UNITED STATES


SECURITIES
AND EXCHANGE COMMISSION


WASHINGTON, D.C.
20549




FORM
10-K


ANNUAL REPORT PURSUANT TO SECTION 13
OR 15(d) OF


THE
SECURITIES EXCHANGE ACT OF 1934




For the
fiscal year ended March 31, 2009




Commission
file number 000-53550





SOLAR
ENERGY TOWERS, INC.


(Exact
name of registrant as specified in its charter)




Washington
                  26-3244086(State
      or other jurisdiction of
                  (I.R.S.
      Employerincorporation
      or organization)
                  Identification
      No.)






520
Pike Street, Suite 985


Seattle,
Washington 98101


(Address
of principal executive offices, zip code)





(206)
407-3187


(Registrant’s
telephone number, including area code)





(Former
name, former address and former fiscal year,


if
changed since last report)




Securities
registered pursuant to Section 12(b) of the Act:


None




Securities
registered pursuant to section 12(g) of the Act:


Common
Stock, $.001 par value




Indicate
by check mark if the registrant is a well-known seasoned issuer, as defined in
Rule 405 of the Securities Act. Yes oNo x




Indicate
by check mark if the registrant is not required to file reports pursuant to
Section 13 or Section 15(d) of the Act Yes xNo o




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




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




Indicate
by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer, or a smaller reporting company. See
the definitions of “large accelerated filer,” “accelerated filer” and “smaller
reporting company” in Rule 12b-2 of the Exchange Act. (Check one):




Large
accelerated filer oAccelerated filer oNon-accelerated
filer oSmaller reporting company x


(Do not
check if a smaller reporting company)




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




As of
July 10, 2009, the registrant had 10,118,000 shares of common stock, no par
value, and 100,000 shares of Series A Preferred Stock, no par value per share,
issued and outstanding. No market value has been computed based upon the fact
that no active trading market had been established.









SOLAR
ENERGY TOWERS, INC.


TABLE
OF CONTENTS





Page No.PART
      IItem
      1.
                  Business
                  3Item
      1A.
                  Risk
      Factors
                  6Item
      1B.
                  Unresolved
      Staff Comments
                  7Item
      2.
                  Properties
                  7Item
      3.
                  Legal
      Proceedings
                  7Item
      4.
                  Submission
      of Matters to a Vote of Securities Holders
                  7PART
      IIItem
      5.
                  Market
      for Common Equity and Related Stockholder Matters
                  7Item
      6.
                  Selected
      Financial Data
                  8Item
      7.
                  Management’s
      Discussion and Analysis of Financial Conditionand
      Results of Operations
                  8Item
      8.
                  Financial
      Statements and Supplementary Data
                  11Item
      9.
                  Changes
      in and Disagreements with Accountants on Accountingand
      Financial Disclosure
                  12Item
      9A.
                  Controls
      and Procedures
                  12Item
      9B.
                  Other
      Information
                  13Part
      IIIItem
      10.
                  Directors
      and Executive Officers and Corporate Governance
                  13Item
      11.
                  Executive
      Compensation
                  15Item
      12.
                  Security
      Ownership of Certain Beneficial Owners and Managementand
      Related Stockholder Matters
                  17Item
      13.
                  Certain
      Relationships and Related Transactions, and Director
      Independence
                  17Item
      14.
                  Principal
      Accounting Fees and Services
                  18Part
      IVItem
      15.
                  Exhibits
      and Financial Statement Schedules
                  18Signatures
                  18




2




FORWARD-LOOKING
STATEMENTS





Except
for historical information, this report contains forward-looking statements
within the meaning of Section 27A of the Securities Act of 1933 and Section 21E
of the Securities Exchange Act of 1934.  Such forward-looking statements
involve risks and uncertainties, including, among other things, statements
regarding our business strategy, future revenues and anticipated costs and
expenses.  Such forward-looking statements include, among others, those
statements including the words “expects,” “anticipates,” “intends,” “believes,”
and similar language.  Our actual results may differ significantly from
those projected in the forward-looking statements.  Factors that might
cause or contribute to such differences include, but are not limited to, those
discussed in the sections “Business,” “Risk Factors,” and “Management’s
Discussion and Analysis of Financial Condition and Results of Operations.”
 You should carefully review the risks described in this Annual Report and
in other documents we file from time to time with the Securities and Exchange
Commission.  You are cautioned not to place undue reliance on the
forward-looking statements, which speak only as of the date of this report.
 We undertake no obligation to publicly release any revisions to the
forward-looking statements or reflect events or circumstances after the date of
this document.





Although
we believe that the expectations reflected in these forward-looking statements
are based on reasonable assumptions, there are a number of risks and
uncertainties that could cause actual results to differ materially from such
forward-looking statements.





All
references in this Form 10-K to the “Solar Energy Towers”, “we”, “us,” or “our”
are to Solar Energy Towers, Inc.





PART
I





ITEM
1. BUSINESS





ORGANIZATION
WITHIN THE LAST FIVE YEARS





Solar
Energy Towers, Inc. was incorporated on June 2, 2008 under the laws of the State
of Washington.  We are engaged in the business of designing,
constructing, owning and operating energy towers power plants.





On February 10, 2009, the Board of
Directors appointed Thomas E. Puzzo as President and Chief Executive Officer of
the Company, a position he
continues to hold.  Mr. Puzzo is currently a
director of the Company and acts as counsel to the
Company.Mr. Puzzo intends to serve as the President and Chief
Executive Officer on an interim basis only and until such time as the Company
has sufficient financing to hire a President and Chief Executive Officer with
prior experience in the power utility business.  Mr. Puzzo does not
have any prior experience in the power utility business.





Ryan
Gibson served as President and Chief Executive Officer of our company from June
23, 2008 until February 10, 2009, when he resigned as President and Chief
Executive Officer.





IN
GENERAL





We are a
development stage company engaged in the development, construction, ownership
and operation power generation plants which employ energy tower
technology.





“Energy
tower technology” refers to the process by which the power generation plants can
convert hot air into energy by a method of evaporative cooling. Our primary
business objective is to become a significant independent power producer in
countries where climatic and hydrological conditions are suited for energy tower
technology power generation.  These ideal geographical locations where
we intend to construct and operate energy tower power plants are those areas
characterized as hot, dry, arid desert and semi-desert climates which are
located near seawater.  The most significant product produced from
energy tower power plants will be electricity.




We have
not earned any revenues to date.  Our independent registered public
accountant has issued an audit opinion which includes a statement expressing
substantial doubt as to our ability to continue as a going concern.




3




There is
the likelihood that we may never be able to design, construct, own and or
operate an energy tower power plant that produced commercially viable quantities
of electricity.  We are presently in the development stage of our
business and we can provide no assurance that we will be able to design,
construct, own and or operate an energy tower power plant or that any
commercially viable quantities of electricity can be produced based on the
energy towers technology.  Further development and experimentation is
required before a final determination can be made as to whether an energy tower
power plant that we would construct would produce commercially viable quantities
of electricity.  If our energy tower power plant cannot produce
commercially viable quantities of electricity, all funds that we spend on
development will be lost.





DEVELOPMENT
OF THE ENERGY TOWERS TECHNOLOGY





We intend
to research and development our own energy tower technology and construct a
pilot power plant.  In order to maximize benefits available to us
through energy tower technology, we intend to explore the commercialization of
power generating plants through consultation with professionals in both the
engineering and construction fields.  Building on energy tower
technology originally patented in 1975 by Dr. Philip Carlson, a U.S. physicist,
the energy tower pilot power plant will be designed to generate energy by
spraying and cooling hot air as it enters the energy tower from the
atmosphere.  This evaporative cooling process results in dense cool
air falling at a high velocity down the length of the energy tower, which in
turn spins turbines generating energy. This method of creating energy may also
desalinate large volumes of salt/brackish water by adding a reverse osmosis
process.  Salt water or brackish water used in the evaporative cooling
process can either be returned to the original seawater source or used for other
purposes. Since the location of any given energy tower will be in geographical
areas most suitable for their construction, the operation can proceed
continually throughout any given year except for seasonal differences in the
amount of energy capable of being produced. Currently there are no means of
long-term energy storage to level out the seasonal difference.





Electrical
output, the most significant product that is generated from an energy tower, is
intended to be sold to electric utilities in respective nations under either
long-term power purchase contracts or through joint venture or sublicense
arrangements.  Specifically, we will seek to enter into joint venture
arrangements with either national or other host utility companies whereby such
entities will help to provide for land, licensing and permitting assistance and
other local perquisites required prior to constructing and operating an Energy
Tower plant. We anticipate the market for energy towers to possibly demand the
construction of several plants within each of the 40 or more candidate countries
that have been identified as suitable to energy tower
technology.  Even if one or more of the countries identified elected
not to enter into arrangements with us, we believe that the construction of one
full-scale energy tower in any of the 40 countries would justify the total costs
of development.  Factors that may affect the construction include,
among other things, the availability of adequate financing, the availability of
building materials, the ability of a construction company to compete
construction on schedule and within budget, the capacity of local power grids,
the distance from the site of the energy tower to the seawater or brackish water
source, the availability of permits and licenses to commence and complete
construction and other factors associated with large-scale
construction.





DEVELOPMENT
PROGRAM AND ESTIMATED COST





Phase
                                  
                                  Development Program
                                  
                                  Cost
                                  
                                  StatusPhase
      I
                                  
                                  Technical
      and economic feasibility studies of sites for construction of first energy
      tower power plant.
                                  
                                  $6,000,000
                                  
                                  Expected
      to be completed in December 2009 (dependent on consulting engineer’s
      schedule)Phase
      II
                                  
                                  Negotiate
      and enter into power purchase agreement with a utility
      company.
                                  
                                  $2,500,000
                                  
                                  Expected
      to be completed in March 2010Phase
      III
                                  
                                  Final
      design and request for proposals from subcontractors and equipment
      manufacturers.
                                  
                                  $6,500,000
                                  
                                  Expected
      to be completed by Summer 2011Phase
      IV
                                  
                                  Construction
      of full-scale energy towers power plant.
                                  
                                  $300,000,000
      to $1.5 Billion (1)
                                  
                                  Expected
      to be completed between 2013 and 2015.




(1)  Depending on terms and conditions of power purchase
agreement.




4




COMPETITION





We are a
development stage company.  We do not compete directly with anyone for
the design, construction, ownership and/or operation of an energy tower power
plant.  Readily available markets exist in the U.S. and around the
world for the sale of electricity.  Therefore, we will likely be able
to sell any electricity that we are able to produce.





We will
be subject to competition and unforeseen limited sources of supplies in the
industry in the event spot shortages arise for supplies such as concrete, and
certain equipment such as cranes and excavators that we will need to conduct
construction.  We have not yet attempted to locate or negotiate with
any suppliers or products, equipment or services and will not do so until funds
are able to be raised from future offerings.  If we are unsuccessful
in securing the products, equipment and services we need we may have to suspend
our development plans until we are able to do so.





We
compete with other power companies for financing and for the engineering and
construction services of new power plants.  All of the power companies
with whom we compete have greater financial and technical resources than we
do.  Accordingly, these competitors may be able to spend greater
amounts on the development of their own energy tower technology and the design,
construction, ownership and/or operation of their own energy tower power
plants.  In addition, they may be able to afford greater engineering
expertise in the development and construction of power plants. This competition
could result in competitors having energy tower technology or energy tower power
plants of greater quality and interest to prospective investors who may finance
additional development. This competition could adversely impact on our ability
to finance further development and to achieve the financing necessary for us to
develop our energy tower technology and design, construct, own and operate an
energy tower power plant.





RESEARCH
AND DEVELOPMENT EXPENDITURES





We have
not incurred any research expenditures since our incorporation.





BANKRUPTCY
OR SIMILAR PROCEEDINGS





There has
been no bankruptcy, receivership or similar proceeding.





REORGANIZATIONS,
PURCHASE OR SALE OF ASSETS





There
have been no material reclassifications, mergers, consolidations, or purchase or
sale of a significant amount of assets not in the ordinary course of
business.





COMPLIANCE
WITH GOVERNMENT REGULATION





We will
be required to comply with all regulations, rules and directives of governmental
authorities and agencies applicable to the construction and operation of power
plants in any jurisdiction which we would construct, own and operate an energy
tower power plant.





PATENTS
AND TRADEMARKS





We do not
own, either legally or beneficially, any patents or trademarks.





NEED
FOR GOVERNMENT APPROVAL FOR ITS PRODUCTS OR SERVICES





We are
not required to apply for or have any government approval for our product or
services.




5




REPORTS
TO SECURITIES HOLDERS





We
provide an annual report that includes audited financial information to our
shareholders. We will make our financial information equally available to any
interested parties or investors through compliance with the disclosure rules of
Regulation S-K for a small business issuer under the Securities Exchange Act of
1934. We are subject to disclosure filing requirements including filing Form
10-K annually and Form 10-Q quarterly. In addition, we will file Form 8-K and
other proxy and information statements from time to time as required. We do not
intend to voluntarily file the above reports in the event that our obligation to
file such reports is suspended under the Exchange Act. The public may read and
copy any materials that we file with the Securities and Exchange Commission,
(“SEC”), at the SEC’s Public Reference Room at 100 F Street NE, Washington, DC
20549. The public may obtain information on the operation of the Public
Reference Room by calling the SEC at 1-800-SEC-0330. The SEC maintains an
Internet site (http://www.sec.gov) that contains reports, proxy and information
statements, and other information regarding issuers that file electronically
with the SEC.




ITEM
1A. RISK FACTORS





We
are a start-up company with a lack of operating history and profitability.
 Solar Energy Towers has incurred losses since inception, and we expect
those losses to continue in the future.  As a result, we may have to
suspend or cease operations.





We were
incorporated on June 2, 2008, and we have not started any business operations
nor realized any revenues. We have no operating history upon which an evaluation
of our future success or failure can be made.  As a result, it is possible
that we may not generate any revenues in the future.  Since inception, to
March 31, 2009, Solar Energy Towers has incurred a net loss of
$5,531.





In order
to generate revenue, we are dependent on our ability to obtain financing to
build a power plant to sell electricity in order to generate
revenues.





Based
upon current plans, we expect operating losses in future periods.  If we do
not generate enough future revenues to cover our expenses before the business
has become profitable, we would have to suspend or cease operations and you
could lose your investment.





Because
Solar Energy Towers is a small company and does not have much capital, if we are
unable to raise additional funds to meet our needs, we may have to scale back
our operations which could result in a loss of your investment.





Because
we are a small company with limited financial resources, we may be unable to
sufficiently finance our operations until we generate revenues sufficient to
cover our expenses.  If that were the case, we would have to raise more
capital to finance our operations in order for the business to be successful.





If we are
unable to raise the capital required to finance our operations, then we would be
unable to generate revenues sufficient to maintain our business and this could
result in a loss of your investment.





Because
Thomas Puzzo has other outside business activities, he can only dedicate a
limited amount of his time to Solar Energy Towers’s operations.  This could
result in periodic interruptions or suspensions of the business
plan.





Because
our company President and Chief Executive Officer, Thomas Puzzo, has other
outside business interests, he will only be able to devote a limited amount of
his time to our operations.  Solar Energy Towers operations may occur at
times which are inconvenient to Mr. Puzzo, which could result in the development
of our plan being periodically interrupted or suspended.  Additionally,Mr. Puzzo intends
to serve as the President and Chief Executive Officer on an interim basis only
and until such time as the Company has sufficient financing to hire a President
and Chief Executive Officer with prior experience in the power utility
business.  Mr. Puzzo does not have any prior experience in the power
utility business.




6




If
our officers and directors resign or die without having found replacements, our
operations will be suspended or cease altogether. Should that occur, it could
result in a loss of your investment.





We have
one officer and two directors and we are entirely dependent upon them in order
to conduct our operations.  If they should resign or die, there will be no
one to run Solar Energy Towers, and the company has no Key Man insurance.
 If such an event were to take place and we were unable to find other
persons to run us, our operations would be suspended or cease entirely, and this
could result in the loss of your investment.





Our
shares are defined as “penny stock”, the rules imposed on the sale of the shares
may affect your ability to resell any shares, if at all.





Our
shares are defined as a penny stock under the Securities Exchange Act of 1934,
as amended (the “Exchange Act”), and rules of the Securities and Exchange
Commission (the “SEC”).  The Exchange Act and such penny stock rules
generally impose additional sales practice and disclosure requirements on
broker-dealers who sell our securities to persons other than certain accredited
investors who are, generally, institutions with assets in excess of $5,000,000
or individuals with net worth in excess of $1,000,000 or annual income exceeding
$200,000, or $300,000 jointly with spouse, or in transactions not recommended by
the broker-dealer.  For transactions covered by the penny stock rules, a
broker-dealer must make a suitability determination for each purchaser and
receive the purchaser's written agreement prior to the sale.  In addition,
the broker-dealer must make certain mandated disclosures in penny stock
transactions, including the actual sale or purchase price and actual bid and
offer quotations, the compensation to be received by the broker-dealer and
certain associated persons, and deliver certain disclosures required by the
Commission.  Consequently, the penny stock rules may affect the ability of
broker-dealers to make a market in or trade our common stock and may also affect
your ability to resell any shares you may purchase in the public
markets.





ITEM
1B.  UNRESOLVED STAFF COMMENTS





None.





ITEM
2. PROPERTIES





We
currently do not own or rent any physical property, and do not own or rent any
real property.  Our current business address is 520 Pike Street, Suite 985, Seattle,
Washington 98101, which is the same address as our registered agent and where we
receive service of process.  Our telephone number is (206)
407-3187.





Each of our officers and directors works
on Company business from their respective home
offices.Management believes the current arrangement is
sufficient for its needs at this time.  The Company intends to lease
its own offices at such time as it has sufficient financing to do
so.





ITEM
3. LEGAL PROCEEDINGS




We are
not currently involved in any legal proceedings and we are not aware of any
pending or potential legal actions.




ITEM
4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS




There
were no matters submitted to a vote of the security holders during the year
ended March 31, 2009.




PART
II




ITEM
5. MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS




NO
PUBLIC MARKET FOR COMMON STOCK




Our
shares of common stock do not trade on and exchange or the over-the-counter
market.




7





HOLDERS




As of the
date of this report, Solar Energy Towers has 39 shareholders of record. We have
paid no cash dividends and have no outstanding options. We have no securities
authorized for issuance under equity compensation plans.





The stock
transfer agent for our securities is Signature Stock Transfer, Inc., 2632
Coachlight Court, Plano, Texas 75093, Telephone (972) 612-4120.





DIVIDENDS





There are
no restrictions in Solar Energy Towers’s Articles of Incorporation or Bylaws
that prevent us from declaring dividends. The Nevada Revised Statutes, however,
do prohibit us from declaring dividends where, after giving effect to the
distribution of the dividend if: (i) Solar Energy Towers would not be able to
pay its debts as they become due in the usual course of business; or (ii) Solar
Energy Towers’s total assets would be less than the sum of the total liabilities
plus the amount that would be needed to satisfy the rights of shareholders who
have preferential rights superior to those receiving the
distribution.





The
Company has not declared any dividends, and does not plan to declare any
dividends in the foreseeable future.





RECENT
SALES OF UNREGISTERED SECURITIES





None.





SECURITIES
AUTHORIZED FOR ISSUANCE UNDER EQUITY COMPENSATION PLANS





We do not
have any equity compensation plans and accordingly we have no securities
authorized for issuance thereunder.





PURCHASES
OF EQUITY SECURITIES BY THE REGISTRANT AND AFFILIATED PURCHASERS





We did
not purchase any of our shares of common stock or other securities during the
year ended March 31, 2009.





ITEM
6.  SELECTED FINANCIAL DATA





Not
applicable.




ITEM
7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS




The
following plan of operation should be read in conjunction with our financial
statements and the notes thereto included elsewhere in this report. Statements
contained herein which are not historical facts are forward-looking statements,
as that term is defined by the Private Securities Litigation Reform Act of 1995,
including statements relating to our plans, objectives, expectations and
intentions. Although we believe that the expectations reflected in such
forward-looking statements are reasonable, forward-looking statements are
subject to risks and uncertainties that could cause actual results to differ
from those projected. We caution investors that any forward-looking statements
made by us are not guarantees of future performance and that actual results may
differ materially from those in the forward-looking statements. Such risks and
uncertainties include, without limitation: established competitors who have
substantially greater financial resources and operating histories, regulatory
delays or denials, ability to compete as a start-up company in a highly
competitive market, and access to sources of capital.





Results of
Operations





We have
conducted no material operations during the year ended March 31, 2009, and do
not have any present operations. During the year ended March 31, 2009, we
generated no revenues.  Accordingly, a discussion of our results of
operations is not meaningful and will not be presented herein.




8




The
following table provides selected financial data about our company as of and for
the year ended March 31, 2009, and as of July 31, 2008





Balance Sheet Data:
                      
                      March 31, 2009
                      
                      
                      July 31, 2008Cash
                      
                      $
                      21,770
                      
                      
                      $
                      101Total
      assets
                      
                      $
                      22,150
                      
                      
                      $
                      -Total
      liabilities
                      
                      $
                      1,500
                      
                      
                      $
                      -Stockholders’
      equity
                      
                      $
                      20,650
                      
                      
                      $
                      101





Liquidity and Capital
Resources





The
report of our auditors on our audited financial statements for the fiscal year
ended March 31, 2009, contains a going concern qualification as we have suffered
losses since our inception.  We have minimal assets and have achieved no
operative revenues since our inception.  We have depended on loans and
sales of equity securities to conduct operations.  Unless and until we
commence material operations and achieve material revenues, we will remain
dependent on financings to continue our operations.  Because of our limited
cash on hand, we will be required to raise additional capital over the next
twelve months to meet our ongoing expenses.





The
following discussion provides information that we believe is relevant to an
assessment and understanding of the results of operations and financial
condition of our company.  It should be read in conjunction with the
Financial Statements and accompanying Notes.





Plan of
Operation





Our plan
of operation is divided into four phases, as follows: (I) retain, on a
consulting basis, engineers to conduct technical and economic feasibility
studies of sites for construction of the first energy tower power plant,
(II) negotiate and enter into a power purchase agreement with a utility company,
(III) retain, on a consulting basis, engineers to design the first energy tower
power plant and request for proposals from subcontractors and equipment
manufacturers for the construction of the first energy tower power plant, and
(IV) construct a full-scale energy towers power plant. We have begun discussions
with an engineering firm to engage in technical and economic feasibility studies
but have not yet commenced any other operations or activities.





Our plan
of operation for the following twelve months is to (i) complete Phase I of our
program, which is to conduct technical and economic feasibility studies of sites
for construction of the first energy tower power plant, and (ii) begin Phase II
of our program, which is to negotiate and enter into a power purchase
agreement with a utility company (with the final power purchase agreement to be
executed in March 2010). In addition to the $8,500,000 we anticipate spending
for Phase I and II for the development program as outlined below, we anticipate
spending an additional $60,000 on professional and administrative fees,
complying with reporting obligations and arranging financing for Phase I and II
of our development program.  Total expenditures over the next 12
months are therefore expected to be approximately $6,560,000, $60,000 of which
is the amount to be raised in this offering.  If we experience a
shortage of funds prior to funding during the next 12 months, we may utilize
funds from Robert O’Leary, our Chairman of the Board of Directors, who has
informally agreed to advance funds to allow us to pay for professional fees,
including fees payable in connection with the filing of this registration
statement and operation expenses, however he has no formal commitment,
arrangement or legal obligation to advance or loan funds to the company. We will
require the funds from this offering to proceed.





If we are
successful in raising funds from an offering of common stock for proceeds of
$60,000, we plan to commence activities to raise the $6,000,000 funds required
for Phase I of the development program in the winter of 2009/2010.  We
expect this phase to take 30-90 days to complete and an additional 9 to 11
months for engineers to conduct technical and economic feasibility studies of
sites for construction of the first energy tower power plant.  We
cannot provide investors with any assurance that we will be able to raise
sufficient funds to proceed with any work or activities on Phase I of the
development program. We plan to raise the additional funding for Phase I by way
of a private debt or equity financing.  We have commenced activities
to raise such funds, raising $26,080 in November and December 2008, and continue
to attempt to raise funds.




9




The above
program costs are management’s estimates and the actual project costs may exceed
our estimates. To date, we have not commenced with any activities or operations
of any phase of our development program.




Following
Phase I of the development program, if it proves successful, in that engineers
successfully conduct technical and economic feasibility studies of sites for
construction of the first energy tower power plant, we intend to, subject to
financing, proceed with Phase II of our development program, Phase II is to
negotiate and enter into a power purchase agreement with a utility
company.  The estimated cost of Phase II is $2,500,000 and is
anticipated take approximately 7 months to complete.  As with Phase I,
we cannot provide investors with any assurance that we will be able to raise
sufficient funds to proceed with any work or activities on Phase II of our
development program. We plan to raise the additional funding for Phase II by way
of a private debt or equity financing, but have not commenced any activities to
raise such funds.





Following
Phase II of the development program, if it proves successful, in that we
successfully negotiate and enter into a power purchase agreement with a
utility company, we intend to proceed with Phase III of our development program
if we are able to raise the funds necessary. Phase III is to make the final
design of the first energy tower power plant and request proposals from
subcontractors and equipment manufacturers for the construction of the first
energy tower power plant. The estimated cost of Phase III is $6,500,000 and is
estimated to take approximately 6 months to complete. As with Phases I and II,
we cannot provide investors with any assurance that we will be able to raise
sufficient funds to proceed with any work or activities on Phase III of the
development program, and we have no current plans on how to raise the additional
funding.





We
anticipate commencing Phase II of our development program in March 2010,
depending on whether Phase I program proves successful in establishing the
technical and economic feasibility studies of sites for construction of the
first energy tower power plant. Subject to financing, we anticipate commencing
Phase III of our development program in 2010, depending on whether Phase II
program proves successful in negotiating and entering into a power purchase
agreement with a utility company. As with Phases I and II, we will require
additional funding to proceed with Phase III, we have no current plans on how to
raise the additional funding, though we believe that if we must first
successfully negotiate and enter into a power purchase agreement with a
utility company, as planned for Phase III, in order to successfully commence
financing activities for Phase IV, which is the construction of the first
full-scale energy towers power plant.





We
estimate Phase IV to take 2 to 4 years to complete, subject to financing, and to
cost between $300,000,000 and $1.5 billion to complete. As with Phases I, II,
and III, we will require additional funding to proceed with Phase IV, we have no
current plans on how to raise the additional funding.





Off –balance Sheet
Arrangements





We do not
have any off-balance sheet arrangements that have or are reasonably likely to
have a current or future effect on our financial condition, changes in financial
condition, revenues or expenses, results of operations, liquidity, capital
expenditures or capital resources that is material to investors.





10




ITEM
8. FINANCIAL STATEMENTS




Index
      to Financial Statements
              
              Page
      No.Financial StatementsReport
      of Independent Public Registered Accounting Firm
              
              F-1Balance
      Sheets as of March 31, 2009 and July 31, 2008.
              
              F-2Statement
      of Operations for the period June 2, 2008 (inception) to March 31,
      2009.
              
              F-3Statement
      of Changes in Stockholders Equity (Deficit) for the period June 2, 2008
      (inception) to March 31, 2009.
              
              F-4Statement
      of Cash Flows for the period June 2, 2008 (Inception) through March 31,
      2009.
              
              F-5Notes to Financial
      Statements.
              
              F-6




11
 
 Chang
G. Park, CPA, Ph. D.
 t 2667 CAMINO DEL RIO S.
PLAZA B t SAN DIEGO
t CALIFORNIA
92108-3707t
 t TELEPHONE (858)722-5953
t FAX (858)
761-0341  t FAX (858)
433-2979
 t E-MAIL changgpark@gmail.com t
 
 
 Report of
Independent Registered Public Accounting Firm
 
 To the
Board of Directors and Stockholders
 Solar
Energy Towers, Inc.
 
 We have
audited the accompanying balance sheets of Solar Energy Towers,
Inc.  (A Development Stage “Company”) as of March 31, 2009 and the
related statements of operations, changes in shareholders’ equity and cash flows
for the period from June 2, 2008 (inception) to March 31, 2009. 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 audits.
 
 We
conducted our audit in accordance with the standards of the Public Company
Accounting Oversight Board (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.  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 Solar Energy Towers, Inc. as of
March 31, 2009, and the result of its operations and its cash flows for the
period from June 2, 2008 (inception) to March 31, 2009 in conformity with U.S.
generally accepted accounting principles.
 
 The
financial statements have been prepared assuming that the Company will continue
as a going concern.  As discussed in Note 4 to the financial
statements, the Company’s losses from operations raise substantial doubt about
its ability to continue as a going concern.  The financial statements
do not include any adjustments that might result from the outcome of this
uncertainty.
 
 /s/Chang
      ParkCHANG G. PARK, CPA
 
 July 10,
2009
 San
Diego, CA.
  Member
of the California Society of Certified Public Accountants
 Registered
with the Public Company Accounting Oversight Board
  F-1
  SOLAR
      ENERGY TOWERS, INC.
                  (A
      Development Stage Company)
                  BALANCE
      SHEETS
 
 March
      31,
                  2009
                
                
                July
      31,
                  2008ASSETSCurrent
      assets:Cash
                
                $
                21,770
                
                
                $
                101Prepaid
      expenses
                
                
                380
                
                
                
                -Total
      current assets
                
                
                22,150
                
                
                
                101Total
      assets
                
                $
                22,150
                
                
                $
                101LIABILITIES
      AND STOCKHOLDERS’ EQUITY (DEFICIT)Current
      liabilities:Due
      to a related party
                
                $
                1,500
                
                
                $
                -Total
      current liabilities
                
                
                1,500
                
                
                
                -Total
      liabilities
                
                
                1,500
                
                
                
                -Commitments
      and contingenciesShareholders'
      equity (deficit):Preferred
      stock: 25,000,000 shares authorized of no par value,100,000
      shares designated Series A; 100,000 issued andoutstanding
      as of March 31, 2009 and July 31, 2008
                
                
                1
                
                
                
                1Common
      stock: 300,000,000 shares  authorized of no par
      value;10,118,000
      and 10,000,000 shares issued and outstanding asof
      March 31, 2009 and July 31, 2008
                
                
                26,180
                
                
                
                100Accumulated
      deficit during the development stage
                
                
                (5,531
                )
                
                
                -Total
      stockholders’ equity (deficit)
                
                
                20,650
                
                
                
                101Total
      liabilities and stockholders’ equity (deficit)
                
                $
                22,150
                
                
                $
                101
 
 The
accompanying notes are an integral part of these financial
statements
 
 F-2
  SOLAR
      ENERGY TOWERS, INC.
                  (A
      Development Stage company)
                  STATEMENT
      OF OPERATIONS
                  For
      the period from June 2, 2008 (Inception) to March 31,
  2009
 
 Period
      from
                  June
      2, 2008 (Inception) to
                  March
      31, 2009RevenueRevenue
                
                $
                --Operating
      CostProfessional
      expense
                
                $
                3,300General
      and administrative expenses
                
                
                2,231Total
      operating expense
                
                $
                5,531Net
      Loss
                
                $
                (5,531)
                )Loss
      per common share:Basic
      and diluted
                
                
                (0.00
                )Weighted
      average common shares outstanding:Basic
      and diluted
                
                
                10,050,387
  The
accompanying notes are an integral part of these financial
statements
  F-3
  SOLAR
      ENERGY TOWERS, INC.
                  (A
      Development Stage company)
                  STATEMENT
      OF CHANGES IN STOCKHOLDERS EQUITY (DEFICIT)
                  For
      the period from June 2, 2008 (Inception) to March 31,
  2009
 
 Preferred
      stock
                
                
                Preferred
      stock amount
                
                
                Common
      stock
                
                
                Common
      stock amount
                
                
                Accumulated
      deficit
                
                
                TotalBalance,
      June 2, 2008 (inception)
                
                
                -
                
                
                $
                -
                
                
                
                -
                
                
                $
                -
                
                
                $
                -
                
                
                $
                -Shares
      issued for cash
                
                
                100,000
                
                
                
                1
                
                
                
                10,118,000
                
                
                
                26,180
                
                
                
                -
                
                
                
                26,181Net
      loss, from June 2, 2008 (inception) toMarch
      31, 2009
                
                
                
                
                
                
                
                
                
                
                
                
                
                
                
                
                
                
                (5,531
                )
                
                
                (5,531
                )Balance,
      March 31, 2009
                
                
                100,000
                
                
                $
                1
                
                
                
                10,118,000
                
                
                $
                26,180
                
                
                $
                (5,531
                )
                
                $
                20,650
 
 The
accompanying notes are an integral part of these financial
statements
 
 F-4
 
 SOLAR
      ENERGY TOWERS, INC.
                  (A
      Development Stage Company)
                  STATEMENT
      OF CASH FLOWS
                  For
      the period from June 2, 2008 (Inception) through March 31,
      2009
 
 Period
      from
                  June
      2, 2008
                  (Inception)
      through
                  March
      31, 2009Cash
      flows from operating activities:Net
      loss
                
                $
                (5,531
                )Adjustments
      to reconcile net loss to cash used by operatingactivities:Changes
      in operating assets and liabilities:Net
      cash used in operating activities
                
                
                (5,531
                )Cash
      flows from investing activities:Net
      cash used in investing activities
                
                
                -Cash flows from financing
      activities:Increase
      in due to the related party
                
                
                1,500Proceeds
      from common stock issuances
                
                
                26,180Proceeds
      from series A preferred stock issuances
                
                
                1Net cash
      provided by financing activities
                
                
                27,681Net
      increase in cash
                
                
                23,689Cash,
      beginning of the period
                
                
                -Cash,
      end of the period
                
                $
                23,689Supplemental
      cash flow information:Interest
      paid
                
                $
                -Income
      taxes paid
                
                $
                -
  The
accompanying notes are an integral part of these financial
statements
  F-5
  SOLAR
ENERGY TOWERS, INC.
 (A
Development Stage Company)
  Notes to
Financial Statements
 March 31,
2009
 
 
 NOTE
1. ORGANIZATION AND DESCRIPTION OF BUSINESS
  Solar
Energy Towers, Inc. (the “Company”) was incorporated under the laws of the State
Washington on June 2, 2008. The Company was formed to engage in the design,
construction and operation of solar energy tower power plants, working on a
downdraft principle, to generate electricity.
  The
Company is in the development stage. Its activities to date have been limited to
capital formation, organization and development of its business plan. The
Company has not commenced operations.
  NOTE
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
  BASIS
OF ACCOUNTING
  The
Company’s financial statements are prepared using the accrual method of
accounting. The Company has elected a March 31, year-end.
  BASIC
EARNINGS (LOSS) PER SHARE
  In
February 1997, the FASB issued SFAS No. 128, “Earnings Per Share”, which
specifies the computation, presentation and disclosure requirements for earnings
(loss) per share for entities with publicly held common stock. SFAS No. 128
supersedes the provisions of APB No. 15, and requires the presentation of basic
earnings (loss) per share and diluted earnings (loss) per share. The Company has
adopted the provisions of SFAS No. 128 effective January 22, 2008 (date of
inception).
  Basic net
earnings (loss) per share amounts are computed by dividing the net earnings
(loss) by the weighted average number of common shares outstanding. Diluted
earnings (loss) per share are the same as basic earnings (loss) per share due to
the lack of dilutive items in the Company.
  CASH
EQUIVALENTS
  The
Company considers all highly liquid investments purchased with an original
maturity of three months or less to be cash equivalents.
  USE
OF ESTIMATES AND ASSUMPTIONS
  The
preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect the reported amounts of assets and liabilities and disclosure of
contingent assets and liabilities at the date of the financial statements and
the reported amounts of revenues and expenses during the reporting period.
Actual results could differ from those estimates. In accordance with FASB 16 all
adjustments are normal and recurring.
 
 F-6
 
 SOLAR
ENERGY TOWERS, INC.
 (A
Development Stage Company)
 
 Notes to
Financial Statements
 March 31,
2009
  
 NOTE
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
  INCOME
TAXES
  Income
taxes are provided in accordance with Statement of Financial Accounting
Standards No. 109 (SFAS 109), “Accounting for Income Taxes”. A deferred tax
asset or liability is recorded for all temporary differences between financial
and tax reporting and net operating loss carryforwards. Deferred
tax expense (benefit) results from the net change during the year of deferred
tax assets and liabilities.
  Deferred
tax assets are reduced by a valuation allowance when, in the opinion of
management, it is more likely than not that some portion of all of the deferred
tax assets will be realized. Deferred tax assets and liabilities are adjusted
for the effects of changes in tax laws and rates on the date of
enactment.
  NOTE
3. RECENT ACCOUNTING PRONOUCEMENTS
  SFAS 141R - In
December 2007, the FASB issued SFAS No. 141R, “Business
Combinations”.  This statement replaces SFAS 141 and defines the
acquirer in a business combination as the entity that obtains control of one or
more businesses in a business combination and establishes the acquisition date
as the date that the acquirer achieves control. SFAS 141R requires an acquirer
to recognize the assets acquired, the liabilities assumed, and any
noncontrolling interest in the acquiree at the acquisition date, measured at
their fair values as of that date. SFAS 141R also requires the acquirer to
recognize contingent consideration at the acquisition date, measured at its fair
value at that date. This statement is effective for fiscal years, and interim
periods within those fiscal years, beginning on or after December 15, 2008.
Earlier adoption is prohibited. The adoption of this statement is not expected
to have a material effect on the Company's financial statements.
  SFAS 160 - In
December 2007, the FASB issued SFAS 160, “Non-controlling Interests in
Consolidated Financial Statements.” SFAS 160 amends Accounting Research Bulletin
51, “Consolidated Financial Statements,” to establish accounting and reporting
standards for the non-controlling interest in a subsidiary and for the
deconsolidation of a subsidiary. It also clarifies that a non-controlling
interest in a subsidiary is an ownership interest in the consolidated entity
that should be reported as equity in the consolidated financial statements. SFAS
160 also changes the way the consolidated income statement is presented by
requiring consolidated net income to be reported at amounts that include the
amounts attributable to both the parent and the non-controlling interest. It
also requires disclosure, on the face of the consolidated statement of income,
of the amounts of consolidated net income attributable to the parent and to the
non-controlling interest. SFAS 160 requires that a parent recognize a gain or
loss in net income when a subsidiary is deconsolidated and requires expanded
disclosures in the consolidated financial statements that clearly identify and
distinguish between the interests of the parent owners and the interests of the
non-controlling owners of a subsidiary. SFAS 160 is effective for fiscal
periods, and interim periods within those fiscal years, beginning on or after
December 15, 2008. We are currently assessing the potential impact that the
adoption of SFAS 160 could have on our financial statements.
 
 F-7
  SOLAR ENERGY TOWERS, INC.
 (A
Development Stage Company)
 
 Notes to
Financial Statements
 March 31,
2009
  
 NOTE
3. RECENT ACCOUNTING PRONOUNCEMENTS (CONTINUED)
 
 SFAS 161 - In
March 2008, the FASB issued SFAS No. 161, "Disclosures about
Derivative Instruments and Hedging Activities”, an amendment of SFAS
No. 133. SFAS 161 applies to all derivative instruments and non-derivative
instruments that are designated and qualify as hedging instruments pursuant to
paragraphs 37 and 42 of SFAS 133 and related hedged items accounted for under
SFAS 133. SFAS 161 requires entities to provide greater transparency through
additional disclosures about how and why an entity uses derivative instruments,
how derivative instruments and related hedged items are accounted for under SFAS
133 and its related interpretations, and how derivative instruments and related
hedged items affect an entity’s financial position, results of operations, and
cash flows. SFAS 161 is effective as of the beginning of an entity’s first
fiscal year that begins after November 15, 2008. We do not expect that the
adoption of SFAS 161 will have a material impact on our financial condition or
results of operation.
 
 SFAS 162 - In May
2008, the Financial Accounting Standards Board (“FASB”) issued SFAS No. 162,
“The Hierarchy of Generally Accepted Accounting Principles”.  SFAS No.
162 sets forth the level of authority to a given accounting pronouncement or
document by category. Where there might be conflicting guidance between two
categories, the more authoritative category will prevail. SFAS No. 162 will
become effective 60 days after the SEC approves the PCAOB’s amendments to AU
Section 411 of the AICPA Professional Standards. SFAS No. 162 has no effect on
the Company’s financial position, statements of operations, or cash flows at
this time.
 
 SFAS 163 - In May
2008, the Financial Accounting Standards Board (“FASB”) issued SFAS No. 163,
“Accounting for Financial Guarantee Insurance Contracts-and interpretation of
FASB Statement No. 60”.  SFAS No. 163 clarifies how Statement 60
applies to financial guarantee insurance contracts, including the recognition
and measurement of  premium revenue and claims liabilities. This
statement also requires expanded disclosures about financial guarantee insurance
contracts. SFAS No. 163 is effective for fiscal years beginning on or after
December 15, 2008, and interim periods within those years. SFAS No. 163 has no
effect on the Company’s financial position, statements of operations, or cash
flows at this time.
  NOTE
4. GOING CONCERN
  The
accompanying financial statements are presented on a going concern basis. The
Company had no material operations during the period from June 2, 2008 (date of
inception) to March 31, 2009 and generated a net loss of $5,531. This condition
raises substantial doubt about the Company’s ability to continue as a going
concern. Because the Company is currently in the development stage and has
minimal expenses, management believes that the company’s current cash of $21,770
is sufficient to cover the expenses they will incur during the next twelve
months in a limited operations scenario.
  NOTE
5. WARRANTS AND OPTIONS
  There are
no warrants or options outstanding to acquire any additional shares of
common.
 F-8
  SOLAR
ENERGY TOWERS, INC.
 (A
Development Stage Company)
 
 Notes to
Financial Statements
 March 31,
2009
  
 NOTE
6. INCOME TAXES
 
 The
company has incurred operating losses of $5,531, which, if unutilized, will
begin to expire in 2026.  Future tax benefits, which may arise as a result
of these losses, have not been recognized in these financial statements, and
have been offset by a valuation allowance.
 
 Details
of future income tax assets are as follows:
 March
      31,Future
      income tax assets:
                
                2009Net
      operating loss (from inception June 2, 2008)
                
                $
                5,531Approximate
      Statutory tax rate (combined federal and state)
                
                
                34
                %Non-capital
      tax loss
                
                
                1,881Valuation
      allowance
                
                
                (1,881
                )$
                -
 
 The
potential future tax benefits of these losses have not been recognized in these
financial statements due to uncertainty of their realization.  When the
future utilization of some portion of the carryforwards is determined not to be
“more likely than not,” a valuation allowance is provided to reduce the recorded
tax benefits from such assets.
  NOTE
7. NET OPERATING LOSSES
  As of
March 31, 2009, the Company has a net operating loss carry forwards of
approximately $5,531. Net operating loss carry forwards expires twenty years
from the date the loss was incurred.
  NOTE
8. STOCK TRANSACTIONS
  Transactions,
other than employees’ stock issuance, are in accordance with paragraph 8 of SFAS
123. Thus issuances shall be accounted for based on the fair value of the
consideration received. Transactions with employees’ stock issuance are in
accordance with paragraphs (16-44) of SFAS 123. These issuances shall be
accounted for based on the fair value of the consideration received or the fair
value of the equity instruments issued, or whichever is more readily
determinable.
 
 The
Company has 25,000,000 authorized shares of preferred stock and 300,000,000
authorized shares of common stock.
 
 On June
23, 2008, the Company issued 10,000,000 shares of common stock to three founders
of the Company for aggregate consideration in cash of $100.
 
 On June
23, 2008, the Company issued 100,000 shares of Series A Preferred Stock to the
two founders of the Company for aggregate consideration in cash of
$1.00.
 
 On
September 23, 2008, the Company’s Registration Statement on Form S-1 filed on
August 28, 2008, as amended, was declared effective by the Securities and
Exchange Commission.  The Form S-1 related to a public offering by the
Company of 1,000,000 shares of its common stock, at an offering price of $.06
per share.  As of the date of the filing of this Annual Report on Form
10-K, (i) the Company’s offering of 1,000,000 shares of its common stock
continues, and (ii) the Company has sold an aggregate of 18,000 shares for
aggregate proceeds of $1,080.  The Company has incurred no expenses in
connection with the offering.
  F-9
  SOLAR
ENERGY TOWERS, INC.
 (A
Development Stage Company)
 
 Notes to
Financial Statements
 March 31,
2009
  
 NOTE
8. STOCK TRANSACTIONS (CONTINUED)
 
 On
December 2, 2008, the Company offered and sold 100,000 shares of common stock in
a private placement to one person (who also purchased shares sold pursuant to
the Company’s current public offering) at a purchase price of $.25 per share,
for aggregate proceeds of $25,000.
 
 As of
March 31, 2009, there were 10,118,000 shares of common stock, no par value per
share, outstanding, and 100,000 shares of Series A Preferred Stock, no par value
per share, outstanding.
  NOTE
9. STOCKHOLDERS’ EQUITY
  The
stockholders’ equity section of the Company contains the following classes of
capital stock as of March 31, 2009:
 
 Preferred
stock, no par value, 25,000,000 shares authorized; 100,000 shares of Series A
Preferred Stock issued and outstanding.
  Common
stock, no par value: 300,000,000 shares authorized; 10,118,000 shares issued and
outstanding.
  F-10





ITEM
9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON FINANCIAL
DISCLOSURE




None.




ITEM
9A.  CONTROLS AND PROCEDURES







DISCLOSURE
CONTROLS AND PROCEDURES





Under the
supervision and with the participation of our management, including our
principal executive officer and the principal financial officer, are responsible
for conducting an evaluation of the effectiveness of the design and operation of
our disclosure controls and procedures, as defined in Rules 13a-15(e) and
15d-15(e) under the Securities Exchange Act of 1934, as of the end of the fiscal
year covered by this report. Disclosure controls and procedures means that the
material information required to be included in our Securities and Exchange
Commission reports is recorded, processed, summarized and reported within the
time periods specified in SEC rules and forms relating to our company, including
any consolidating subsidiaries, and was made known to us by others within those
entities, particularly during the period when this report was being prepared.
 Based on this evaluation, our principal executive officer and principal
financial officer concluded as of the evaluation date that our disclosure
controls and procedures were effective as of March 31, 2009.





MANAGEMENT’S
ANNUAL REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING





The
management of the Company is responsible for establishing and maintaining
adequate internal control over financial reporting. The internal control process
has been designed, under our supervision, to provide reasonable assurance
regarding the reliability of financial reporting and the preparation of the
Company’s financial statements for external reporting purposes in accordance
with accounting principles generally accepted in the United States of
America.





Management
conducted an assessment of the effectiveness of the Company’s internal control
over financial reporting as of March 31, 2009, including (i) the control
environment, (ii) risk assessment, (iii) control activities, (iv) information
and communication, and (v) monitoring. Based on this assessment, management has
determined that the Company’s internal control over financial reporting as of
March 31, 2009 was not effective for the reason described herein.





The
matters involving internal controls and procedures that our management
considered to be material weaknesses under the standards of the Public Company
Accounting Oversight Board were: (1) inadequate segregation of duties consistent
with control objectives.  The aforementioned material weakness was
identified by our Chief Executive Officer in connection with the review of our
financial statements as of March 31, 2009.





Management
believes that the material weakness set forth above did not have an effect on
our financial results.





Our
internal control over financial reporting includes policies and procedures that
pertain to the maintenance of records that accurately and fairly reflect, in
reasonable detail, transactions and dispositions of assets; and provide
reasonable assurances that: (1) transactions are recorded as necessary to permit
preparation of financial statements in accordance with accounting principles
generally accepted in the United States; (2) receipts and expenditures are being
made only in accordance with authorizations of management and
the directors of the Company; and (3) unauthorized acquisitions, use, or
disposition of the Company’s assets that could have a material effect on the
Company’s financial statements are prevented or timely
detected.





All
internal control systems, no matter how well designed, have inherent
limitations. Therefore, even those systems determined to be effective can
provide only reasonable assurance with respect to financial statement
preparations and presentations. Also, projections of any evaluation of
effectiveness to future periods are subject to the risk that controls may become
inadequate because of changes in conditions, or that the degree of compliance
with the policies or procedures may deteriorate.




12




In
connection with the preparation of this Annual Report on Form 10-K for the year
ended March 31, 2009, management, with the participation of our Chief Executive
Officer and Chief Financial Officer, has evaluated the effectiveness of our
internal controls over financial reporting, pursuant to Rule 13a-15 under the
Exchange Act based on the framework in Internal Control – Integrated Framework,
issued by the Committee of Sponsoring Organizations of the Treadway Commission
(“COSO”). Our President and Chief Executive Officer, who is also our principal
financial and accounting officer, has concluded that the design and operation of
our internal controls and procedures were not effective as of March 31, 2009,
for the following reasons:




(i)
            Insufficient
      Resources: We have an inadequate number of personnel with requisite
      expertise in the key functional areas of finance and
      accounting.




(ii)
            Inadequate
      Segregation of Duties: We have an inadequate number of personnel to
      properly implement control
procedures.




(iii)
            Lack
      of Audit Committee & Outside Directors on The Company's Board of
      Directors:  We do not have a functioning audit committee or
      outside directors on our board of directors, resulting in ineffective
      oversight in the establishment and monitoring of required internal
      controls and procedures.




Management
is committed to improving its internal controls and will (1) continue to use
third party specialists to address shortfalls in staffing and to assist the
Company with accounting and finance responsibilities, (2) increase the frequency
of independent reconciliations of significant accounts which will mitigate the
lack of segregation of duties until there are sufficient personnel and (3) may
consider appointing outside directors and audit committee members in the
future.




Management,
including our president, has discussed the material weakness noted above with
our independent registered public accounting firm. Due to the nature of this
material weakness, there is a more than remote likelihood that misstatements
which could be material to the annual or interim financial statements could
occur that would not be prevented or detected.





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





CHANGES
IN INTERNAL CONTROL OVER FINANCIAL REPORTING.





There
were no significant changes in our internal controls or in other factors that
could significantly affect these controls subsequent to the evaluation date. We
have not identified any significant deficiencies or material weaknesses in our
internal controls, and therefore there were no corrective actions taken.





ITEM
9B. OTHER INFORMATION.





No items
required to be reported on Form 8-K during the fourth quarter of the year
covered by this report were not previously reported on Form 8-K.





PART
III





ITEM
10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE





The
names, ages and titles of our executive officers and directors are as
follows:





Name
      and Address of ExecutiveOfficer and/or
    Director
                              
                              Age
                              
                              PositionRobert
      O’Leary
                                520
      Pike Street, Suite 985
                                Seattle,
      Washington 98101
                              
                              69
                              
                              Chairman
      of the Board of DirectorsThomas
      E. Puzzo
                                520
      Pike Street, Suite 985
                                Seattle,
      Washington 98101
                              
                              42
                              
                              President
      and Chief Executive Officer, Secretary, and
  Director




13




Robert O’Leary serves as our
Chairman of the Board of Directors.  Mr. O’Leary has approximately 45
years of business experience, of which more than 30 years were in senior
management positions.  During the past 25 year period Mr. O’Leary was
founder, Chairman of the Board, President and Chief Executive Officer, of
Centennial Holdings Inc., and four operating companies that developed and
operated geothermal power plants and a geothermal field in Heber,
California.  The electric power produced from the geothermal power
plants was provided to Southern California Edison under long-term power sales
agreements. The initial geothermal power plant in the Heber field was the first
commercial geothermal power plant constructed and operated in the United
States.





Thomas E. Puzzo serves as a
Director and as our Secretary.  Mr. Puzzo is a practicing lawyer,
based in Seattle, Washington, whose law practice focuses on securities
regulation and corporate finance. Mr. Puzzo has represented numerous companies
in raising capital via public and private offerings of debt and equity
securities, and counseled public companies in connection with their ongoing
reporting and other obligations.  He has also represented underwriters
in public offerings, broker-dealers in placing private offerings and venture
capital funds and other investors in non-public investment
transactions.  Mr. Puzzo also has extensive experience in counseling
public companies on maintaining compliance with Nasdaq, New York Stock Exchange
and American Stock Exchange rules and Over-the-Counter Bulletin Board
eligibility requirements.  Additionally, Mr. Puzzo has represented
established and emerging businesses with respect to intellectual property
transfers and protection.  Mr. Puzzo received his B.A. from the
Evergreen State College in 1989. From 1989 to 1991, he attended the University
of Leiden in The Netherlands, where he studied Philosophy and received a
Propaedeutic Degree in Dutch. Mr. Puzzo received his J.D. from Seattle
University in 1997.





SIGNIFICANT
EMPLOYEES





We have
no employees.  Our President and Chief Executive Officer, Thomas
Puzzo, is an independent contractor to us and currently devotes approximately 5
hours per week to company matters, primarily in a legal capacity.





On February 10, 2009, the Board of
Directors appointed Thomas E. Puzzo as President and Chief Executive Officer of
the Company, a position he
continues to hold.  Mr. Puzzo is currently a
director of the Company and acts as counsel to the
Company.Mr. Puzzo intends to serve as the President and Chief
Executive Officer on an interim basis only and until such time as the Company
has sufficient financing to hire a President and Chief Executive Officer with
prior experience in the power utility business.  Mr. Puzzo does not
have any prior experience in the power utility business.





Ryan
Gibson served as President and Chief Executive Officer of our company from June
23, 2008 until February 10, 2009, when he resigned as President and Chief
Executive Officer.





Mr. Puzzo
has not been the subject of any order, judgment, or decree of any court of
competent jurisdiction, or any regulatory agency permanently or temporarily
enjoining, barring, suspending or otherwise limited him from acting as an
investment advisor, underwriter, broker or dealer in the securities industry, or
as an affiliated person, director or employee of an investment company, bank,
savings and loan association, or insurance company or from engaging in or
continuing any conduct or practice in connection with any such activity or in
connection with the purchase or sale of any securities.





Mr. Puzzo
has not been convicted in any criminal proceeding (excluding traffic violations)
nor is he subject of any currently pending criminal proceeding.





We
conduct our business through agreements with consultants and arms-length third
parties. Currently, we have no formal consulting agreements in place, though we
use the services of an outside accountant.




14




EMPLOYMENT
AGREEMENTS





We have
no formal employment agreements with any of our employees.





TERM
OF OFFICE





Our
directors are appointed for a period of one year or until such time as their
replacements have been elected by our stockholders.  The officers of the
Company are appointed by our board of directors and hold office until their
resignation or removal.





AUDIT
COMMITTEE





We do not
have a standing audit committee, an audit committee financial expert, or any
committee or person performing a similar function.  We currently have
limited working capital and no revenues.  Management does not believe that
it would be in our best interests at this time to retain independent directors
to sit on an audit committee.  If we are able to raise sufficient financing
in the future, then we will likely seek out and retain independent directors and
form an audit, compensation committee and other applicable
committees.





BOARD
OF DIRECTORS





We have
two directors, one that serves as our sole executive officer and the other has
voting control of the Company.  Therefore, they are not independent
directors.  We do notpay them for attending board
meetings.  They are reimbursed, however, for their expenses, if any, for
attendance at meetings of the Board of Directors.  Our Board of Directors
may designate from among its members an executive committee and one or more
other committees but has not done so to date.  We do not have a nominating
committee or a nominating committee charter.  Further, we do not have a
policy with regard to the consideration of any director candidates recommended
by security holders.  To date this has not been a problem, as no security
holders have made any such recommendations.  Our three director perform all
functions that would otherwise be performed by committees.  Given the
present size of our board, it is not practical for us to have committees.
 If we are able to grow our business and increase our operations, we intend
to expand the size of our board and allocate responsibilities accordingly.





Compliance
with Section 16(a) of the Exchange Act




Our
Directors, executive officers and owners of more than 10 percent of our
securities are required under Section 16(a) of the Securities Exchange Act
of 1934, as amended, to file reports of ownership and changes in ownership with
the SEC. To facilitate compliance, we prepare and file these reports on behalf
of our Directors and executive officers.  Based upon a review of the
filings made on their behalf during 2008 until the fiscal year ended March 31,
2009, as well as an examination of the SEC’s EDGAR system Form 3, 4, and 5
filings and our records, all persons subject to Section 16(a) timely filed
Form 3, 4, and 5 filings.




ITEM 11.
EXECUTIVE COMPENSATION




MANAGEMENT
COMPENSATION




The
following tables set forth certain information about compensation paid, earned
or accrued for services by our President and Chief Executive Officer and all
other executive officers (collectively, the “Named Executive Officers”) from
inception on June 2, 2008 through March 31, 2009:




15




Summary
Compensation Table




Name
      and
                                        Principal
                                        Position
                                      
                                      Year
                                      
                                      
                                      Salary
                                        ($)
                                      
                                      
                                      Bonus
                                        ($)
                                      
                                      
                                      Stock
                                        Awards
                                        ($)
                                      
                                      
                                      Option
                                        Awards
                                        ($)
                                      
                                      
                                      Non-Equity
                                        Incentive
      Plan
                                        Compensation
                                        ($)
                                      
                                      
                                      Nonqualified
                                        Deferred
                                        Compensation
                                        ($)
                                      
                                      
                                      All
      Other
                                        Compensation
                                        ($)
                                      
                                      
                                      Total
                                        ($)Ryan
      Gibson, President and Chief Executive Officer (1)
                                      
                                      2009
                                        2008
                                      
                                      
                                      -0-
                                        -0-
                                      
                                      
                                      -0-
                                        -0-
                                      
                                      
                                      -0-
                                        -0-
                                      
                                      
                                      -0-
                                        -0-
                                      
                                      
                                      -0-
                                        -0-
                                      
                                      
                                      -0-
                                        -0-
                                      
                                      
                                      -0-
                                        -0-
                                      
                                      
                                      -0-
                                        -0-Thomas
      E. Puzzo,
                                        President
      and Chief Executive Officer and Secretary (2)
                                      
                                      2009
                                        2008
                                      
                                      
                                      -0-
                                        -0-
                                      
                                      
                                      -0-
                                        -0-
                                      
                                      
                                      -0-
                                        -0-
                                      
                                      
                                      -0-
                                        -0-
                                      
                                      
                                      -0-
                                        -0-
                                      
                                      
                                      -0-
                                        -0-
                                      
                                      
                                      -0-
                                        -0-
                                      
                                      
                                      -0-
                                        -0-




(1)  Mr.
Gibson served as President and Chief Executive Officer from June 23, 2008 until
February 10, 2009, when he resigned as President and Chief Executive
Officer.


(2)  Mr.
Puzzo has served was appointed interim President and Chief Executive Officer on
February 10, 2009, and has served as Secretary since June 23, 2009.





There are
no current employment agreements between the company and its
officers.





On June
23, 2008, a total of 1,000,000 shares of common stock were issued to Ryan Gibson
in exchange for cash in the amount of $10 or $0.00001 per share. The terms of
this stock issuance was as fair to the company, in the opinion of the board of
directors, as if it could have been made with an unaffiliated third
party.





On June
23, 2008, a total of 3,000,000 shares of common stock were issued to Thomas E.
Puzzo in exchange for cash in the amount of $10 or $0.00001 per share, and
333,333 shares of Series A Preferred Stock were issued to Mr. Puzzo in exchange
for cash in the amount of $0.33.  The terms of this stock issuance was
as fair to the company, in the opinion of the board of directors, as if it could
have been made with an unaffiliated third party.





There are
no annuity, pension or retirement benefits proposed to be paid to the officer or
director or employees in the event of retirement at normal retirement date
pursuant to any presently existing plan provided or contributed to by the
company or any of its subsidiaries, if any.





Director
Compensation





The
following table sets forth director compensation from inception on June 2, 2008
through March 31, 2009:





Name
                              
                              Fees
                                Earned
                                or
      Paid
                                in
      Cash
                                ($)
                              
                              
                              Stock
                                Awards
                                ($)
                              
                              
                              Option
                                Awards
                                ($)
                              
                              
                              Non-Equity
                                Incentive Plan
                                Compensation
                                ($)
                              
                              
                              Nonqualified
                                Deferred
                                Compensation
                                Earnings
                                ($)
                              
                              
                              All
      Other
                                Compensation
                                ($)
                              
                              
                              Total
                                ($)Robert
      O’Leary
                              
                              -0-
                              
                              
                              -0-
                              
                              
                              -0-
                              
                              
                              -0-
                              
                              
                              -0-
                              
                              
                              -0-
                              
                              
                              -0-Thomas
      E. Puzzo
                              
                              -0-
                              
                              
                              -0-
                              
                              
                              -0-
                              
                              
                              -0-
                              
                              
                              -0-
                              
                              
                              -0-
                              
                              
                              -0-






On June
23, 2008, a total of 6,000,000 shares of common stock were issued to Robert
O’Leary in exchange for cash in the amount of $60 or $0.00001 per share, and
666,667 shares of Series A Preferred Stock were issued to Mr. Puzzo in exchange
for cash in the amount of $0.67. The terms of this stock issuance was as fair to
the company, in the opinion of the board of directors, as if it could have been
made with an unaffiliated third party.




16




On June
23, 2008, a total of 3,000,000 shares of common stock were issued to Thomas E.
Puzzo in exchange for cash in the amount of $10 or $0.00001 per share, and
333,333 shares of Series A Preferred Stock were issued to Mr. Puzzo in exchange
for cash in the amount of $0.33. The terms of this stock issuance was as fair to
the company, in the opinion of the board of directors, as if it could have been
made with an unaffiliated third party.




ITEM
12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT




The
following table sets forth certain information concerning the number of shares
of our common stock owned beneficially as of the date of this report by: (i)
each person (including any group) known to us to own more than five percent (5%)
of any class of our voting securities, (ii) our director, and or (iii) our
officer. Unless otherwise indicated, the stockholder listed possesses sole
voting and investment power with respect to the shares shown.







Name (1)
            
            Common Stock
            
            Preferred
      Stock Convertible into
              Shares of Common Stock
            
            Percentage
              of class (2)Robert
      O’Leary
              (Chairman
      of the Board of Directors)
            
            6,000,000
            
            66,667
      shares of Series A Preferred Stock, convertible into
      66,667  shares of common stock
            
            59.3%Thomas
      E. Puzzo
              (President
      and Chief Executive Officer, Secretary and Director)
            
            3,000,000
            
            33,333
      shares of Series A Preferred Stock , convertible into
      33,333  shares of common stock
            
            29.61%Ryan
      Gibson
            
            1,000,000
            
            
            
            9.7%All
      officers and directors
              (2
      persons)
            
            9,000,000
            
            100,000
            
            89%





(1)  Unless
otherwise indicated, the address for the person listed is 520 Pike Street, Suite
985, Seattle, Washington 98101.




(2) A
beneficial owner of a security includes any person who, directly or indirectly,
through any contract, arrangement, understanding, relationship, or otherwise has
or shares: (i) voting power, which includes the power to vote, or to direct the
voting of shares; and (ii) investment power, which includes the power to dispose
or direct the disposition of shares. Certain shares may be deemed to be
beneficially owned by more than one person (if, for example, persons share the
power to vote or the power to dispose of the shares).  In addition,
shares are deemed to be beneficially owned by a person if the person has the
right to acquire the shares (for example, upon exercise of an option) within 60
days of the date as of which the information is provided.  In
computing the percentage ownership of any person, the amount of shares
outstanding is deemed to include the amount of shares beneficially owned by such
person (and only such person) by reason of these acquisition
rights.  As a result, the percentage of outstanding shares of any
person as shown in this table does not necessarily reflect the person’s actual
ownership or voting power with respect to the number of shares of common stock
actually outstanding on March 31, 2009.  As of March 31, 2009, there
were 10,118,000 shares of our common stock issued and outstanding, and 100,000 shares of Series A Preferred Stock
issued and outstanding.




ITEM
13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS




Robert
O’Leary will not receive any interest on any funds that she may advance to us
for expenses incurred prior to our generating revenue.




17




On June
23, 2008, a total of 6,000,000 shares of common stock were issued to Robert
O’Leary in exchange for cash in the amount of $60 or $0.00001 per share, and
666,667 shares of Series A Preferred Stock were issued to Mr. Puzzo in exchange
for cash in the amount of $0.67. The terms of this stock issuance was as fair to
the company, in the opinion of the board of directors, as if it could have been
made with an unaffiliated third party.




On June
23, 2008, a total of 1,000,000 shares of common stock were issued to Ryan Gibson
in exchange for cash in the amount of $10 or $0.00001 per share. The terms of
this stock issuance was as fair to the company, in the opinion of the board of
directors, as if it could have been made with an unaffiliated third
party.




On June
23, 2008, a total of 3,000,000 shares of common stock were issued to Thomas E.
Puzzo in exchange for cash in the amount of $10 or $0.00001 per share, and
333,333 shares of Series A Preferred Stock were issued to Mr. Puzzo in exchange
for cash in the amount of $0.33.  The terms of this stock issuance was
as fair to the company, in the opinion of the board of directors, as if it could
have been made with an unaffiliated third party.




ITEM
14. PRINCIPAL ACCOUNTING FEES AND SERVICES




For the
year ended March 31, 2009, the total fees charged to the company for audit
services, including quarterly reviews and audit-related services were $3,300,
for tax services were $0 and for other services were $0.
  PART
IV




ITEM
15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULE





(a)  Exhibits
required by Item 601 of Regulation SK.





Number
                              
                              Description3.1
                              
                              Articles
      of Incorporation*3.2
                              
                              Bylaws*23.1
                              
                              Consent
      of Independent Registered Public Accounting Firm31.1
                              
                              Certification
      of Principal Executive Officer pursuant to Section 302 of the
      Sarbanes-Oxley Act of 2002.31.2
                              
                              Certification
      of Principal Financial Officer pursuant to Section 302 of the
      Sarbanes-Oxley Act of 2002.32.1
                              
                              Certification
      of Principal Executive Officer and Principal Financial Officer pursuant to
      Section 906 of the Sarbanes-Oxley Act of
2002.


*Filed as
an Exhibit to the Company’s Registration Statement on Form S-1 (File
No. 333-153242), as filed with the Securities and Exchange Commission on
August 28, 2008.




SIGNATURES




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




SOLAR
      ENERGY TOWERS, INC.
                          (Name
      of Registrant)Date:  July
      13, 2009
                        By:
                        /s/    Thomas E.
    PuzzoName:
      Thomas E. PuzzoTitle:  
      President
      and Chief Executive Officer, Secretary (and principal financial and
      accounting officer)


18
 
 EXHIBIT
INDEX





Number
                            
                            Description3.1
                            
                            Articles
      of Incorporation*3.2
                            
                            Bylaws*23.1
                            
                            Consent
      of Independent Registered Public Accounting Firm31.1
                            
                            Certification
      of Principal Executive Officer pursuant to Section 302 of the
      Sarbanes-Oxley Act of 2002.31.2
                            
                            Certification
      of Principal Financial Officer pursuant to Section 302 of the
      Sarbanes-Oxley Act of 2002.32.1
                            
                            Certification
      of Principal Executive Officer and Principal Financial Officer pursuant to
      Section 906 of the Sarbanes-Oxley Act of
2002.


*Filed as
an Exhibit to the Company’s Registration Statement on Form S-1 (File
No. 333-153242), as filed with the Securities and Exchange Commission on
August 28, 2008.




19