UNITED
STATES


SECURITIES
AND EXCHANGE COMMISSION


Washington,
D.C. 20549


_______________________




FORM
10-K




(Mark
      One)x
                          ANNUAL
      REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
      EXCHANGE ACT OF 1934For
      the Fiscal Year Ended July 31, 2010oro
                          TRANSITION
      REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
      EXCHANGE ACT OF 1934For
      the transition period from            
                         
          to




Commission
file number 000-50693


_______________________







(Name of
Registrant as Specified in Its Charter)




Nevada
                (State
      or Other Jurisdiction
                of
      Incorporation or Organization)
              
              90-0314205
                (I.R.S.
      Employer
                Identification
      No.)420
      N. Nellis Blvd., Suite A3-146, Las Vegas, Nevada
                
                (Address
      of Principal Executive Offices)
              
              89110
                (Zip
      Code)





(702) 425-7376


(Issuer’s
Telephone Number, Including Area Code)




Securities
registered under Section 12(b) of the Exchange Act:


None




Securities
registered under Section 12(g) of the Exchange Act:


Common
Stock, Par value $0..001per share


_______________________




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




Indicate
by checkmark if the registrant is not required to file reports to Section 13 or
15(d)Of the Act. o Yes   
 x No




Indicate
by check mark whether the issuer:  (1)  filed all reports required to
be filed by Section 13 or 15(d) of the Exchange Act during the past
12 months (or for such shorter period that the registrant was required to
file such reports), and (2) has been subject to such filing requirements
for the past 90 days.  x Yes 
   o No




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




Indicate
by check mark whether the registrant has submitted electronically and posted on
its corporate Web site, if any, every Interactive Data File required to be
submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this
chapter) during the preceding 12 months (or for such shorter period that the
registrant was required to submit and post such files). o Yes  o No




The
aggregate market value of voting and non-voting common equity held by
non-affiliates as of January 31, 2010 was $4,725,000, based on the average
bid and asked prices on the OTC Bulletin Board on that date.




On
October 28, 2010, there were 345,000,000 shares of common stock
outstanding.









Table
of Contents




Item
      1. Business.
                3Item
      1A. Risk Factors.
                5Item
      1B. Unresolved Staff Comments.
                7Item
      2. Properties.
                7Item
      3. Legal Proceedings.
                7Item
      4. [Removed and Reserved.]
                7Item
      5. Market for Registrant's Common Equity, Related Stockholder Matters and
      Issuer Purchases of Equity Securities.
                7Item
      6. Selected Financial Data.
                8Item
      7. Management's Discussion and Analysis of Financial Condition and Results
      of Operations.
                8Item
      7A. Quantitative and Qualitative Disclosures About Market
      Risk.
                10Item
      8. Financial Statements and Supplementary Data.
                10Item
      9. Changes In and Disagreements With Accountants on Accounting and
      Financial Disclosure.
                23Item
      9A (T). Controls and Procedures.
                23Item
      9B. Other Information.
                24Item
      10. Directors, Executive Officers and Corporate
Governance.
                24Item
      11. Executive Compensation.
                25Item
      12. Security Ownership of Certain Beneficial Owners and Management and
      Related Stockholder Matters.
                25Item
      13. Certain Relationships and Related Transactions, and Director
      Independence.
                25Item
      14. Principal Accountant Fees and Services.
                26Item
      15. Exhibits and Financial Statement Schedules.
                28




2




PART
I




NOTE
REGARDING FORWARD LOOKING STATEMENTS


CAUTIONARY
STATEMENT FOR PURPOSES OF THE "SAFE HARBOR" PROVISIONS


OF THE
PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995




This  Annual  Report 
contains   historical   information  as 
well  as forward-looking  statements.  Statements looking forward
in time are included in this  Annual  Report  pursuant  to
the safe  harbor  provisions  of the  Private
Securities  Litigation  Reform Act of 1995.  Such 
statements  involve known and unknown  risks and 
uncertainties  that may cause our  actual  results in future
periods to be materially different from any future performance suggested herein.
We wish to caution readers that in addition to the important  factors 
described elsewhere in this Form 10-K, the following forward looking 
statements,  among others,  sometimes  have  affected, 
and in the future could affect,  our actual results and could cause our
actual consolidated results during  2010 and beyond, to differ materially
from those expressed in any forward-looking statements made by or on our
behalf.





Item
1. Business.





Background





We were incorporated on July 15, 2002
under the laws of the State of Nevada under the name Titan Web Solutions, Inc.
 On August 18, 2003, we changed our name to Javakingcoffee, Inc., and were
engaged in the business of offering a full range of business consulting services
to retailers in the specialty coffee industry in China until August 2005.
 On July 15, 2005, we changed our name to Zingo, Inc., in connection with
the acquisition of all of the outstanding shares of Whistlertel, Inc., a 
telecommunications company and wholly-owned subsidiary of Li-ion Motors,
Corp.   (“Li-ion”) in exchange for the issuance of 80,000,000 shares
(split-adjusted) of our common stock, or 69.56% of our outstanding common stock
following such issuance.




On August
17, 2007, our Board of Directors approved the change in our fiscal year from the
calendar year to a fiscal year ending on July 31.




We sold
our Zingo Telecom, Inc. and M/S Zingo Bpo Services Pvt. Ltd. subsidiaries that
offered telecommunications services to business and residential customers
utilizing VoIP technology on May 15, 2008. To reflect our planned new business
under a license agreement with Li-ion, we changed our name from Zingo, Inc. to
Superlattice Power, Inc. on April 25, 2008. We commenced operations in our
current technology business by entering into a license agreement with Li-ion
Motors on April 15, 2008, for the license of the technology related to the
development of their lithium battery technology. The agreement was modified on
May 25, 2010 to clarify that Li-ion was entitled to sell or grant other licenses
and the Company had an exclusive license for the United States of
America.





Athree-for-oneforward split in our common stock was
effectiveonOctober 19, 2009..The forward split changed the number of
shares of our outstanding common stock from 115,000,000 to 345,000,000, and the
number of shares of our authorized common stock in the same ratio, from
250,000,000 to 750,000,000





The mailing address for our executive
office is 420 N Nellis Blvd., Suite A3-146 Las Vegas, Nevada 89110. We share
lithium battery developmental space with Li-ion in North Carolina. The telephone
number of our principal executive office is (702) 425-7376.




Liquidity
and Capital Resources





As of July 31, 2010, we had cash on
hand of $158. During the year ended July 31, 2010, we  incurred a net loss
of $796,949. On July 31, 2010, we had a working  capital  deficiency
of  $6,238,820 and a stockholders' deficit of $6,166,101.





We had 345,000,000 shares of common
stock issued and outstanding as of October 28, 2010  Our common 
stock is quoted on the OTC  Bulletin  Board and the OTCQB of the
Pink OTC Markets.





General





We are planning to develop safe
rechargeable battery systems for varied applications ranging from portable
electronics to onboard energy storage in EVs. Lithium ion batteries are
rechargeable and composed of cathode, anode, separator and electrolytes.
 In 1990, Sony (Japan) introduced the lithium ion battery  and used an
expensive cathode material, which was also unsafe. We are taking steps to
pioneer a superlattice cathode material for the use in lithium ion rechargeable
batteries.





3


Lithium ion batteries that we plan to
develop are rechargeable batteries composed of cells linked together, each cell
created from lithiated cathode powder coated on aluminum foil (electrode
material that the electron flows out from during charge) and anode powder coated
on copper foil (electrode material that the electro flows into during charge)
with a separator (polymer material in between anode and cathode) in a mixture of
electrolytes, which is an ionically conductive medium.





Our goal is to continually improve our
proprietary semi-solid synthesis process for the development of lithium ion
rechargeable battery technologies to meet the growing needs for a less
expensive, high-energy density, extended life and fast recharging battery while
considering safety as a major concern.





We plan to use a proprietary
superlattice cathode material and its technically advanced synthesis process.
Our other technical expertise includes Battery Management Systems (“BMS”) and a
high current rate battery charger. A typical battery pack will consist of a
number of lithium ion cells and a BMS.





Currently, our technology development
is in the initial phase of prototyping and testing. Once a prototype is
successfully obtained, we plan to work closely with production specialists in
the battery industry and material synthesis to lead the battery manufacturing
unit along with marketing and sales team. Our primary focus will then
simultaneously operate research and development, production and marketing of the
new products.





Sources
and Availability of Raw Materials





We would use raw materials from several
manufacturers in the United States, such as Alfa Aesar, Pred Chemicals, TIMCAL
and Ferro Corporation. We use different types of lithium, manganese, cobalt,
nickel and titanium salts, electrolytes, copper and aluminum foil which are
available in large scale.





License
Agreement with Li-ion Motors Corp.





Effective April 15, 2008, we entered
into a License Agreement (“License Agreement”) with Li-ion Motors providing for
Li-ion Motors’ license to us of Li-ion Motors patent applications and
technologies for rechargeable lithium-ion batteries for hybrid vehicles and
other applications (“Licensed Products”).





Under the License Agreement, Li-ion
Motors has the right to purchase its requirements of lithium ion batteries from
us, and its requirements of lithium ion batteries shall be supplied in
preference to, and on a priority basis as compared with, supply and delivery
arrangements in effect for our other customers. Li-ion Motors’ cost for lithium
ion batteries purchased from us is our actual manufacturing costs for such
batteries for our fiscal quarter in which Li-ion Motors purchase takes
place.





On May 25, 2010 our agreement was
amended to provide that we have exclusive license rights for the United States
and Li-ion Motors may grant other companies rights elsewhere around the
world.




We have agreed to invest a minimum of
$1,500,000 in each of the first two years under the License Agreement in
development of the technology for the Licensed Products. In the initial year
under the License Agreement, the Company invested approximately $264,043 in the
development of technology, and therefore is not in compliance with its
obligations under this covenant of the license agreement.  Li-ion Motors
has advised us that it will not give notice of default against us for our
failure to comply with this over the term of the License Agreement As of fiscal
year ended July 31 2010, we are still not in compliance under this
covenant.




Effective April 16, 2008, we lease
approximately 5,000 square feet of space (“Leased Space”) in Li-ion Motors’
North Carolina facility, such Leased Space to be suitable for, and utilized by
us for, our developmental and manufacturing operations for Licensed Products
pursuant to the License Agreement.  The Leased Space, is leased by Li-ion
Motors to us on a month-to-month basis at a monthly rental of $2,756, the
monthly rental to be escalated five (5%) percent annually. Effective April 16,
2008, Li-ion Motors also sold us for the purchase price of $29,005, specified
equipment and supplies related to the licensed field.





4


Competition





Our proposed lithium battery
development operations face substantial competition from other companies which
have significantly greater financial resources than we do.  At this time
the lithium ion battery market is controlled by Asian manufacturers, and the
Company is not aware of any volume battery manufacturer in the United States.
 LIB manufacturing moved out from USA in earlier days citing the
complicated and costly manufacturing process.





Government
Regulation





According to lithium battery federal
regulations, no lithium ion batteries may be shipped without having passed a
series of tests defined by the UN Committee of Experts on the Transport of
Dangerous Goods. Additional cost associated with these tests and special
packaging requirements along with the troubles posed by delays in obtaining the
lithium ion batteries on time have caused difficulties for American companies
dealing with the Asian battery suppliers.





Employees





As of the date of this report, we have
one employee.  We hire consultants as necessary. With the resignation
of two research employees we are actively searching for competent chemists
and engineers to oversee our proposed battery development and battery management
systems.





Research
and Development Expenditures





We incurred $239,543 of research and
development expenditures in the year ended July 31, 2009, and $169,204 of such
expenditures in the year ended July 31, 2010.





Patents
and Trademarks





We have
licensed patents and provisional patent applications involving rechargeable
battery cathode material and battery management systems from Li-ion
Motors.  We have acquired a U.S. patent for technology involving varied
current and voltage rating battery packs. These patent rights enable us to
customize and commercialize the battery packs inside electric vehicles according
to the customer’s power requirements. This technology also gives us the ability
to select a parallel or series combination of cells to produce a battery
pack.





Item
1A. Risk Factors.





You
should be particularly  aware of the inherent risks associated with our
business plan. These risks include but are not limited to:





General





The
current worldwide economic slowdown could have a material adverse impact on our
product research and developmental activities and planned commercialization of
our lithium battery technology.




The automotive industry is cyclical in
nature and tends to reflect general economic conditions. The U.S. and other
world economies are in an economic slowdown or a recession, which could last
well into 2010 and beyond. The recession may lead to a significant decline in
prices and demand for automotive power train components, which would in turn
adversely affect the demand for our proposed lithium battery
products.




We
do not have sufficient revenues to sustain our operations.





We have not had sufficient
revenues  from our operations to operate without substantial loans from our
former major stockholder,  As of July 31, 2010, we had a minimum amount of
cash on hand.  During our fiscal year ended July 31, 2010, we incurred a
net loss of $796,949; a working  capital  deficiency of 
$6,238,820;and a  stockholders' deficit of $6,166,101. We expect that we
will continue to incur operating losses in the future in connection with the
development of our lithium battery technology.  Failure to achieve or
maintain profitability may materially and adversely affect the future value of
our common stock.





If
we do not obtain additional financing, our business will fail.





Our current  operating  funds
are less than  necessary  for  commercialization  of 
our products,  and therefore, we will need to obtain  additional 
financing  in order to complete our business plan.  We do not
currently have any arrangements for financing and we may not be able to find
such financing if required. Market factors may make the timing, amount, terms or
conditions of additional financing unavailable to us.





5


Our
management has limited experience in development and production of lithium ion
batteries and with negotiating commercial arrangements for such
products.





Our management has limited experience
in development, production, commercialization of and negotiating licenses and
joint ventures to commercialize the lithium ion batteries we are developing. As
a result of this inexperience, there is a high  risk we may be unable
to  complete  our  business  plan and successfully
commercialize our lithium ion battery products, if we succeed in developing such
products. Because of the intense competition for our planned
products,  there is substantial risk that we will not  successfully
commercialize these products. Both senior chemist and engineers have left the
company leaving us with our sole officer/ director and one employee. If we do
not hire qualified personnel we will not be able to complete our business
plan.





Our
planned lithium ion battery business is subject to substantial
risks.





The lithium ion battery market is
competitive and risky. We are competing against numerous competitors with 
greater financial resources than us, and due to the difficulties of entry into
these markets,  we may be unsuccessful  and not be able to
complete  our business plan.





We may be required to obtain Federal
and state certifications or approvals for our planned products. Our products,
when fully developed, may not meet these Federal or state performance or safety
standards in effect at the time for lithium ion batteries for the uses for which
we intend to sell our products.





Lithium
ion batters, if not properly managed, may pose a fire hazard.





We will have to develop batteries and
battery management systems that eliminate the risk of fire from use of lithium
ion batteries as a power source.  If we are not able to develop such
systems, our business will not develop as planned.  If our battery
management systems fail, we could be liable to those who are harmed as a result
of such failure.





Our
products are subject to extensive federal, state and local safety environmental
and other government regulations that may require us to incur expenses, modify
product offerings or cease all operations of our business in order to maintain
compliance with the actions of the regulators.





The Company’s business and
facilities  are also subject to regulation under various federal, state and
local regulations relating to the sale of its products, operations, occupational
safety, environmental protection, hazardous substance control and product
advertising and promotion. Failure to comply with any of these regulations in
the operation of the business could subject the Company to administrative or
legal action resulting in fines or other monetary penalties or require the
Company to change or cease business.





A
significant adverse determination in any material product liability claims
against the company could adversely affect our operating resulting or financial
condition.




Accidents involving personal injury and
property damage could occur in the use of products that we plan to develop, and
no assurance can be given that material product liability claims against us will
not be made in the future.  Adverse determination of material product
liability claims made against us or a lapse in coverage of any product liability
policy that we may have in effect in the future when we are marketing our
products commercially could adversely affect our operating results or financial
condition.





We
have been the subject of a going concern opinion from our independent auditors,
which means that we may not be able to continue operations unless we obtain
additional funding.





Our independent  auditors have
added an explanatory  paragraph to their audit opinions, issued in
connection with our financial statements, which states that our ability to
continue as a going concern is uncertain.




Because our stock
is deemed a“penny
stock”, you may have
difficulty selling shares of our common stock.





Our common stock is a “penny
stock” and is therefore subject to the requirements of Rule 15g-9
under the Securities Exchange Act of 1934, as amended. Under this rule,
broker-dealers who sell penny stocks must provide purchasers of these stocks
with a standardized risk-disclosure document prepared by the Securities and
Exchange Commission (“SEC”). The penny stock rules severely limit the liquidity
of securities in the secondary market, and many brokers choose not to
participate in penny stock transactions. As a result, there is generally less
trading in penny stocks and you may not always be able to resell shares of our
common stock publicly at the time and prices that you feel are fair or
appropriate. Under applicable regulations, our common stock will generally
remain a penny stock until and for such time as its per-share price is $5.00 or
more (as determined in accordance with SEC regulations), or until we meet
certain net asset or revenue thresholds. These thresholds include the possession
of net tangible assets (that is, total assets less intangible assets and
liabilities) in excess of $2,000,000, and the recognition of average revenues
equal to at least $6,000,000 for each of the last three years. We do not
anticipate meeting any of the thresholds in the foreseeable future.





6


Item
1B. Unresolved Staff Comments.





None.





Item
2. Properties.





Our mailing address is 420 N. Nellis
Blvd., Suite A3-146, Las Vegas, Nevada 89110, for which we pay $11.00 per month,
on a month to month basis.





Effective April 16, 2008, we agreed to
lease approximately 5,000 square feet of space in Li-ion Motors’ North Carolina
facility, such Leased Space to be suitable for, and utilized by us for, our
developmental and manufacturing operations for Licensed Products pursuant to the
License Agreement.  The Leased Space is leased by Li-ion Motors to us on a
month-to-month basis at a monthly rental of $2,756, the monthly rental to be
escalated five (5%) percent annually.




Item
3. Legal Proceedings.





None.




Item
4. [Removed and Reserved.]





PART
II


Item
5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer
Purchases of Equity Securities.





As of July 2010, there were
approximately 11  record owners of the Company's Common Stock. The
Company's Common Stock is quoted on the National Association of Securities
Dealers OTCBB Bulletin Board under the symbol “SLPO.OB”. Our Common Stock
is also quoted on the Pink OTC Markets OTCQB market.




Period
                    
                    High*
                    
                    
                    Low*August
      1, 20007 to October 31, 2007
                    
                    $
                    0.83
                    
                    
                    $
                    0.21November
      1, 2007 to January 31, 2008
                    
                    $
                    0.20
                    
                    
                    $
                    0.10February
      1, 2008 to April 30, 2008
                    
                    $
                    0.15
                    
                    
                    $
                    0.12May
      1, 2008 to July 31, 2008
                    
                    $
                    0.84
                    
                    
                    $
                    0.11August
      1, 2008 to October 31, 2008
                    
                    $
                    0.69
                    
                    
                    $
                    0.27November
      1, 2008 to January 31, 2009
                    
                    $
                    0.20
                    
                    
                    $
                    0.05February
      1, 2009 to April 30, 2009
                    
                    $
                    0.22
                    
                    
                    $
                    0.05May
      1, 2009 to July 31, 2009
                    
                    $
                    0.15
                    
                    
                    $
                    0.26August
      1, 2009 to October 31, 2009
                    
                    $
                    0.76
                    
                    
                    $
                    0.13November
      1, 2009 to January 31, 2010
                    
                    $
                    0.18
                    
                    
                    $
                    0.03February
      1, 2010 to April 30, 2010
                    
                    $
                    0.06
                    
                    
                    $
                    0.03May
      1, 2010 to July 31, 2010
                    
                    $
                    0.05
                    
                    
                    $
                    0.01




* Prices
have been adjusted to reflect the 3-for-1 forward split effective October 19,
2009.




Holders of common stock are entitled to
receive such dividends as may be declared by the Board of Directors out of funds
legally available therefore and, in the event of liquidation, to share pro rata
in any distribution of the Company's assets after payment of liabilities. The
Board of Directors is not obligated to declare a dividend. The Company has not
paid any dividends and the Company does not have any current plans to pay any
dividends.




7


Item
6. Selected Financial Data.




Not
applicable.




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





Forward
Looking Statements





This annual report  contains 
forward-looking  statements that involve risks and uncertainties.  We
use words such as anticipate, believe, plan, expect, future, intend and similar
expressions to identify such forward-looking  statements. You should not
place too much  reliance  on these  forward-looking 
statements.  Our actual results are likely to differ  materially from
those  anticipated in these forward-looking  statements  for
many  reasons,  including the risks faced by us described in this
section.




Introduction




We were incorporated on July 15, 2002
under the laws of the State of Nevada. We changed our business in 2008, entering
into a license agreement with Li-ion Motors on April 15, 2008, for the license
of the development of their lithium battery technology, and we sold our Zingo
Telecom, Inc. and M/S Zingo Bpo Services Pvt. Ltd. subsidiaries that offered
telecommunications services to business and residential customers utilizing VoIP
technology on May 15, 2008.  To reflect our new business, we changed our
name from Zingo, Inc. to Superlattice Power, Inc. on April 25,
2008.




A three-for-one forward split in our
common stock was effective October 19, 2009. The Certificate of Change filed
with the Nevada Secretary of State on September 18, 2009, for the forward split
changed the number of shares of our outstanding common stock from 115,000,000 to
345,000,000, and the number of shares of our authorized common stock in the same
ratio, from 250,000,000 to 750,000,000.





Results
Of Operations for the Year Ended July 31, 2010





We incurred a net loss of
$796,949  in the year ended July 31, 2010, which included general and
administrative costs of $216,789.





2010
Compared to 2009





Our net loss for the year ended July
31, 2010 decreased to $796,949 from $898,447 for the same period ending
July 31, 2009.





Plan
of Operations





Commercial
Initiatives





We are
developing rechargeable lithium ion batteries for power production for a variety
of uses.  We plan to pioneer  a superlattice cathode material for the
use in lithium ion rechargeable batteries.





License
Agreement with Li-Ion Motors





Effective April 15, 2008, we entered
into a License Agreement with Li-ion Motors, our former controlling stockholder,
providing for Li-ion Motors’ license to us of their patent applications and
technologies for rechargeable lithium-ion batteries for hybrid vehicles and
other applications.





Under the License Agreement, Li-ion
Motors has the right to purchase its requirements of lithium ion batteries from
us, and its requirements of lithium ion batteries shall be supplied in
preference to, and on a priority basis as compared with, supply and delivery
arrangements in effect for our other customers. Li-ion Motors cost for lithium
ion batteries purchased from us will be our actual manufacturing costs for such
batteries for our fiscal quarter in which Li-ion Motors’ purchase takes place.
On May 25, 2010 the Agreement was amended limiting us to only the United States
with Li-ion Motors able to grant other licenses to companies in other parts of
the world.





Under Section 2.2 of the License
Agreement, we have agreed to invest a minimum of $1,500,000 in each of the first
two years of the term of the License Agreement in development of the technology
for the Licensed Products. In the initial year under the License Agreement, we
invested approximately $264,043 in the development of our technology, and
therefore are not in compliance with our obligations under this covenant of the
License Agreement.  Li-ion Motors has advised us that it will not give
notice of default against us for our failure to comply with this over the term
of the License Agreement.





8


Effective April 16, 2008, we agreed to
lease approximately 5,000 square feet of space in Li-ion Motors’ North Carolina
facility, such Leased Space to be suitable for, and utilized by us for, our
developmental and manufacturing operations for Licensed Products pursuant to the
License Agreement.  The Leased Space is leased by Li-ion Motors to us on a
month-to-month basis at a monthly rental of $2,756, the monthly rental to be
escalated five (5%) percent annually. Effective April 16, 2008, Li-ion Motors
also sold us for the purchase price of $29,005, specified equipment and supplies
related to the licensed intellectual property.




Sale
of our Telecom Subsidiaries




At a closing held on May 15, 2008, we
sold for $215,000 the 80,000 outstanding shares of common stock, constituting
100% of the outstanding stock, of our subsidiary Zingo Telecom, Inc.  In
addition, at the closing, we assigned and transferred all receivables or debt
obligations of Zingo Telecom owing to or held by us at the closing date, and all
outstanding shares of M/S Zingo Bpo Services Pvt. Ltd., our subsidiary
incorporated in India.





5.2 
 Liquidity and Capital Resources





As of
July 31, 2010, we had cash on hand of $158 and liabilities of $6,238,978, as
compared with $5,513,918 at July 31, 2009; and our property plant and equipment
decreased to $72,719 at July 31, 2010, as compared with $141,261 for 2009.
Accounts payable and accrued expenses increased at July 31, 2010, to $1,076,413
as compared with $654,810 at July 31, 2009, and notes payable increased to
$841,207 at July 31, 2010, as compared to $0 for 2009.





At July
31, 2010, we had a working capital  deficiency of $6,238,820 and a
stockholders' deficit of $6,166,101.





We used
net cash in operating activities of $303,489 in the year ended July 31, 2010, as
compared with $398,829 in the comparable period in 2009, and cash flows used in
investing activities for the purchase of property, plant and equipment was $0 in
2010, as compared with $17,015 cash flows provided by investing activities in
2009.





In the
year ended July 31, 2010, we received $533,403  in advances from a related
party, giving effect to payments to the  related party of $1,071,153, as
compared with net advances from related parties of $443,740 in 2009, giving
effect to payments to related parties of $43,400.





During
the year ended July 31, 2010 we received $1,282,988 from the proceeds of issuing
a promissory note to Li-ion Motors Corp. and repaid $441,781, with a net effect
of $841,207.





Since
our  incorporation,  we have  financed  our 
operations  almost exclusively through advances from our controlling
shareholders. We expect to finance operations through the sale of equity or
other investments for the foreseeable  future, as we do not receive 
significant  revenue  from our new business  operations. 
There  is no  guarantee  that we will  be 
successful  in arranging financing on acceptable terms.





Our
ability to raise additional  capital is affected by trends and
uncertainties  beyond our control. We do not currently have any 
arrangements  for financing and we may not be able to find such financing
if required.  Obtaining  additional  financing  would be
subject to a number of factors, including investor sentiment. Market factors may
make the timing, amount, terms or conditions of additional financing unavailable
to us.





Our
auditors are of the opinion that our continuation as a going concern is in
doubt.  Our  continuation as a going  concern is 
dependent  upon continued financial support from our shareholders and other
related parties.





Critical
Accounting Issues





The Company's discussion and analysis
of its financial condition and results of  operations are based upon the
Company's financial statements, which have been  prepared in accordance
with accounting principles generally accepted in the  United States of
America. The preparation of the financial statements requires  the Company
to make estimates and judgments that affect the reported amount of  assets,
liabilities, and expenses, and related disclosures of contingent assets 
and liabilities. On an on-going basis, the Company evaluates its
estimates,  including those related to intangible assets, income taxes and
contingencies and  litigation. The Company bases its estimates on
historical experience and on  various assumptions that are believed to be
reasonable under the circumstances,  the results of which form the basis
for making judgments about carrying values  of assets and liabilities that
are not readily apparent from other sources.  Actual results may differ
from these estimates under different assumptions or conditions.





9


Item
7A. Quantitative and Qualitative Disclosures About Market Risk.





Commodity Price Risk – The raw
materials for manufacturing our batteries could be affected by changes in the
commodities markets, and if we commence manufacturing our own lithium ion
batteries, we could be subject to this risk.




Item
8. Financial Statements and Supplementary Data.





SUPERLATTICE
POWER, INC.




FINANCIAL
STATEMENTS





July 31,
2010




10




SUPERLATTICE
POWER, INC.





Index to
Financial Statements




Reports
      of Independent Registered Accounting Firms
                
                12Balance
      Sheets as of July 31, 2010 and 2009
                
                14Statements
      of Operations for Years Ended July 31, 2010 and July 31,
    2009
                
                15Statements
      of Cash Flows for the Years Ended July 31, 2010 and July 31,
      2009
                
                16Statement
      of Stockholders’ (Deficiency) for the Year Ended July 31, 2010 and July
      31, 2009
                
                17Notes
      to Financial Statements, as of and for the Years Ending July 31, 2010 and
      2009
                
                18




11




Madsen
& Associates, CPA's Inc.


684 East
Vine Street


Murray,
UT 84107





REPORT OF
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM





Board of
Directors


Superlattice
Power, Inc.


Las
Vegas, NV





We have
audited the accompanying balance sheet of Superlattice Power, Inc.
(collectively, the “Company”) (a development stage enterprise) as of July 31,
2010, and the related statements of operations, stockholders' deficiency and
cash flows for the year ended.  These financial statements are the
responsibility of the Company’s management.  Our responsibility is to
express an opinion on these financial statements based on our audit.  The
financial statements of Superlattice Power, Inc. as of July 31, 2009, were
audited by other auditors whose report, dated October 14, 2009, expressed an
unqualified opinion on those statements.





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 2010 financial statements present fairly, in all material respects,
the financial position of the Company as of July 31, 2010, and the results of
its operations and its cash flows for the year then ended, in conformity with
accounting principles generally accepted in the United States of
America.





The
accompanying financial statements have been prepared assuming the company will
continue as a going concern.  As shown in the financial statements, the
Company incurred a net loss of $738,816 for the year ending July 31, 2010. 
As of July 31, 2010, current liabilities exceeded current assets by $6.1 million
and has an accumulated deficit of $6.1 million.  These factors, and others
discussed in Notes 1 and 10, raise substantial doubt about the Company’s ability
to continue as a going concern.





These
financial statements do not include any adjustments relating to the
recoverability and classification of recorded assets, or the amounts and
classification of liabilities that might be necessary in the event the Company
cannot continue in existence.





/s/Madsen
& Associates, CPAs Inc.





October
29, 2010




12




REPORT OF
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
  Board of
Directors
 Superlattice
Power, Inc.
 Las
Vegas, NV
 
 We have
audited the accompanying balance sheet of Superlattice Power, Inc. and
Subsidiaries (collectively, the “Company”) (a development stage enterprise) as
of July 31, 2009, and the related statements of operations, stockholders’
deficiency, and cash flows for the year then ended.  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 audits in accordance with the standards of the Public Company's
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 audits provide a reasonable basis for our opinion.
 
 In our
opinion, such financial statements present fairly, in all material respects, the
financial position of the Company as of July 31, 2009, and the results of its
operations and its cash flows for the year then ended, in conformity with
accounting principles generally accepted in the United States of
America.
 
 The
accompanying financial statements have been prepared assuming the company will
continue as a going concern.  As shown in the financial statements, the
Company incurred a net loss of $898,447 for the year ending July 31, 2009. 
As of July 31, 2009, current liabilities exceeded current assets by $5.5 million
and has an accumulated deficit of $5.4 million.  These factors, and others
discussed in Notes 1 and 10, raise substantial doubt about the Company’s ability
to continue as a going concern.
 
 These
financial statements do not include any adjustments relating to the
recoverability and classification of recorded assets, or the amounts and
classification of liabilities that might be necessary in the event the Company
cannot continue in existence.
 
 /s/Wiener,
Goodman & Company, P.C.
 Eatontown,
New Jersey
 October
14, 2009
  13




Superlattice
Power, Inc.


(A
Development Stage Company)


Balance
Sheets




July 31,2010
                
                
                2009AssetsCurrent
      assets:Cash
      and cash equivalents
                
                $
                158
                
                
                $
                191Prepaid
      expenses and other current assets
                
                
                -
                
                
                
                3,314Total
      current assets
                
                
                158
                
                
                
                3,505Property
      and equipment, net
                
                
                72,719
                
                
                
                141,261Total
      assets
                
                $
                72,877
                
                
                $
                144,766Liabilities
      and Stockholders' DeficiencyCurrent
      liabilities:Accounts
      payable and accrued expenses
                
                $
                1,076,413
                
                
                $
                654,810Notes
      payable
                
                
                841,207
                
                
                
                -Due
      to related parties
                
                
                4,321,358
                
                
                
                4,859,108Total
      current liabilities
                
                
                6,238,978
                
                
                
                5,513,918Commitments
      and contingencies
                
                
                
                
                
                
                -Stockholders'
      deficiency:Preferred
      stock, $.001 par value, 10,000,000 shares authorized, 0 issued and
      outstanding
                
                
                -
                
                
                
                -Common
      stock, $.001 par value, 750,000,000 shares authorized, 345,000,000 issued
      and outstanding at July 31, 2010 and 115,000,000 at July 31, 2009
      respectively
                
                
                345,000
                
                
                
                115,000Additional
      paid-in capital
                
                
                (211,082
                )
                
                
                18,918Accumulated
      deficit
                
                
                (6,300,019
                )
                
                
                (5,503,070
                )Stockholders'
      deficiency
                
                
                (6,166,101
                )
                
                
                (5,369,151
                )Total
      liabilities and stockholders' deficiency
                
                $
                72,877
                
                
                $
                144,766




See
accompanying notes to financial statements




14




Superlattice
Power, Inc.


(A
Development Stage Company)


Statements
of Operations




For the Year Ended
                
                
                For the PeriodJuly 31,
                
                
                August 1, 20082010
                
                
                2009
                
                
                - July 31, 2010Net
      sales
                
                $
                -
                
                
                $
                -
                
                
                $
                -Operating
      expenses:General
      and administrative
                
                
                216,789
                
                
                
                205,404
                
                
                
                422,193Research
      and development
                
                
                169,204
                
                
                
                239,543
                
                
                
                408,747Loss
      from continuing operations
                
                
                (385,993
                )
                
                
                (444,947
                )
                
                
                (830,940
                )Other
      expenses/(income)Interest
      expense
                
                
                (410,956
                )
                
                
                (453,500
                )
                
                
                (864,456
                )Net
      loss before provision for (benefit from) income taxes
                
                
                (796,949
                )
                
                
                (898,447
                )
                
                
                (1,695,396
                )Provision
      for (benefit from) income taxes
                
                
                -
                
                
                
                -
                
                
                
                -Net
      loss
                
                $
                (796,949
                )
                
                $
                (898,447
                )
                
                $
                (1,695,396
                )Net
      loss per common share - basic and diluted
                
                $
                (0.00
                )
                
                $
                (0.00
                )Weighted
      average number of common shares outstanding - basic and
      diluted
                
                
                345,000,000
                
                
                
                345,000,000




See
accompanying notes to financial statements




15




Superlattice
Power, Inc.


(A
Development Stage Company)


Statements
of Cash Flows




For the Year Ended
                
                
                For the PeriodJuly 31,
                
                
                August 1, 20082010
                
                
                2009
                
                
                - July 31, 2010CASH
      FLOWS FROM OPERATING ACTIVITIES:Net
      loss
                
                $
                (796,949
                )
                
                $
                (898,447
                )
                
                $
                (1,695,396
                )Adjustments
      to reconcile net loss to net cash utilized by operating
      activitiesDepreciation
                
                
                68,542
                
                
                
                12,382
                
                
                
                80,924Increase
      (decrease) in cash flows from changes in operating assets and
      liabilitiesPrepaid
      expenses and other current assets
                
                
                3,314
                
                
                
                (3,314
                )
                
                
                -Accounts
      payable and accrued expenses
                
                
                421,603
                
                
                
                490,550
                
                
                
                912,153Net
      cash used in operating activities
                
                
                (303,490
                )
                
                
                (398,829
                )
                
                
                (702,319
                )CASH
      FLOWS FROM INVESTING ACTIVITIES:Additions
      to property and equipment
                
                
                -
                
                
                
                (17,015
                )
                
                
                (17,015
                )Net
      cash utilized in investing activities
                
                
                -
                
                
                
                (17,015
                )
                
                
                (17,015
                )CASH
      FLOWS FROM FINANCING ACTIVITIES:Proceeds
      from issuance of debt
                
                
                1,282,988
                
                
                
                -
                
                
                
                1,282,988Advances
      from related parties
                
                
                533,403
                
                
                
                443,740
                
                
                
                977,143Payments
      for debt
                
                
                (441,781
                )
                
                
                -
                
                
                
                (441,781
                )Payments
      to related parties
                
                
                (1,071,153
                )
                
                
                (43,400
                )
                
                
                (1,114,553
                )Net
      cash provided by financing activities
                
                
                303,457
                
                
                
                400,340
                
                
                
                703,797CHANGE
      IN CASH AND CASH EQUIVALENTSNet
      increase (decrease) in cash and cash equivalents
                
                
                (33
                )
                
                
                (15,504
                )
                
                
                (15,537
                )Cash
      and cash equivalents at beginning of year
                
                
                191
                
                
                
                15,695
                
                
                
                15,695Cash
      and cash equivalents at end of year
                
                $
                158
                
                
                $
                191
                
                
                $
                158SUPPLEMENTAL
      CASH FLOW DISCLOSURESCash
      paid during the period for:Interest
                
                $
                -
                
                
                $
                -
                
                
                $
                -Income
      taxes
                
                $
                -
                
                
                $
                -
                
                
                $
                -SUPPLEMENTAL
      DISCLOSURE OF NON-CASH ACTIVITIESDonated
      equipment
                
                $
                -
                
                
                $
                103,025
                
                
                $
                103,025




See
accompanying notes to financial statements




16




Superlattice
Power, Inc.
 (A
Development Stage Company)
 Statement
of Stockholders' Deficiency
 For the Years
Ended As Noted




CommonNumber of
                          
                          
                          Shares $0.001
                          
                          
                          Additional paid
                          
                          
                          AccumulatedCommon Shares
                          
                          
                          Par Value
                          
                          
                          in capital
                          
                          
                          Deficit
                          
                          
                          TotalBalance
      - August 1, 2008
                          
                          
                          115,000,000
                          
                          
                          $
                          115,000
                          
                          
                          $
                          (84,107
                          )
                          
                          $
                          (4,604,623
                          )
                          
                          $
                          (4,573,730
                          )Contribution
      of machinery & equipment
                          
                          
                          -
                          
                          
                          
                          -
                          
                          
                          
                          103,025
                          
                          
                          
                          -
                          
                          
                          
                          103,025Net
      Loss
                          
                          
                          -
                          
                          
                          
                          -
                          
                          
                          
                          -
                          
                          
                          
                          (898,447
                          )
                          
                          
                          (898,447
                          )Balance
      - July 31, 2009
                          
                          
                          115,000,000
                          
                          
                          
                          115,000
                          
                          
                          
                          18,918
                          
                          
                          
                          (5,503,070
                          )
                          
                          
                          (5,369,152
                          )Three-for-one
      stock split
                          
                          
                          230,000,000
                          
                          
                          
                          230,000
                          
                          
                          
                          (230,000
                          )
                          
                          
                          -
                          
                          
                          
                          -Net
      Loss
                          
                          
                          -
                          
                          
                          
                          -
                          
                          
                          
                          -
                          
                          
                          
                          (796,949
                          )
                          
                          
                          (796,949
                          )Balance
      - July 31, 2010
                          
                          
                          345,000,000
                          
                          
                          $
                          345,000
                          
                          
                          $
                          (211,082
                          )
                          
                          $
                          (6,300,019
                          )
                          
                          $
                          (6,166,101
                          )








17




SUPERLATICE
POWER, INC.


(A
DEVELOPMENT STAGE COMPANY)


NOTES TO FINANCIAL
STATEMENTS


July
31, 2010




Note
1. Financial Statement Presentation




Superlattice
Power, Inc. (the “Company” or “Superlattice Power”) (formerly Zingo, Inc.),
following the sale as of May 15, 2008, of its VoIP telecommunications business,
intends to concentrate its efforts on further development of the lithium
batteries technology licensed from Li-ion Motors, Corp., the Company’s former
parent.





As of
August 1, 2008, the Company is considered a development stage enterprise as
defined in the Financial Accounting Standards Board (“FASB”) Accounting
Standards Codification (“ASC”) 915, “Development Stage Entities” (“ASC
915”).  The Company has limited revenue to date, continues to raise capital
and there is no assurance that ultimately the Company will achieve a profitable
level of operations.





The
summary of significant accounting policies is presented to assist in the
understanding of the financial statements. The financial statements and notes
are the representations of management. These accounting policies conform to
accounting policies generally accepted in the United States of America and have
been consistently applied in the preparation of the financial
statements.





On July
1, 2009, FASB established ASC as the primary source of authoritative Generally
Accepted Accounting Principles (“GAAP”) recognized by the FASB to be applied by
nongovernmental entities.  Although the establishment of the ASC did not
change current GAAP, it did change the way we refer to GAAP throughout this
document to reflect the updated referencing convention.





History
and Nature of Business





On April
15, 2008, Li-ion Motors, Corp. sold its controlling interest of the Company’s
outstanding common stock to Blue Diamond Investments, Inc. With the sale of our
VoIP telecommunications business, named Zingo Telecom, Inc., on May 15, 2008 the
Company intends to concentrate efforts on further development of the lithium
batteries technology licensed from Li-ion Motors, the Company’s former
parent.





Effective
April 15, 2008, the Company entered into a License Agreement (“License
Agreement”) with Li-ion Motors providing for Li-ion Motors' license to the
Company Li-ion Motors patent applications and technologies for rechargeable
lithium-ion batteries for hybrid vehicles and other applications (“Licensed
Products”)





Under the
License Agreement, Li-ion Motors has the right to purchase its requirements of
lithium ion batteries from the Company, and its requirements of lithium ion
batteries shall be supplied in preference to, and on a priority basis as
compared with, supply and delivery arrangements in effect for our other
customers.  Li-ion Motors' cost for lithium ion batteries purchased from
the Company is the actual manufacturing costs for such batteries for our fiscal
quarter in which Li-ion Motors purchase takes place.





On May
25, 2010 the agreement was amended to grant the Company the exclusive license
rights for the United States and Li-ion Motors may grant other companies rights
elsewhere around the world.





The
Company agreed to invest a minimum of $1,500,000 in each of the first two years
under the License Agreement in development of the technology for the Licensed
Products.  In the initial year under the License Agreement, the Company
invested approximately $264,043 in the development of technology, and therefore
is not in compliance with its obligations under this covenant of the license
agreement.  Li-ion Motors has advised the Company that it will not give
notice of default against the Company for its failure to comply with this over
the term of the License Agreement.





Effective
April 16, 2008, the Company agreed to lease approximately 5,000 square feet of
space in Li-ion Motors’ North Carolina facility. The leased space will be
suitable, and utilized by the Company, for developmental and manufacturing
operations for licensed products pursuant to the license agreement. The leased
space is on a month-to-month basis with a monthly rental of $2,756 the monthly
rental to be escalated five (5%) percent annually. Also effective April 16,
2008, the Company purchased certain equipment and supplies related to the
license agreement from Li-ion Motors for the purchase price of
$29,005.




18


Basis
of Presentation





The
Company’s financial statements for the year ended July 31, 2010 have been
prepared on a going concern basis which contemplates the realization of assets
and settlement of liabilities and commitments in the normal course of business.
The Company did not have any revenue in 2010 and as of July 31, 2010, there was
a working capital deficit of approximately $6.1 million. Management recognized
that the Company’s continued existence is dependent upon its ability to obtain
needed working capital through additional equity and/or debt financing and
revenue to cover expenses as the Company continues to incur losses.





Since its
incorporation, the Company financed its operations almost exclusively through
advances from its controlling shareholders.  The Company expects to finance
operations through the sale of equity or other investments for the foreseeable
future, as the Company does not receive significant revenue from its new
business operations.  There is no guarantee that the Company will be
successful in arranging financing on acceptable terms.





The
Company's ability to raise additional capital is affected by trends and
uncertainties beyond its control.  The Company does not currently have any
arrangements for financing and it may not be able to find such financing if
required.  Obtaining additional financing would be subject to a number of
factors, including investor sentiment.  Market factors may make the timing,
amount, terms or conditions of additional financing unavailable to it. 
These uncertainties raise substantial doubt about the ability of the Company to
continue as a going concern. The accompanying financial statements do not
include any adjustments that might result from the outcome of these
uncertainties should the Company be unable to continue as a going
concern.





On
September 17, 2009 the Company’s Board of Directors declared a three-for-one
forward stock split that was effected in the form of a stock dividend. All share
and per share amounts have been restated to reflect the three-for-one forward
stock split except for stockholders’ deficiency. See Note 5 , “Common Stock,”
for further discussion.




Note
2.  Summary of Significant Accounting Policies




Use
of Estimates




The
preparation of financial statements in accordance with accounting principles
generally accepted in the United States of America requires the Company to make
estimates and judgments that affect the reported amounts of assets, liabilities,
revenues and expenses, and disclosure of contingent assets and liabilities. On
an on-going basis, the Company evaluates its estimates and judgments, including
those related to revenue recognition, inventories, adequacy of allowances for
doubtful accounts, valuation of long-lived assets and goodwill, income taxes,
litigation and warranties. The Company bases its estimates on historical and
anticipated results and trends and on various other assumptions that the Company
believes are reasonable under the circumstances, including assumptions as to
future events. The policies discussed below are considered by management to be
critical to an understanding of the Company’s financial statements. These
estimates form the basis for making judgments about the carrying values of
assets and liabilities that are not readily apparent from other sources. By
their nature, estimates are subject to an inherent degree of uncertainty. Actual
results may differ from those estimates.




Fair
Value Measurements





The
Company utilizes the accounting guidance for fair value measurements and
disclosures for all financial assets and liabilities and nonfinancial assets and
liabilities that are recognized or disclosed at fair value in the financial
statements on a recurring basis or on a nonrecurring basis during the reporting
period.  The fair value is an exit price, representing the price that would
be received to sell an asset or paid to transfer a liability in an orderly
transaction between market participants based upon the best use of the asset or
liability at the measurement date.  The Company utilizes market data or
assumptions that market participants would use in pricing the asset or
liability.  The accounting guidance establishes a three-tier fair value
hierarchy, which prioritizes the inputs used in measuring fair value. 
These tiers are defined as follows:





Level 1
            -  Observable
      inputs such as quoted market prices in active
  markets





Level 2
            -  Inputs
      other than quoted prices in active markets that are either directly or
      indirectly observable





Level 3
              - 
      Unobservable inputs about which little or no market data exists, therefore
      requiring an entity to develop its own
  assumptions




As of
July 31, 2010, the Company held certain financial assets that are measured at
fair value on a recurring basis.  These consisted of cash and cash
equivalents.  The fair values of the cash and cash equivalents is
determined based on quoted market prices in public markets and is categorized as
Level 1.  The Company does not have any financial assets measured at fair
value on a recurring basis as Level 3 and there were no transfers in or out of
Level 1, Level 2 or Level 3 during the years ended July 31, 2010 and
2009.





19


The
following table sets forth by level, within the fair value hierarchy, the
Company’s financial assets accounted for at fair value on a recurring basis as
of July 31, 2010 and 2009.





Assets at Fair Value as of July 31, 2010 and 2009 UsingQuoted Prices inActivated Markets for
                    
                    
                    Significant Other
                    
                    
                    Significant ObservableIdentical Asssets
                    
                    
                    Observable Inputs
                    
                    
                    InputsTotal
                    
                    
                    (Level 1)
                    
                    
                    (Level 2)
                    
                    
                    (Level 2)July
      31, 2010Cash
      and cash equivalents
                    
                    $
                    158
                    
                    
                    $
                    158
                    
                    
                    $
                    -
                    
                    
                    $
                    -July
      31, 2009Cash
      and cash equivalents
                    
                    $
                    191
                    
                    
                    $
                    191
                    
                    
                    $
                    -
                    
                    
                    $
                    -




The
Company has other financial instruments, such as receivables, accounts payable
and other liabilities which have been excluded from the tables above.  Due
to the short-term nature of these instruments, the carrying value of
receivables, accounts payable and other liabilities approximate their fair
values.  The Company did not have any other financial instruments with the
scope of the fair value disclosure requirements as of July 31,
2010.





Non-financial
assets and liabilities, such as goodwill and long-lived assets, are accounted
for at fair value on a nonrecurring basis.  These items are tested for
impairment on the occurrence of a triggering event or in the case of goodwill,
on at least an annual basis.  The Company's annual test on its long-lived
assets indicated that the carrying value of its long-lived assets was
recoverable and that no impairment existed as of the testing date.





Property
and Equipment





Property
and equipment are recorded at cost. Depreciation of property and equipment are
accounted for by accelerated methods over the following estimated useful
lives





LivesFurniture
      and Fixtures
                  10
      yearsSoftware
                  3-5
      yearsComputers
                  5
      years




Evaluation
of Long-Lived Assets




The
Company reviews property and equipment for impairment whenever events or changes
in circumstances indicate the carrying value may not be recoverable in
accordance with the guidance in ASC 360-15-35 “Impairment or Disposal of
Long-Lived Assets”.  If the carrying value of the long-lived asset exceeds
the present value of the related estimated future cash flows, the asset would be
adjusted to its fair value and an impairment loss would be charged to operations
in the period identified.




Advertising





Advertising
costs are generally expensed and are included in selling, general and
administrative expenses.  Total advertising expenditures for the years
ended July 31, 2010 and 2009 were approximately $2,900 and $50,000,
respectively.





Research
and Development





The
Company is currently a research and development (“R&D”) stage company and
therefore the Board of Directors has not set a budget for R&D. However, all
projects and purchases must be approved before being started or
purchased. As of July 31, 2010, there have been expenses allocated to
research and development. For the year ending July 31, 2010, salaries, payroll
taxes, and benefits amounted to approximately $165,800 in R&D and other
R&D expenses were approximately $3,400.





20


Net
Loss Per Common Share





Basic
loss per common share is computed based on the weighted average number of shares
outstanding during the year. Diluted earnings per common share is computed by
dividing net earnings (loss) by the weighted average number of common shares and
potential common shares during the specified periods. The Company has no
outstanding options, warrants or other convertible instruments that could affect
the calculated number of shares.





Income Taxes





Deferred
income tax assets or liabilities are computed based on the temporary differences
between the financial statement and income tax bases of assets and liabilities
using the statutory marginal income tax rate in effect for the years in which
the differences are expected to reverse. Deferred income tax expenses or credits
are based on the changes in the deferred income tax assets or liabilities from
period to period. A valuation allowance against deferred tax assets is required
if, based on the weight of available evidence, it is more likely than not that
some portion or all of the deferred tax assets will not be realized. The
valuation allowance should be sufficient to reduce the deferred tax asset to the
amount that is more likely than not to be realized.





Effects
of Recent Accounting Pronouncements





FASB has
codified a single source of U.S. Generally Accepted Accounting Principles, the
Accounting Standards CodificationTM. Unless needed to clarify a point to readers,
we will refrain from citing specific section references when discussing
application of accounting principles or addressing new or pending accounting
rule changes. There are no recently issued accounting standards that are
expected to have a material effect on our financial condition, results of
operations or cash flows.





Note
3. Property and Equipment





Property
and equipment at consists of:





July 31, 2010
                    
                    
                    July 31, 2009Equipment
                    
                    $
                    131,455
                    
                    
                    $
                    131,455Leasehold
      improvements
                    
                    
                    26,360
                    
                    
                    
                    26,360Property
      and equipment, gross
                    
                    
                    157,815
                    
                    
                    
                    157,815Less:
      Accumulated depreciation
                    
                    
                    (85,096
                    )
                    
                    
                    (16,554
                    )Property
      and equipment, net
                    
                    $
                    72,719
                    
                    
                    $
                    141,261





Depreciation
expense for the years ended July 31, 2010 and 2009, was $68,542and $12,382,
respectively.





In
January 2009, a private company provided Superlattice with equipment in exchange
for Superlattice’s battery prototypes for testing. The equipment was received in
the manufacturing facility, and was recorded at appraised value of
$103,025.





Note
4. Accounts Payable and Accrued Expenses





Accounts
payable and accrued expenses at July 31, 2010  and  2009 consisted
of:





July 31, 2010
                        
                        
                        July 31, 2009Accounts
      payable
                        
                        $
                        36,690
                        
                        
                        $
                        41,439Wages,
      paid leave and payroll related taxes
                        
                        
                        23,196
                        
                        
                        
                        12,760Other
      accrued expenses
                        
                        
                        25,000
                        
                        
                        
                        20,040Accrued
      interest
                        
                        
                        991,527
                        
                        
                        
                        580,571Total
                        
                        $
                        1,076,413
                        
                        
                        $
                        654,810





Note
5. Common Stock





The
Company entered into an agreement on August 19, 2005, whereby the Company issued
240,000,000 shares of its common stock to the shareholder of Whistler Tel, Inc.
in exchange for all of the shares of WhistlerTel. On April 15, 2008, the
240,000,000 shares were sold to Blue Diamond Investments. On May 15, 2008, the
subsidiary, Zingo Telecom, was sold to a private investor.





21


On
September 17, 2009, the Company’s Board of Directors declared a three-for-one
forward stock split of the Company’s common stock that was effected in the form
of a stock dividend. A three-for-one forward split in our common stock was
effective October 19, 2009. The Certificate of Change filed with the Nevada
Secretary of State on September 18, 2009, providing for the forward split,
changed the number of shares of our outstanding common stock from 115,000,000 to
345,000,000, and the number of shares of our authorized common stock in the same
ratio, from 250,000,000 to 750,000,000. All share and per share amounts have
been restated to reflect the three-for-one forward stock split except for
stockholders’ deficiency.




See Note
6 “Net Loss Per Common Share,” for the impact on the Company’s earnings per
share amounts as a result of the stock split. This stock split resulted in the
issuance of 230 million additional shares of common stock.





Note
6. Net Loss Per Common Share





Loss per
share is computed based on the weighted average number of shares outstanding
during the year. Diluted loss per common share is computed by dividing net loss
by the weighted average number of common shares and potential common shares
during the specified periods. The Company has no outstanding options, warrants
or other convertible instruments that could affect the calculated number of
shares.





The
following table sets forth the reconciliation of the basic and diluted net loss
per common share computations for the years ended July 31, 2010 and
2009.




Year
      Ended
                    
                    
                    Year
      EndedJuly 31, 2010
                    
                    
                    July 31, 2009Income
                    
                    
                    Shares
                    
                    
                    Per-Share
                    
                    
                    Income
                    
                    
                    Shares
                    
                    
                    Per-Share(Numerator)
                    
                    
                    (Denominator)
                    
                    
                    Amount
                    
                    
                    (Numerator)
                    
                    
                    (Denominator)
                    
                    
                    AmountNet
      Income (Loss)
                    
                    $
                    (796,949
                    )
                    
                    
                    
                    
                    
                    
                    
                    $
                    (898,447
                    )Basic
      EPS
                    
                    
                    (796,949
                    )
                    
                    
                    345,000,000
                    
                    
                    
                    (0.00
                    )
                    
                    
                    (898,447
                    )
                    
                    
                    345,000,000
                    
                    
                    
                    (0.00
                    )Effect
      of dilutive securities
                    
                    
                    -
                    
                    
                    
                    
                    
                    
                    
                    
                    
                    
                    
                    -Diluted
      EPS
                    
                    $
                    (796,949
                    )
                    
                    
                    345,000,000
                    
                    
                    
                    (0.00
                    )
                    
                    $
                    (898,447
                    )
                    
                    
                    345,000,000
                    
                    
                    
                    (0.00
                    )




Net loss
per common share for the year ended July 31, 2009 has been revised.  This
revision was immaterial to the Company’s results of operations and financial
position. See below for further discussion. All share and per share amounts have
been restated to reflect the three-for-one forward stock split as discussed in
Note 5.





The
amounts previously reported for the year ended July 31, 2009 were as
follows:




Year EndedJuly 31, 2009Weighted
      shares outstanding, basic and diluted
                    
                    
                    115,000,000Basic
      and deluted loss per common share
                    
                    $
                    (0.01
                    )




Note
7. Related Party Transactions




The
Company received advances during 2010 from its Chief Executive and
Principal Financial Officer, Ayaz Kassam. At July 31, 2010 and July 31,
2009, the Company owed Mr. Kassam $0 and $537,750, respectfully. The balance of
the related party transactions are due within two weeks of the parties request
and does not bear interest.  During the year ended July 31, 2010 and year
ended July 31, 2009, the Company received advances totaling $533,403 and
$443,740 respectively; and payments amounted to approximately $1,071,153 and
$43,400, respectively. No interest was incurred during the year ended July 31,
2010 and $18,806  for the year ended July 31, 2009.  Mr. Kassam
forgave the $18,806 in accrued interest, which reduced our interest expense for
the current year ended July 31, 2010.





22




On April
15, 2008, Blue Diamond assumed Li-ion Motors’ debt due from Superlattice. At
July 31, 2010 and July 31, 2009; Blue Diamond was owed $4,321,358 and
$4,321,358, respectively. During the year ended July 31, 2010 and year ended
July 31, 2009 the Company did not receive or make any payments to Blue
Diamond.  Interest for the years ended July 31, 2010 and for the year ended
July 31, 2009 is $429,188 and $454,000  respectively. The related party
transaction amounts are reported as current due to the relationship and bears an
interest rate of 10 % per anum.





Note
8 Debt





The
Company's principal financing source in 2010 has been from its former parent,
Li-ion Motors, Corp. At July 31, 2010 and July 31, 2009, the Company owed Li-ion
Motors $841,207 and $0, respectively.  During the year ended July 31, 2010
and year ended July 31, 2009, the Company received advances totaling $$1,282,988
and $0, respectively; and made payments  totaling $441,781 and $0,
respectively.   The advances are interest free.  No term has been
set for repayment and no payment is expected until the Company has begun to
produce battery cells and has become a profitable venture.





Note
9. Income Taxes





At July
31, 2010 and July 31, 2009, the Company has deferred tax assets as a result of
the net operating losses incurred from inception. The resulting deferred tax
assets are reduced by a valuation allowance as discussed in Note 1, equal to the
deferred tax asset as it is unlikely, based on current circumstances, that the
Company will ever realize a tax benefit. Deferred tax assets and the
corresponding valuation allowances amounted to approximately $1,588,000 and
$1,309,000 at July 31, 2010 and July 31, 2009, respectively. The statutory tax
rate is 35% and the effective tax rate is zero.





Under
current tax laws, the cumulative operating losses incurred amounting to
approximately $4,536,000 and $3,739,000 at July 31, 2010 and July 31, 2009
respectively, will begin to expire in 2029.









Note
10. Commitments and Contingencies





Superlattice
Power, Inc entered into a month to month lease agreement with Li-ion Motors,
Corp. for 5,000 square feet within Li-ion Motors’ Mooresville facility on April
16, 2008 at the rate of $2,756. Approximately 80% of this space has
been converted into offices, and battery development workshop including a dry
room.





Total
rent expense for the year ended July 31, 2010 and year ended July 31, 2009
amounted to approximately $41,000 and $39,000, respectively.




Under
certain circumstances, the Company could possibly be exposed to potential
liability for fines and penalties under the rules and regulations of the Federal
Communications Commission for regulatory compliance issues involving the
Company's former subsidiary Zingo Telecom, Inc., which was sold on May 15, 2008.
The Company would vigorously contest any assertion against it of liabilities
deriving from regulatory compliance issues involving this former
subsidiary.




Note
11.  Subsequent Events





The
Company received in July 2010, a Resignation Letter from Dr. Vishal Mahajan,
Director, Battery Division.





Subsequent
events have been evaluated through October 15, 2010.





Item
9. Changes In and Disagreements With Accountants on Accounting and Financial
Disclosure.




None.




Item
9A (T). Controls and Procedures.





As supervised by our board of
directors and our principal executive and principal financial officer,
management has established a system of disclosure, controls and  procedures
and has evaluated the effectiveness of that system. The system and its
evaluation are reported on in the below Management's Annual Report
on Internal Control over Financial Reporting.





Our principal executive and financial
officer has concluded that our disclosure, controls and procedures (as defined
in Securities Exchange Act of 1934 (“Exchange Act”) Rule 13a-15(e)) as of July
31, 2010, were effective, based on the evaluation of these controls and
procedures required by paragraph (b) of Rule 13a-15.




23


Management's
Annual Report on Internal Control over Financial Reporting





Management is responsible for
establishing and maintaining adequate internal control over financial reporting,
as such term is defined in Rule 13a-15(f) of the Exchange Act. Internal control
over financial reporting is a process designed to provide reasonable assurance
regarding the reliability of financial reporting and the preparation of
financial statements for external purposes in accordance with U.S. generally
accepted accounting principles.





Management
assessed the effectiveness of internal control over financial reporting as of
July 31, 2010. We carried out this assessment using the criteria of the
Committee of Sponsoring Organizations of the Treadway Commission (COSO) in
Internal Control—Integrated Framework.





This annual report does not include an
attestation report of our registered public accounting firm regarding internal
control over financial reporting. Management's report was not subject to
attestation by our registered public accounting firm, pursuant to temporary
rules of the Securities and Exchange Commission that permit us to provide
only management's report in this annual report. Management concluded in this
assessment that as of July 31, 2010, our internal control over financial
reporting is effective.





There have been no significant changes
in our internal control over financial reporting (as defined in Rules 13a-15(f)
and 15d-15(f) under the Exchange Act) during the fourth quarter of our 2010
fiscal year that have materially affected, or are reasonably likely to
materially affect, our internal control over financial reporting.





Item
9B. Other Information.




Not
applicable





PART
III




Item
10. Directors, Executive Officers, and Corporate Governance.





Our executive officers and directors
and their respective ages as of October 1, 2010 are as follows:





Name
                      
                      Age
                      
                      OfficeAyaz
      Kassam
                      
                      44
                      
                      President,
      Chief ExecutiveOfficer,
      Treasurer, Secretary and
Director





The following describes the business
experience of our directors and executive officers, including other
directorships held in reporting companies:





Ayaz Kassam was appointed our President
and Chief Executive Officer, on June 4, 2008, and as Secretary, Treasurer and as
a Director on November 28, 2008. He graduated and received a degree as an
industrial designer product specialist from The Ontario College of the Arts, in
Toronto, Canada, in 1990-1991. Mr. Kassam commenced his professional career at
Pigeon Branding and Design, Toronto/Oakville, Canada, in 1992, and from 1996 to
2003 he managed the technology and design needs of the creative services group
at Loblaws Brand Limited. In 2005, he founded and continues to operate a web
hosting company, Favorhosting Corp. From 2004 to the present, Mr. Kassam has
been an independent technical and industrial design consultant.





Term
of Office





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





Section
16(A) Beneficial Ownership Reporting Compliance





Section 16(a) of the Exchange Act
requires the Company's executive officers and directors, and persons who
beneficially own more than five  percent (5%) of the Company's equity
securities, to file reports of ownership and changes in ownership with the
Securities and Exchange Commission. Officers, directors and greater than ten
percent shareholders are required by SEC regulation to furnish the Company with
copies of all Section 16(a) forms they file. Based on its review of the copies
of such forms received by it, the Company believes that during the fiscal year
ended July 31, 2010,all such filing requirements applicable to its officers and
directors were complied with.




24


Item
11. Executive Compensation.




The following table sets forth
information for the periods indicated concerning the aggregate compensation paid
by the Company and its subsidiaries to certain of the Company’s executive
officers (the “Named Executives”).





Change inNon-Equity
                              
                              
                              Pension Value andIncentive
                              
                              
                              NonqualifiedPlan
                              
                              
                              Deferred
                              
                              
                              All OtherName and Principal
                              
                              
                              
                              
                              
                              
                              
                              
                              Stock
                              
                              
                              Option
                              
                              
                              Compensation
                              
                              
                              Compensation
                              
                              
                              CompensationPosition (a)
                              Year (b)
                              
                              Salary $ (c)
                              
                              
                              Bonus $ (d)
                              
                              
                              Awards $ (e)
                              
                              
                              Awards $ (f)
                              
                              
                              $ (g)
                              
                              
                              Earnings $ (h)
                              
                              
                              (i)Ayaz
      Kassam,
                              2009
                              
                              $
                              -
                              
                              
                              $
                              -
                              
                              
                              $
                              -
                              
                              
                              $
                              -
                              
                              
                              $
                              -
                              
                              
                              $
                              -
                              
                              
                              
                              -President
      and ChiefExecutive
      Officer2010
                              
                              
                              -
                              
                              
                              
                              -
                              
                              
                              
                              -
                              
                              
                              
                              -
                              
                              
                              
                              -
                              
                              
                              
                              -
                              
                              
                              
                              -




We have not entered into any employment
agreement or consulting agreement with our directors and executive
officers.




There are no arrangements or plans in
which we provide pension, retirement or similar benefits for directors or
executive officers. Our directors and executive officers may receive stock
options at the discretion of our board of directors in the future. We do not
have any material bonus or profit sharing plans pursuant to which cash or
non-cash compensation is or may be paid to our directors or executive officers,
except that stock options may be granted at the discretion of our board of
directors.




Director
Compensation




We reimburse our directors for expenses
incurred in connection with attending board meetings.We did not pay our directors any fees
or other compensation in the year ended July 31, 2010.




We have no formal plan for compensating
our directors for their service in their capacity as directors. We may grant to
our directors in the future options to purchase shares of common stock as
determined by our board of directors or a compensation committee which may be
established in the future. Directors are entitled to reimbursement for
reasonable travel and other out-of-pocket expenses incurred in connection with
attendance at meetings of our board of directors. Other than indicated in this
report, no director received and/or accrued any compensation for his or her
services as a director, including committee participation and/or special
assignments.





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




The following table sets forth, as
August 26, 2010, certain information with respect to the beneficial ownership of
our common stock by each stockholder known by us to be the beneficial owner of
more than 5% of our common stock and by each of our current directors and
executive officers. Each person has sole voting and investment power with
respect to the shares of common stock, except as otherwise indicated. Beneficial
ownership consists of a direct interest in the shares of common stock, except as
otherwise indicated.




Amount and Nature of BeneficialName and Address of Beneficial Owner
                              
                              Ownership
                              
                              Percentage of ClassResolution
      Capital Group, Inc.
                              
                              206,000,000
      Common Shares
                              
                              
                              59.71
                              %55613
      Lizarraga Ave., P.O. BOX 2079Belize
      City, Belize




(1) Based
on 345,000,000 shares of common stock issued and outstanding as of October 28,
2010, following the 3-for-1 stock split effective October 19, 2009.




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





The Company's principal financing
source has been from its former parent, Li-ion Motors, Corp. At July 31, 2010
and July 31, 2009 the Company owed Li-ion Motors $841,207 and $0,
respectively.  During the year ended July 31, 2010 and year ended July 31,
2009 the Company received advances totaling $1,282,988 and $0, respectively; and
payments  totaled $441,781 and $0, respectively No term has been set for
repayment and no payment is expected until the Company has begun to produce
battery cells and has become a profitable venture.





25


The Company has also received advances
during 2010 from its Chief Executive and Principal Financial Officer,
Ayaz Kassam. At July 31, 2010 and July 31, 2009, the Company owed Mr. Kassam $0
and $537,750, respectively The balance of the related party transactions are due
within two weeks of the parties request and does not bear interest.  During
the year ended July 31, 2010 and year ended July 31, 2009, the Company received
advances totaling $514,003 and $443,740 respectively; and payments amounted to
approximately $1,051,753 and $43,400, respectively. No interest was incurred
during the years ended July 31, 2010 and July 31, 2009.





On April 15, 2008, Blue Diamond assumed
Li-ion Motors’ debt due from Superlattice. At July 31, 2010 and July 31,
2009, we owed Blue Diamond $4,321,358 and $4,321,358, respectively. During
the year ended July 31, 2010 and year ended July 31, 2009, the Company did not
receive or make any payments to Blue Diamond.  Interest for the years ended
July 31, 2010 and for the year ended July 31, 2009, was $429,188 and
$454,000  respectively. The related party transaction amounts are reported
as current due to the relationship.





License
Agreement for Lithium Ion Battery Technology





Effective April 15, 2008, we entered
into a License Agreement with Li-ion Motors, Corp.,, our
controlling stockholder providing for the license to us of Li-ion Motors
Corp patent applications and technologies for rechargeable lithium-ion batteries
for hybrid vehicles and other applications. Under the License Agreement, Li-ion
Motors Corp has the right to purchase its requirements of lithium ion batteries
from us, and its requirements of lithium ion batteries shall be supplied in
preference to, and on a priority basis as compared with, supply and delivery
arrangements in effect for our other customers. Li-ion Motors Corp. cost for
lithium ion batteries purchased from us will be our actual manufacturing costs
for such batteries for our fiscal quarter in which Li-ion Motors Corp. purchase
takes place. . On May 25, 2010 the Agreement was amended limiting us to
only the United States, with Li-ion Motors able to grant other licenses to
companies in other parts of the world.





Under Section 2.2 of the License
Agreement, we have agreed to invest a minimum of $1,500,000 in each of the first
two years of the term of the License Agreement in development of the technology
for the Licensed Products. In the initial year under the License Agreement, we
invested approximately $264,043 in the development of our technology, and
therefore are not in compliance with our obligations under this covenant of the
License Agreement. Li-ion Motors has advised us that it will not give notice of
default against us for our failure to comply with this over the term of the
License Agreement.





Effective April 16, 2008, we leased
approximately 5,000 square feet of space (“Leased Space”) in Li-ion Motors Corp.
North Carolina facility, such Leased Space to be suitable for, and utilized by
us for, our developmental and manufacturing operations for Licensed Products
pursuant to the License Agreement. The Leased Space is leased by Li-ion Motors
Corp. to us on a month-to-month basis at a monthly rental of $2,756, the monthly
rental to be escalated five (5%) percent annually. Effective April 16, 2008,
Li-ion Motors Corp. also sold us for the purchase price of $29,005, specified
equipment and supplies related to the Licensed Field. Total rent expense for the
years ended July 31, 2010 and 2009 amounted to approximately $41,000 and
$39,000, respectively.





On April 18, 2008, Blue Diamond
Investments Inc., 51A Dean Street, Belize City, Belize, purchased 
80,000,000 shares (split-adjusted) of our common stock from Li-ion Motors;
following such purchase, Blue Diamond Investments, Inc. owned approximately 69%
of our outstanding common stock and a majority of the voting power of our
outstanding stock.. The consideration furnished by Blue Diamond Investments,
Inc. was $215,000.The source of funds used to acquire control of the Company was
from the corporate funds of Blue Diamond Investments, Inc. At fiscal year end
July 31, 2010, Blue Diamond had no stock in the Company. Resolution Capital of
Belize,City, Belize currently holds approximately  60% of the company
stock.




Item
14. Principal Accountant Fees and Services.




(1)
Audit Fees.




The aggregate fees billed by Madsen
& Associates for professional services rendered for the audit of our
financial statement filed as part of our 2010 Form 10-K filing and for review of
our interim financial statements filed as part of our quarterly Form 10-Q
filings for the fiscal year ended July 31, 2010 are $42,006.




The aggregate fees billed by Wiener,
Goodman & Company, P.C. for professional services rendered for the audit of
our financial statement filed as part of our 2009 Form 10-K filing and for
review of our interim financial statements filed as part of our quarterly Form
10-Q filings for the fiscal year ended July 31, 2009 were $29,000.




26


(2) Audit-Related
Fees.




There
have been no audit-related fees billed by our accountants in each of the last
two fiscal years of our Company.




(3)
Tax Fees.




There
have been no tax fees billed by our accountants in each of the last two fiscal
years of our Company.




(4)
All Other Fees.




There
have been no other fees billed by our accountants in each of the last two fiscal
years of our Company.




(5)
            It
      is the policy of our board of directors that before the accountant is
      engaged to render audit or non-audit services, the engagement is approved
      by the Board of Directors that is at present acting as the Audit
      Committee.




(6) Not
applicable.




27




Item
15. Exhibits and Financial Statement Schedules.





Exhibit
      No.
                
                Description3.1
                
                Articles
      of Incorporation of the Company. (Incorporated herein by reference to
      Exhibit 3.1 to the Company's Registration Statement on Form SB-2, filed
      with the Commission on May 7, 2003.)3.1a
                
                Articles
      of Merger, effective May 12, 2008, providing for the merger of
      Superlattice Power, Inc., a wholly-owned subsidiary of the Company into
      the Company. (Incorporated herein by reference to Exhibit 3.1a to the
      Company’s Annual Report on Form 10-K, filed October 29,
    2008.)3.1b
                
                Certificate
      of Change, effective October 19, 2009, providing for a 3-for-1 stock split
      and increase in authorized common stock, filed
herewith.3.2
                
                By-Laws
      of the Company. (Incorporated herein by reference to Exhibit 3.2 to the
      Company's Registration Statement on Form SB-2 filed with the Commission on
      May 7, 2003.)10.4
                
                Agreement
      and Plan of Reorganization, dated as of August 18, 2005, among the
      Company, Whistlertel, Inc. and Hybrid Technologies, Inc. (Incorporated by
      reference to Exhibit 10.3 to the Company’s Current Report on Form 8-K,
      filed with the Commission on August 24, 2005.)10.5
                
                License
      Agreement, dated April 14, 2008, between the Company and Hybrid
      Technologies, Inc. (Incorporated by reference to Exhibit 10.5 to the
      Company’s Current Report on Form 8-K, filed with the Commission on April
      21, 2008.10.6
                
                Stock
      Purchase Agreement, dated May 15, 2008, between the Company and Heritage
      Asset Management Inc.(Incorporated by reference to Exhibit 10.6 to the
      Company’s Current Report on Form 8-K, filed with the Commission on May 21,
      2008.)10.7
                
                EV
      Innovations, Inc. letter to the Company, dated October 1, 2009, waiving
      default under April 14, 2008 License Agreement, (Incorporated by reference
      to Exhibit 10.7 to the Company’s Annual Report on Form 10-K, filed with
      the Commission on October 22, 2009.10.8
                
                Amendment,
      dated May 25, 2010, to License Agreement, dated April 14, 2008, between
      the Company and Li-ion Motors Corp. (formerly Hybrid Technologies, Inc.),
      filed herewith.32
                
                Certification
      of Chief Executive Officer and Principal Financial Officer Pursuant to 18
      U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the
      Sarbanes-Oxley Act of 2002, filed
herewith.




28




SIGNATURES




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




SUPERLATTICE
      POWER, INC.By:
                
                /s/
      Ayaz KassamChief
      Executive Officer and Principal Financial OfficerDate:
      October 29, 2010





In 
accordance  with the  Securities  Exchange  Act, this report
has been signed below by the following persons on behalf of the registrant and
in the capacities and on the dates indicated.




By:
                
                /s/
      Ayaz KassamAyaz
      Kassam(President,
      Chief Executive Officer and Director)Date:
      October 29, 2010




EXHIBIT
INDEX





10.8
            
            Amendment,
      dated May 25, 2010, to License Agreement, dated April 14, 2008, between
      the Company and Li-ion Motors Corp. (formerly Hybrid Technologies,
      Inc.).31
            
            Certification 
      of  Chief Executive Officer and Principal  Financial Officer
      Pursuant to Section 302 of the Sarbanes- Oxley Act of
  2002.32
            
            Certification
      of Chief Executive Officer and Principal Financial Officer Pursuant to 18
      U.S.C. Section  1350,  as Adopted  Pursuant  to 
      Section  906 of the Sarbanes-Oxley Act of
  2002.




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