacturers  companies that manufacture the electricity generating
solar cells.
    
    Module Manufacturers  companies that assemble solar cells into solar modules,
generally laminating the cells between glass and plastic film, and attaching the wires
and module frame.
    
    Distributors  companies that purchase from manufacturers and resell to designers/
integrators and other equipment resellers.
    
    Designer/Integrator  companies that sell products to end user customers.
  Solar Power System Design and Installation
   Proprietary Solar Module Technology
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Customers
   Suppliers
  Sales and Marketing
    10




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Intellectual Property
 Plug and Play Solar Module
  Trademarks
  Proprietary Design Software
  Employees
  RISK FACTORS
  Risks Relating to Our Business
 The success of our business depends on the continuing contributions of Barry Cinnamon and
other key personnel who may terminate their employment with us at any time, and we will need to
hire additional qualified personnel.
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We are dependent upon our suppliers for the components used in the systems we design and
install; and our major suppliers are dependent upon the continued availability and pricing of
silicon and other raw materials used in solar modules.
  Geographical business expansion efforts we make could result in difficulties in successfully
managing our business and consequently harm our financial condition.
  
    
    Failure of the expansion efforts to achieve expected results;
    
    Diversion of managements attention and resources to expansion efforts;
    
    Failure to retain key customers or personnel of the acquired businesses; and
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
    
    Risks associated with unanticipated events, liabilities or contingencies.
  Our limited operating history, including the uncertainty of our future performance and ability
to maintain or improve our financial and operating systems, makes it difficult to evaluate our
business.
  We may be unable to attain profitability or increase net sales, expand the range of our
services or enter new markets.
  Because our industry is highly competitive and has low barriers to entry, we may lose market
share to larger companies that are better equipped to weather a deterioration in market conditions
due to increased competition.
   
    
    the ability of our competitors to hire, retain and motivate qualified technical
personnel;
    
    the ownership by competitors of proprietary tools to customize systems to the needs
of a particular customer;
    
    the price at which others offer comparable services and equipment;
    
    the extent of our competitors responsiveness to client needs; and
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
    
    installation technology.
  Our failure to meet a clients expectations in the performance of our services, and the risks
and liabilities associated with placing our employees and technicians in our customers homes and
businesses, could give rise to claims against us.
  Our profitability depends, in part, on our success on brand recognition and we could lose our
competitive advantage if we are not able to protect our trademark against infringement, and any
related litigation could be time-consuming and costly.
  If we are unable to attract, train and retain highly qualified personnel, the quality of our
services may decline and we may not successfully execute our internal growth strategies.
  Unexpected warranty expenses or service claims could reduce our profits.
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Our Module technology is untested and may not be effective or patentable or may encounter
other unexpected problems, which could adversely affect our business and results of operations.
  Our inability to obtain capital, use internally generated cash, or use shares of our common
stock or debt to finance future expansion efforts could impair the growth and expansion of our
business.
  Our obligations under our credit facility are secured by all of our assets, so if the lender
forecloses on its security interest, we may have to liquidate some or all of our assets, which may
cause us to cease operations.
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We are subject to restrictive covenants in connection with our credit facility that may limit
our ability to borrow additional funds or to raise additional equity as may be required to fund our
future operations.
  Risks Relating to Our Industry
 We have experienced technological changes in our industry. New technologies may prove
inappropriate and result in liability to us or may not gain market acceptance by our customers.
  A drop in the retail price of conventional energy or non-solar alternative energy sources may
negatively impact our profitability.
  Existing regulations, and changes to such regulations, may present technical, regulatory and
economic barriers to the purchase and use of solar power products, which may significantly reduce
demand for our products.
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Our business depends on the availability of rebates, tax credits and other financial
incentives; reduction or elimination of which would reduce the demand for our services.
  If solar power technology is not suitable for widespread adoption or sufficient demand for
solar power products does not develop or takes longer to develop than we anticipate, our sales
would decline and we would be unable to achieve or sustain profitability.
  
    
    cost effectiveness of solar power technologies as compared with conventional and
non-solar alternative energy technologies;
    
    performance and reliability of solar power products as compared with conventional
and non-solar alternative energy products;
    
    capital expenditures by customers that tend to decrease if the U.S. economy slows; and
    
    availability of government subsidies and incentives.
  Risks Relating to our Common Stock
 Our stock price may be volatile, which could result in substantial losses for investors.
  
    
    technological innovations or new products and services by us or our competitors;
    
    announcements or press releases relating to the energy sector or to our business or
prospects;
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
    
    additions or departures of key personnel;
    
    regulatory, legislative or other developments affecting us or the solar power
industry generally;
    
    limited availability of freely-tradable unrestricted shares of our common stock to
satisfy purchase orders and demand;
    
    our ability to execute our business plan;
    
    operating results that fall below expectations;
    
    volume and timing of customer orders;
    
    industry developments;
    
    economic and other external factors; and
    
    period-to-period fluctuations in our financial results.
  There may be a limited market for our securities and we may fail to qualify for a Nasdaq or
other listing.
  We have raised substantial amounts of capital in private placements and if we inadvertently
failed to comply with the applicable securities laws, ensuing rescission rights or lawsuits would
severely damage our financial position.
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Our common stock may be deemed a penny stock, which would make it more difficult for our
investors to sell their shares.
  Risks Relating to Our Company
 Our Chief Executive Officer, Barry Cinnamon, beneficially owns a majority of the shares of our
common stock, which gives him control over all major decisions on which our stockholders may vote
and which may discourage an acquisition of the Company.
  
    
    election of our directors;
    
    the amendment of our Certificate of Incorporation or By-laws;
    
    the merger of our company or the sale of our assets or other corporate transaction; and
    
    controlling the outcome of any other matter submitted to the stockholders for vote.
  We are subject to the reporting requirements of the federal securities laws, which impose
additional burdens on us.
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Our Certificate of Incorporation authorizes our board to create new series of preferred stock
without further approval by our stockholders, which could adversely affect the rights of the
holders of our common stock.
  
 Item 2.
    
    Description of Property
  
 Item 3.
    
    Legal Proceedings.
  20




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Item 4.
    
    Submission of Matters to a Vote of Security Holders.
  
 PART II
 
 Item 5.
    
    Market for Common Equity, Related Stockholder Matters and Small Business Issuer Purchases
of Equity Securities.
  High
    
    LowFiscal Year 2006Third Quarter (from August 31, 2006)
    
    $
    4.45
    
    
    $
    2.10Fourth Quarter
    
    $
    3.21
    
    
    $
    1.95Fiscal Year 2007First
Quarter (through March 27, 2007)
    
    $
    2.97
    
    
    $
    1.85
   Equity Compensation Plan Information
   Recent Sales of Unregistered Securities
   21




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Item 6.
    
    Managements Discussion and Analysis or Plan of Operation.
  Company Overview
   Results of Operations
  22




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Year Ended December 31,2006
    
    
    %
    
    
    2005
    
    
    %Net sales
    
    $
    13,390,139
    
    
    
    100.0
    %
    
    $
    7,191,391
    
    
    
    100.0
    %Cost of sales
    
    
    10,361,481
    
    
    
    77.4
    %
    
    
    5,595,475
    
    
    
    77.8
    %Gross profit
    
    
    3,028,658
    
    
    
    22.6
    %
    
    
    1,595,916
    
    
    
    22.2
    %Operating ExpensesSales and marketing
    
    
    1,550,411
    
    
    
    11.6
    %
    
    
    547,810
    
    
    
    7.6
    %General and administrative
    
    
    3,219,833
    
    
    
    24.0
    %
    
    
    1,034,448
    
    
    
    14.4
    %Total operating expenses
    
    
    4,770,244
    
    
    
    35.6
    %
    
    
    1,582,258
    
    
    
    22.0
    %(Loss) income from operations
    
    
    (1,741,586
    )
    
    
    -13.0
    %
    
    
    13,658
    
    
    
    0.2
    %Other income (expense)Interest income (expense), net
    
    
    (67,655
    )
    
    
    -0.5
    %
    
    
    (11,806
    )
    
    
    -0.2
    %Total other income (expense)
    
    
    (67,655
    )
    
    
    -0.5
    %
    
    
    (11,806
    )
    
    
    -0.2
    %(Loss) income before
provision for income taxes
    
    
    (1,809,241
    )
    
    
    -13.5
    %
    
    
    1,852
    
    
    
    0.0
    %Provision for income taxes
    
    
    
    
    
    
    0.0
    %
    
    
    
    
    
    
    0.0
    %Net (loss) income
    
    $
    (1,809,241
    )
    
    
    -13.5
    %
    
    $
    1,852
    
    
    
    0.0
    %
 Year Ended December 31, 2006 as compared to Year Ended December 31, 2005
 Net sales
  Cost of sales
  Sales and marketing expenses
  General and administrative expenses
  23




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Interest expense, net
  Liquidity and Capital Resources
     24




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Contractual obligations
 Payments DueLess than
    
    
    
    
    
    
    
    
    
    More thanObligation
    
    Total
    
    1 year
    
    13 years
    
    45 years
    
    5 yearsOperating leases
    
    $
    440,573
    
    
    $
    161,369
    
    
    $
    279,204
    
    
    $
    
    
    
    $
    Capital leases
    
    
    54,883
    
    
    
    12,205
    
    
    
    38,411
    
    
    
    4,267
    
    
    
    $
    495,456
    
    
    $
    173,574
    
    
    $
    317,615
    
    
    $
    4,267
    
    
    $
    
 Application of critical accounting policies and estimates
   Revenue recognition.
 Long-lived assets.
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Seasonality
  
 Item 7.
    
    Financial Statements.
  27




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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
 
    Share-Based Payment
 
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AKEENA SOLAR, INC.
Consolidated Balance Sheet
December 31, 2006
 2006AssetsCurrent assetsCash and cash equivalents
    
    $
    992,376Accounts receivable, net
    
    
    3,434,569Inventory
    
    
    1,791,816Prepaid expenses and other current assets, net
    
    
    838,192Total current assets
    
    
    7,056,953Property and equipment, net
    
    
    194,867Due from related party
    
    
    21,825Customer list, net
    
    
    230,988Other assets
    
    
    24,751Total assets
    
    $
    7,529,384Liabilities and Stockholders EquityCurrent liabilitiesAccounts payable
    
    $
    2,053,567Customer rebate payable
    
    
    1,196,363Accrued liabilities
    
    
    622,184Accrued warranty
    
    
    508,655Common stock issuable
    
    
    175,568Deferred revenue
    
    
    981,454Credit facility
    
    
    500,000Current portion of capital lease obligations
    
    
    12,205Current portion of long-term debt
    
    
    17,307Total current liabilities
    
    $
    6,067,303Capital lease obligations, less current portion
    
    
    42,678Long-term debt, less current portion
    
    
    28,673Total liabilities
    
    $
    6,138,654Commitments, contingencies and subsequent events (Notes 16 and 18)Stockholders equity:Preferred stock, $0.001 par value; 1,000,000 shares authorized; none issued and outstanding at
December 31, 2006
    
    $
    Common stock, $0.001 par value; 50,000,000 shares authorized; 15,877,751 shares issued and
outstanding at December 31, 2006
    
    
    15,878Additional paid-in capital
    
    
    2,955,926Accumulated deficit
    
    
    (1,581,074
    )Total stockholders equity
    
    
    1,390,730Total liabilities and stockholders equity
    
    $
    7,529,384
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AKEENA SOLAR, INC.
Consolidated Statements of Operations
Years Ended December 31, 2006 and 2005
 2006
    
    
    2005Net sales
    
    $
    13,390,139
    
    
    $
    7,191,391Cost of sales
    
    
    10,361,481
    
    
    
    5,595,475Gross profit
    
    
    3,028,658
    
    
    
    1,595,916Operating expensesSales and marketing
    
    
    1,550,411
    
    
    
    547,810General and administrative
    
    
    3,219,833
    
    
    
    1,034,448Total operating expenses
    
    
    4,770,244
    
    
    
    1,582,258(Loss) income from operations
    
    
    (1,741,586
    )
    
    
    13,658Other income (expense)Interest income (expense), net
    
    
    (67,655
    )
    
    
    (11,806
    )Total other income (expense)
    
    
    (67,655
    )
    
    
    (11,806
    )(Loss) income before provision for income taxes
    
    
    (1,809,241
    )
    
    
    1,852Provision for income taxes
    
    
    
    
    
    
    Net (loss) income
    
    $
    (1,809,241
    )
    
    $
    1,852(Loss) earnings per common and common equivalent share:Basic
    
    $
    (0.16
    )
    
    $
    0.00Diluted
    
    $
    (0.16
    )
    
    $
    0.00Weighted average shares used in computing (loss)
earnings per common and common equivalent share:Basic
    
    
    11,193,143
    
    
    
    9,000,000Diluted
    
    
    11,193,143
    
    
    
    9,000,000Pro forma (unaudited) financial information:Net (loss) income  (actual)
    
    $
    (1,809,241
    )
    
    $
    1,852Charge in lieu of income taxes  (unaudited)
    
    
    
    
    
    
    630Pro forma net (loss) income  (unaudited)
    
    $
    (1,809,241
    )
    
    $
    1,222Pro forma (loss) earnings per common and common
equivalent share:Basic
    
    $
    (0.16
    )
    
    $
    0.00Diluted
    
    $
    (0.16
    )
    
    $
    0.00
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AKEENA SOLAR, INC.
Consolidated Statements of Changes in Stockholders Equity
 Common Stock
    
    
    AdditionalNumber
    
    
    
    
    
    
    Paid-in
    
    
    Accumulated
    
    
    Stockholdersof Shares
    
    
    Amount
    
    
    Capital
    
    
    Deficit
    
    
    EquityBalance at January 1, 2005
    
    
    8,000,000
    
    
    $
    8,000
    
    
    $
    (7,000
    )
    
    $
    57,951
    
    
    $
    58,951Distribution to Stockholder
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (60,322
    )
    
    
    (60,322
    )Net income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1,852
    
    
    
    1,852Balance at December 31, 2005
    
    
    8,000,000
    
    
    
    8,000
    
    
    
    (7,000
    )
    
    
    (519
    )
    
    
    481Net equity of Fairview Energy Corporation, Inc.
at date of reverse merger
    
    
    3,656,466
    
    
    
    3,656
    
    
    
    3,015
    
    
    
    
    
    
    
    6,671Proceeds from issuance of common stock at $1.00
under private placement, $0.001 par value
    
    
    3,217,500
    
    
    
    3,218
    
    
    
    3,214,282
    
    
    
    
    
    
    
    3,217,500Total placement agent fees
    
    
    
    
    
    
    
    
    
    
    (131,539
    )
    
    
    
    
    
    
    (131,539
    )Warrants issued to placement agent
    
    
    
    
    
    
    
    
    
    
    70,039
    
    
    
    
    
    
    
    70,039Stock-based compensation expense
    
    
    3,785
    
    
    
    4
    
    
    
    37,815
    
    
    
    
    
    
    
    37,819Distribution to stockholder
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (11,000
    )
    
    
    (11,000
    )Reclassification of S corporation accumulated
deficit to additional paid-in capital
    
    
    
    
    
    
    
    
    
    
    (239,686
    )
    
    
    239,686
    
    
    
    Exercise of warrants for common shares at an
exercise price of $0.01, $0.001 par value
    
    
    1,000,000
    
    
    
    1,000
    
    
    
    9,000
    
    
    
    
    
    
    
    10,000Net loss
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (1,809,241
    )
    
    
    (1,809,241
    )Balance at December 31, 2006
    
    
    15,877,751
    
    
    $
    15,878
    
    
    $
    2,955,926
    
    
    $
    (1,581,074
    )
    
    $
    1,390,730
  F-5




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##### Table of Contents



AKEENA SOLAR, INC.
Consolidated Statements of Cash Flows
Years Ended December 31, 2006 and 2005
 2006
    
    
    2005Cash flows from operating activitiesNet (loss) income
    
    $
    (1,809,241
    )
    
    $
    1,852Adjustments to reconcile net (loss) income to net cash used in
operationsDepreciation
    
    
    36,953
    
    
    
    27,854Amortization of customer list and customer contracts
    
    
    101,391
    
    
    
    Bad debt expense
    
    
    41,743
    
    
    
    17,363Non cash stock-based compensation expense
    
    
    37,819
    
    
    
    Changes in assets and liabilities:Accounts receivable
    
    
    (1,798,123
    )
    
    
    (1,102,829
    )Inventory
    
    
    (1,251,948
    )
    
    
    (22,694
    )Prepaid expenses and other current assets
    
    
    (456,930
    )
    
    
    (295,374
    )Other assets
    
    
    (20,824
    )
    
    
    Accounts payable
    
    
    914,584
    
    
    
    276,204Customer rebate payable
    
    
    878,178
    
    
    
    314,481Accrued liabilities and accrued warranty
    
    
    560,243
    
    
    
    205,469Deferred revenue
    
    
    507,422
    
    
    
    347,787Net cash used in operating activities
    
    
    (2,258,733
    )
    
    
    (229,887
    )Cash flows from investing activitiesCapital expenditures
    
    
    (88,585
    )
    
    
    (17,500
    )Acquisition of customer list
    
    
    (101,618
    )
    
    
    Increase in amount due from related party
    
    
    (800
    )
    
    
    (3,084
    )Net cash used in investing activities
    
    
    (191,003
    )
    
    
    (20,584
    )Cash flows from financing activitiesBorrowing on long-term debt
    
    
    21,084
    
    
    
    Repayment of long-term debt
    
    
    (17,661
    )
    
    
    (18,250
    )Borrowings on line of credit, net of repayments
    
    
    
    
    
    
    500,000Distributions to stockholder
    
    
    (11,000
    )
    
    
    (60,322
    )Payment of capital lease obligations
    
    
    (3,228
    )
    
    
    Issuance of common stock under private placement
    
    
    3,217,500
    
    
    
    Proceeds from exercise of warrants
    
    
    10,000
    
    
    
    Payment of placement agent fees
    
    
    (61,500
    )
    
    
    Cash acquired in reverse merger transaction
    
    
    16,871
    
    
    
    Net cash provided by financing activities
    
    
    3,172,066
    
    
    
    421,428Net increase in cash and cash equivalents
    
    
    722,330
    
    
    
    170,957Cash and cash equivalentsBeginning of year
    
    
    270,046
    
    
    
    99,089End of year
    
    $
    992,376
    
    
    $
    270,046Supplemental cash flows disclosures:Cash paid during the year forInterest
    
    $
    59,129
    
    
    $
    13,529Non cash investing and financing activitiesIssuance of common stock warrants to placement agent
    
    $
    70,039
    
    
    $
    Capital lease obligations incurred
    
    $
    58,111
    
    
    $
    Non-cash acquisition of customer list, common stock issued in January 2007
    
    $
    175,568
    
    
    $
    
  F-6




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##### Table of Contents



AKEENA SOLAR, INC.
Notes to Consolidated Financial Statements
December 31, 2006 and 2005
 1. Description of Business
   2. Summary of Significant Accounting Policies
 Cash and Cash Equivalents
  Accounts Receivable
  Inventory
  F-7




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##### Table of Contents



AKEENA SOLAR, INC.
Notes to Consolidated Financial Statements
December 31, 2006 and 2005
 Property and Equipment
   Category
    
    Useful LivesFurniture and Fixtures
    
    710 yearsOffice Equipment
    
    310 yearsVehicles
    
    5 yearsLeasehold Improvements
    
    5 years
  Long-Lived Assets
  Manufacturer and Installation Warranties
   Balance at beginning of year
    
    $
    304,188Provision charged to warranty expense
    
    
    234,467Less: warranty claims
    
    
    (30,000
    )Balance at end of year
    
    $
    508,655
 Fair Value of Financial Instruments
  F-8




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##### Table of Contents



AKEENA SOLAR, INC.
Notes to Consolidated Financial Statements
December 31, 2006 and 2005
 Revenue Recognition and Deferred Revenue
    Stock-based Compensation
  Advertising
  Shipping and Handling Costs
  Income Taxes
   Earnings Per Share
  F-9




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##### Table of Contents



AKEENA SOLAR, INC.
Notes to Consolidated Financial Statements
December 31, 2006 and 2005
    Segment Reporting
  Use of Estimates
  Principles of Consolidation
  Reclassifications
  Recent Accounting Pronouncements
  F-10




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##### Table of Contents



AKEENA SOLAR, INC.
Notes to Consolidated Financial Statements
December 31, 2006 and 2005
        F-11




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##### Table of Contents



AKEENA SOLAR, INC.
Notes to Consolidated Financial Statements
December 31, 2006 and 2005
  3.
    
    Accounts Receivable
  Trade accounts
    
    $
    1,671,237California rebate receivable
    
    
    1,040,263New Jersey rebate receivable
    
    
    137,918Other state rebates receivable
    
    
    568,794Other accounts receivable
    
    
    59,939Less: Allowance for doubtful accounts
    
    
    (43,582
    )$
    3,434,569
 4.
    
    Inventory
  Finished goods
    
    $
    1,791,816
 5.
    
    Property and Equipment, Net
  Vehicles
    
    $
    272,785Furniture and fixtures
    
    
    13,284Office equipment
    
    
    4,089Leasehold improvements
    
    
    4,013294,171Less: Accumulated depreciation and amortization
    
    
    (99,304
    )$
    194,867
  6.
    
    Assets Acquired
  F-12




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##### Table of Contents



AKEENA SOLAR, INC.
Notes to Consolidated Financial Statements
December 31, 2006 and 2005
    7.
    
    Accrued Liabilities
  Customer deposits
    
    $
    308,802Accrued salaries and benefits
    
    
    72,048Accrued accounting and legal fees
    
    
    35,200Other accrued liabilities
    
    
    206,134$
    622,184
 8.
    
    Credit Facility
  F-13




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##### Table of Contents



AKEENA SOLAR, INC.
Notes to Consolidated Financial Statements
December 31, 2006 and 2005
      9.
    
    Capital Lease Obligations
  2007
    
    $
    12,2052008
    
    
    13,3732009
    
    
    13,7382010
    
    
    11,3002011
    
    
    4,267$
    54,883Less: current portion
    
    
    (12,205
    )$
    42,678
 10.
    
    Long-Term Debt
  2007
    
    $
    17,3072008
    
    
    11,5602009
    
    
    8,8832010
    
    
    4,5782011
    
    
    3,652$
    45,980Less: current portion
    
    
    (17,307
    )$
    28,673
 F-14




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##### Table of Contents



AKEENA SOLAR, INC.
Notes to Consolidated Financial Statements
December 31, 2006 and 2005
 11. Stockholders Equity
  12. Stock Incentive Plan
   Weighted AverageNumber of
    
    Fair ValueRestricted Shares
    
    on Grant DateOutstanding at January 1, 2006
    
    
    
    
    
    $
    Granted during 2006
    
    
    407,305
    
    
    $
    1.76Forfeited/cancelled during 2006
    
    
    (48,898
    )
    
    $
    1.00Released/vested during 2006
    
    
    (3,785
    )
    
    $
    1.00Outstanding at December 31, 2006
    
    
    354,622
 F-15




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##### Table of Contents



AKEENA SOLAR, INC.
Notes to Consolidated Financial Statements
December 31, 2006 and 2005
   13. Stock Options and Stock Warrants
     F-16




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##### Table of Contents



AKEENA SOLAR, INC.
Notes to Consolidated Financial Statements
December 31, 2006 and 2005
 14. Income Taxes
   Computed expected tax benefit
    
    $
    (553,376
    )State income taxes
    
    
    (86,959
    )Change in deferred tax asset valuation
    
    
    640,335Actual tax expense
    
    $
    
   Net operating loss carryforward
    
    $
    640,335Less: Valuation allowance
    
    
    (640,335
    )Net deferred tax asset
    
    $
    
  Unaudited Pro Forma Information
  15. Related Party Transactions
  16. Commitments and Contingencies
 Non-Cancelable Operating Leases
  F-17




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##### Table of Contents



AKEENA SOLAR, INC.
Notes to Consolidated Financial Statements
December 31, 2006 and 2005
   2007
    
    $
    161,3692008
    
    
    126,9242009
    
    
    101,5202010
    
    
    50,7602011
    
    
    Thereafter
    
    
    Total minimum lease payments
    
    $
    440,573
 Litigation
  Employment Agreement
  17. Significant Concentrations of Business and Credit Risk
   18. Subsequent Events
  F-18




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##### Table of Contents



AKEENA SOLAR, INC.
Notes to Consolidated Financial Statements
December 31, 2006 and 2005
   F-19




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##### Table of Contents



Item 8.
    
    Changes in and Disagreements with Accountants on Accounting and Financial
Disclosure.
  
 Item 8A. Controls And Procedures.
    
    
    In August of 2006, our Chief Financial Officer became a full-time employee of the
company. Additionally, in September of 2006, we began expanding our accounting
department with the addition of a purchasing and inventory control position. A
full-time clerical position was added, in addition to adding a payroll position and an
invoicing position. By December of 2006, a senior accountant position was filled.
    
    We are developing policies and procedures to monitor and track sales bookings and
installations by product, date of sale and customer. Installation performance logs,
identifying key product and installation type information, are now maintained and
analyzed by management on a monthly basis.
    
    We are developing policies and procedures regarding installations to monitor when
the risk of ownership of our products and services is transferred to our customers.
Monthly sales at the end of each period along with installation completion documents
are analyzed by management to determine whether the risk of ownership has been
transferred to the customer and revenue has been appropriately recognized.
  28




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##### Table of Contents



Item 8B.
    
    Other Information.
  29




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##### Table of Contents








PART III





Item 9.
    
    Directors, Executive Officers, Promoters, Control Persons and Corporate Governance;
Compliance with Section 16(a) of the Exchange Act.


Directors and Executive Officers




Name
    
    Age
    
    PositionBarry Cinnamon
    
    
    49
    
    
    President, Chief Executive Officer, Secretary, Treasurer and DirectorDavid Wallace
    
    
    53
    
    
    Chief Financial OfficerEdward Roffman
    
    
    57
    
    
    Director




Barry Cinnamon, President, Chief Executive Officer, Secretary, Treasurer and Director.


David Lad Wallace, Chief Financial Officer. 30




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##### Table of Contents





Edward Roffman, Director.




Board Committees




Audit Committee.


Compensation Committee.


Director Compensation






Name
    
    Stock Awards(1)
    
    All Other Compensation
    
    TotalEdward Roffman
    
    $
    20,000
    (2)
    
    $
    
    
    
    $
    20,000





|    |  |                                                                                                                                                                                                                                                                                                                
|--- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|(1) |  | Based upon the aggregate grant date fair value calculated in accordance with Statement of
Financing Account Standards (SFAS) No. 123R, Share Based Payments. Our policy and
assumptions made in the valuation of share based payments are contained in Note 12 to our
December 31, 2006 financial statements.

31




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##### Table of Contents



(2)
    
    On August 30, 2006, Mr. Roffman was granted 20,000 shares of restricted stock, which
restriction lapses as to 5,000 shares, on each anniversary of the date of grant commencing on
August 30, 2007, subject to Mr. Roffman serving on our board of directors on each such
anniversary. At December 31, 2006, 20,000 shares of restricted stock were held by Mr.
Roffman. Section 16(a) Beneficial Ownership Reporting Compliance
  Code of Conduct
  
 Item 10.
    
    Executive Compensation
  Summary Compensation Table
 All OtherName and Principal Position
    
    Year
    
    Salary
    
    Bonus
    
    Compensation
    
    TotalBarry Cinnamon
Chief Executive Officer,
President, Treasurer,
Secretary and director
    
    
    2006
    
    
    $
    132,392
    
    
    $
    
    
    
    $
    11,000
    (1)
    
    $
    143,392
    (2)Bruce Velestuk
Chief Executive Officer,
President, Treasurer and
Secretary and director
    
    
    2006
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (3)
 
 (1)
    
    Represents distributions on Mr. Cinnamons common stock paid by Akeena Solar, Inc. prior
to the Merger.(2)
    
    Represents compensation paid by Akeena Solar, Inc. prior to the Merger and by us to Mr.
Cinnamon after the Merger.(3)
    
    Represents compensation paid by us to Mr. Velestuk prior to the Merger. Mr. Velestuk
resigned from our company on August 11, 2006, in connection with the Merger. 32




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##### Table of Contents



Outstanding Equity Awards at Fiscal Year-End
  Option Grants
  Employment Agreements
  Stock Incentive Plan
  
 Item 11.
    
    Security Ownership of Certain Beneficial Owners and Management and Related Stockholder
Matters and Director Independence.
    33




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##### Table of Contents



Number of SharesName and Address of Beneficial Owner
    
    Beneficially Owned
    
    Percentage Beneficially Owned(1)Barry Cinnamon
    
    
    8,000,000
    
    
    
    42.2
    %Edward Roffman
    
    
    20,000
    (2)
    
    
    *Bruce Velestuk(3)
    
    
    0
    
    
    
    0All directors and executive officers as
a group (3 persons)
    
    
    8,058,306
    (4)
    
    
    42.5
    %
 
 *
    
    Less than 1%(1)
    
    Based on 18,978,663 shares of common stock outstanding on March 27, 2007, which includes 430,051 restricted shares which are subject to forfeiture.(2)
    
    Represents 20,000 shares of restricted common stock granted to Mr. Roffman on August 30,
2006, under our Stock Plan. Restrictions lapse as to 5,000 shares on each anniversary of the
date of grant, commencing August 30, 2007. Mr. Roffman is entitled to vote such restricted
shares, subject to forfeiture in accordance with the terms of the grant.(3)
    
    Mr. Velestuk resigned from all positions held in our company and as a director on August 11,
2006, in connection with the Merger.(4)
    
    Includes 33,306 and 5,000 shares of restricted common stock granted to David Wallace on
August 30, 2006 and December 15, 2006, respectively, and 20,000 shares of restricted stock granted to Mr. Roffman, as described in footnote (2) above, under our Stock Plan. Restrictions lapse
as to one-fourth of such shares subject to each grant on each anniversary of the date of
grant, commencing one year from the date of grant. Mr. Wallace is entitled to vote such
restricted stock, subject to forfeiture in accordance with the terms of the grants. 
 Item 12.
    
    Certain Relationships and Related Transactions, and Director Independence.
   34




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##### Table of Contents



Item 13.
    
    Exhibits.
 ExhibitNumber
    
    Description2.1
    
    Agreement of Merger and Plan of Reorganization, dated August 11, 2006, by and among Fairview Energy
Corporation, Inc., ASI Acquisition Sub, Inc. and Akeena Solar, Inc. (incorporated herein by reference to
Exhibit 2.1 to our Current Report on Form 8-K, dated August 11, 2006 (the August 2006 8-K))3.1
    
    Certificate of Incorporation (incorporated by reference to Exhibit 3.1 to our Current Report on Form 8-K, dated
August 3, 2006)3.2
    
    By-laws (incorporated by reference to Exhibit 3.2 to our Current Report on Form 8-K, dated August 3, 2006)3.3
    
    Certificate of Amendment to Certificate of Incorporation (incorporated herein by reference to Exhibit 3.3 to
the August 2006 8-K)4.1*
    
    Form of Restricted Stock Agreement4.2
    
    Form of Class B Common Stock Purchase Warrant, dated March 8, 2007 (incorporated herein by reference to Exhibit
10.3 to our Current Report on Form 8-K, dated March 8, 2007 (March 8, 2007 8-K))4.3
    
    Form of Class A Common Stock Purchase Warrant, dated March 8, 2007 (incorporated herein by reference to Exhibit
10.4 to the March 8, 2007 8-K)4.4
    
    Registration Rights Agreement (incorporated herein by reference to Exhibit 10.2 to the March 8, 2007 8-K)10.1
    
    Akeena Solar, Inc. 2006 Stock Incentive Plan (incorporated herein by reference to Exhibit 10.1 to the August
2006 8-K)10.2
    
    First Amendment to the Akeena Solar, Inc. 2006 Incentive Stock Plan (incorporated herein by reference to
Exhibit 10.1 to our Current Report on Form 8-K, dated December 20, 2006)10.3
    
    Form of Subscription Agreement (incorporated herein by reference to Exhibit 10.2 to the August 2006 8-K)10.4
    
    Form of Registration Rights Agreement (incorporated herein by reference to Exhibit 10.3 to the August 2006 8-K)10.5
    
    Form of Lockup Agreement (incorporated herein by reference to Exhibit 10.4 to the August 2006 8-K)10.6
    
    Loan and Security Agreement, dated January 29, 2007, between Akeena Solar, Inc. and Comerica Bank (incorporated
herein by reference to Exhibit 10.1 to our Current Report on Form 8-K, dated January 29, 2007)10.7
    
    Guaranty of Barry Cinnamon to Comerica Bank, executed December 19, 2006 (incorporated herein by reference to
Exhibit 10.3 to our Current Report on Form 8-K, dated December 19, 2006)10.8*
    
    Restricted Stock Agreement, dated December 29, 2006, between the Akeena Solar, Inc. and Edward Roffman10.9
    
    Form of Director and Officer Indemnification Agreement (incorporated herein by reference to the Exhibit 10.9 to
the August 2006 8-K)10.11
    
    Standard Industrial/Commercial Single-Tenant Lease  Net, dated September 30,
 35




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##### Table of Contents



ExhibitNumber
    
    Description2002, between Mattiuz Childrens
Trust and Akeena Solar, Inc., as amended by First Addendum to Standard Industrial/Commercial Single-Tenant
Lease  Net, dated April 26, 2004, Second Addendum Standard Industrial/Commercial Single-Tenant Lease  Net,
dated April 30, 2005 and Third Addendum to Standard Industrial/Commercial Single-Tenant Lease, dated July 7,
2006 (incorporated herein by reference to Exhibit 10.11 to our Current Report on Form 8-K/A, dated August 11,
2006 (the August 2006 8-K/A))10.12
    
    Letter Agreement, dated July 21, 2006, between Akeena Solar, Inc. and Westminster Securities Corp.
(incorporated herein by reference to the August 2006 8-K/A)10.13
    
    Securities Purchase Agreement, dated March 8, 2007, between Akeena Solar, Inc. and the purchasers signatory
thereto (incorporated herein by reference to Exhibit 10.1 to the March 8, 2007 8-K)10.14*
    
    Non-Exclusive Finders Agreement, dated February 8, 2007, between Akeena Solar, Inc. and Empire Financial
Group, Inc.16
    
    Letter from Marcum & Kliegman LLP (incorporated herein by reference to Exhibit 16.1 to our Current Report on
Form 8-K, dated December 19, 2006)21.1
    
    List of Subsidiaries (incorporated herein by reference to Exhibit 21.1 to the August 2006 8-K)31.1*
    
    Section 302 Certification of Principal Executive Officer31.2*
    
    Section 302 Certification of Principal Financial Officer32.1*
    
    Section 906 Certification of Principal Executive Officer32.2*
    
    Section 906 Certification of Principal Financial Officer
 
 *
    
    filed herewith 
 Item 14.
    
    Principal Accountant Fees and Services.
  2006Audit Fees(1)
    
    $
    34,000
 
 (1)
    
    Comprised of the audit of our annual financial statements.  36




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##### Table of Contents



2006
    
    2005Audit Fees(1)
    
    $
    86,000
    
    
    $
    120,000All Other Fees(2)
    
    $
    27,000
    
    
    $
    
 
 (1)
    
    Comprised of the audit of our annual financial statements and reviews of our quarterly
financial statements.(2)
    
    Comprised of services rendered in connection with our capital raising efforts, registration
statement, other filings with the SEC, including consents, and consultations regarding
financial accounting and reporting. 37




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##### Table of Contents



SIGNATURES
   AKEENA SOLAR, INC./s/ Barry CinnamonBarry CinnamonPresident and Chief Executive
Officer
(Principal Executive Officer)  March 29, 2007
    /s/ Barry CinnamonBarry CinnamonPresident and Chief Executive
Officer
(Principal Executive Officer)March 29, 2007

/s/
David Lad WallaceDavid Lad WallaceChief Financial Officer
(Principal Financial Officer and
Principal Accounting Officer)




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##### Table of Contents



Exhibit Index
 ExhibitNumber
    
    Description2.1
    
    Agreement of Merger and Plan of Reorganization, dated August 11, 2006, by and among Fairview Energy
Corporation, Inc., ASI Acquisition Sub, Inc. and Akeena Solar, Inc. (incorporated herein by reference to
Exhibit 2.1 to our Current Report on Form 8-K, dated August 11, 2006 (the August 2006 8-K))3.1
    
    Certificate of Incorporation (incorporated by reference to Exhibit 3.1 to our Current Report on Form 8-K, dated
August 3, 2006)3.2
    
    By-laws (incorporated by reference to Exhibit 3.2 to our Current Report on Form 8-K, dated August 3, 2006)3.3
    
    Certificate of Amendment to Certificate of Incorporation (incorporated herein by reference to Exhibit 3.3 to
the August 2006 8-K)4.1*
    
    Form of Restricted Stock Agreement4.2
    
    Form of Class B Common Stock Purchase Warrant, dated March 8, 2007 (incorporated herein by reference to Exhibit
10.3 to our Current Report on Form 8-K, dated March 8, 2007 (March 8, 2007 8-K))4.3
    
    Form of Class A Common Stock Purchase Warrant, dated March 8, 2007 (incorporated herein by reference to Exhibit
10.4 to the March 8, 2007 8-K)4.4
    
    Registration Rights Agreement (incorporated herein by reference to Exhibit 10.2 to the March 8, 2007 8-K)10.1
    
    Akeena Solar, Inc. 2006 Stock Incentive Plan (incorporated herein by reference to Exhibit 10.1 to the August
2006 8-K)10.2
    
    First Amendment to the Akeena Solar, Inc. 2006 Incentive Stock Plan (incorporated herein by reference to
Exhibit 10.1 to our Current Report on Form 8-K, dated December 20, 2006)10.3
    
    Form of Subscription Agreement (incorporated herein by reference to Exhibit 10.2 to the August 2006 8-K)10.4
    
    Form of Registration Rights Agreement (incorporated herein by reference to Exhibit 10.3 to the August 2006 8-K)10.5
    
    Form of Lockup Agreement (incorporated herein by reference to Exhibit 10.4 to the August 2006 8-K)10.6
    
    Loan and Security Agreement, dated January 29, 2007, between Akeena Solar, Inc. and Comerica Bank (incorporated
herein by reference to Exhibit 10.1 to our Current Report on Form 8-K, dated January 29, 2007)10.7
    
    Guaranty of Barry Cinnamon to Comerica Bank, executed December 19, 2006 (incorporated herein by reference to
Exhibit 10.3 to our Current Report on Form 8-K, dated December 19, 2006)10.8*
    
    Restricted Stock Agreement, dated December 29, 2006, between the Akeena Solar, Inc. and Edward Roffman




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##### Table of Contents



ExhibitNumber
    
    Description10.9
    
    Form of Director and Officer Indemnification Agreement (incorporated herein by reference to the Exhibit 10.9 to
the August 2006 8-K)10.11
    
    Standard Industrial/Commercial Single-Tenant Lease  Net, dated September 30, 2002, between Mattiuz Childrens
Trust and Akeena Solar, Inc., as amended by First Addendum to Standard Industrial/Commercial Single-Tenant
Lease  Net, dated April 26, 2004, Second Addendum Standard Industrial/Commercial Single-Tenant Lease  Net,
dated April 30, 2005 and Third Addendum to Standard Industrial/Commercial Single-Tenant Lease, dated July 7,
2006 (incorporated herein by reference to Exhibit 10.11 to our Current Report on Form 8-K/A, dated August 11,
2006 (the August 2006 8-K/A))10.12
    
    Letter Agreement, dated July 21, 2006, between Akeena Solar, Inc. and Westminster Securities Corp.
(incorporated herein by reference to the August 2006 8-K/A)10.13
    
    Securities Purchase Agreement, dated March 8, 2007, between Akeena Solar, Inc. and the purchasers signatory
thereto (incorporated herein by reference to Exhibit 10.1 to the March 8, 2007 8-K)10.14*
    
    Non-Exclusive Finders Agreement, dated February 8, 2007, between Akeena Solar, Inc. and Empire Financial
Group, Inc.16
    
    Letter from Marcum & Kliegman LLP (incorporated herein by reference to Exhibit 16.1 to our Current Report on
Form 8-K, dated December 19, 2006)21.1
    
    List of Subsidiaries (incorporated herein by reference to Exhibit 21.1 to the August 2006 8-K)31.1*
    
    Section 302 Certification of Principal Executive Officer31.2*
    
    Section 302 Certification of Principal Financial Officer32.1*
    
    Section 906 Certification of Principal Executive Officer32.2*
    
    Section 906 Certification of Principal Financial Officer
 
 *
    
    filed herewith