UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON D.C. 20549

                                  FORM 10-QSB

            [ X ]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D)
                    OF THE SECURITIES EXCHANGE ACT OF 1934.

                FOR THE QUARTERLY PERIOD ENDED JANUARY 31, 2008

            [   ]  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D)
                    OF THE SECURITIES EXCHANGE ACT OF 1934.
        FOR THE TRANSITION PERIOD  FROM        ,20  ,  TO        ,20  .
                                       --------   --     --------   --

                      COMMISSION  FILE  NUMBER  000-32465
                                   ---------

                        MASS MEGAWATTS WIND POWER, INC.
                        -------------------------------
               (EXACT NAME OF REGISTRANT AS SPECIFIED IN CHARTER)


            MASSACHUSETTS                                04-3402789
            -------------                                ----------
 (STATE OR OTHER JURISDICTION OF       (I.R.S. EMPLOYER IDENTIFICATION NUMBER)
  INCORPORATION OR ORGANIZATION)

              95 PRESCOTT STREET, WORCESTER, MASSACHUSETTS  01605
              ---------------------------------------------------
                    (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)

                                 (508) 751-5432
                                 --------------
              (REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE)

CHECK  WHETHER  THE ISSUER (1) FILED ALL REPORTS REQUIRED TO BE FILED BY SECTION
13  OR  15(D)  OF  THE SECURITIES EXCHANGE ACT DURING THE PAST 12 MONTHS (OR FOR
SUCH  SHORTER PERIOD THAT THE REGISTRANT WAS REQUIRED TO FILE SUCH REPORTS), AND
(2)  HAS  BEEN  SUBJECT  TO  SUCH  FILING  REQUIREMENTS  FOR  THE  PAST 90 DAYS.

                                YES        X  NO
                            ---           ---

   THERE WERE 4,746,789 SHARES OF THE REGISTRANT'S NO PAR VALUE COMMON STOCK
                       OUTSTANDING AS OF JANUARY 31, 2008

     TRANSITIONAL  SMALL  BUSINESS  FORMAT  (CHECK  ONE)   YES       NO  X
                                                               ---      ---


<PAGE>
                        MASS MEGAWATTS WIND POWER, INC.
                        (A DEVELOPMENT STAGE ENTERPRISE)


                                    CONTENTS



PART  I - FINANCIAL INFORMATION
-------------------------------

     ITEM  1.     FINANCIAL  STATEMENTS

     ITEM  2.     MANAGEMENT'S DISCUSSION & ANALYSIS AND PLAN OF OPERATION

     ITEM  3.     CONTROLS  AND  PROCEDURES


PART  II - OTHER INFORMATION
----------------------------

     ITEM  1.     LEGAL PROCEEDINGS

     ITEM  2.     CHANGES IN SECURITIES

     ITEM  3.     DEFAULTS ON SENIOR SECURITIES

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

     ITEM  5.     OTHER MATTERS

     ITEM  6.     EXHIBITS AND REPORTS ON FORM 8-K

SIGNATURES
----------


<PAGE>
PART  I - FINANCIAL INFORMATION

ITEM  1.    FINANCIAL STATEMENTS


                                    CONTENTS


FINANCIAL  STATEMENTS:

  BALANCE SHEETS AS OF JANUARY 31, 2008 AND APRIL 30, 2007 (UNAUDITED)
  STATEMENTS OF OPERATIONS FOR THE THREE AND NINE MONTHS ENDED
    JANUARY 31, 2008 AND 2007 (UNAUDITED) AND FOR THE PERIOD MAY 27, 1997
    (DATE OF INCEPTION) TO JANUARY 31, 2008 (UNAUDITED)
  STATEMENTS OF CASH FLOWS FOR THE NINE MONTHS ENDED JANUARY 31,
    2008 AND 2007 (UNAUDITED) AND FOR THE PERIOD MAY 27, 1997 (DATE OF
    INCEPTION)  TO JANUARY 31, 2008 (UNAUDITED)
  NOTES TO FINANCIAL STATEMENTS

<PAGE>
<TABLE>
<CAPTION>
                         MASS MEGAWATTS WIND POWER, INC.
                        (A DEVELOPMENT STAGE ENTERPRISE)
                                 BALANCE SHEETS
                       JANUARY 31, 2008 AND APRIL 30, 2007
                                   (Unaudited)


                                                     January 31,      April 30,
                                                        2008             2007
<S>                                                 <C>            <C>
ASSETS
Current assets:
    Cash                                            $      7,219     $    16,108
    Accounts receivable                                   11,280               -
    Prepaid expenses                                           -           2,663
                                                    -------------    ------------
Total current assets                                      18,499          18,771

Fixed assets, net of accumulated depreciation of
22,681 and $21,174 respectively                            8,131           9,638
Other assets                                                 564           9,294
                                                    -------------    ------------
Total assets                                        $     27,194     $    37,703
                                                    =============    ============


LIABILITIES AND STOCKHOLDERS' DEFICIT
Current liabilities:
    Accounts payable and accrued liabilities        $     31,729     $    42,701
    Credit cards payable                                  79,475          83,198
    Due to stockholder                                    44,442          41,942
                                                    -------------    ------------
Total current liabilities                                155,646         167,841
                                                    -------------    ------------

Stockholders' deficit:
    Common stock; no par value; 5,000,000 shares
authorized; 4,746,789 and 4,014,861 shares issued
and outstanding, respectively                          3,637,600       3,481,573
    Deficit accumulated during development stage      (3,766,052)     (3,611,711)
                                                    -------------    ------------
Total stockholders' deficit                             (128,452)       (130,138)

                                                    -------------    ------------
Total liabilities and stockholders' deficit         $     27,194     $    37,703
                                                    =============    ============
</TABLE>


   THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS



                                        1
<PAGE>
<TABLE>
<CAPTION>
                                          MASS MEGAWATTS WIND POWER, INC.
                                          (A DEVELOPMENT STAGE ENTERPRISE)

                                        STATEMENTS OF OPERATIONS (UNAUDITED)

                                                                                           May 27, 1997
                                                                                             (Date of
                                Three Months Ended                Nine Months Ended          Inception)
                                                                                                to
                                   January 31,                       January 31,             January 31,
                             2008             2007               2008           2007            2008
                         -------------    -------------    --------------    -----------    ------------
<S>                      <C>              <C>              <C>               <C>           <C>
Revenues                 $          -     $          -     $      27,008     $        -     $    27,008
Cost of Goods Sold                  -                -            23,942              -          23,942
                         -------------    -------------    --------------    -----------    ------------
Gross Profit                        -                -             3,066              -           3,066
                         -------------    -------------    --------------    -----------    ------------
Operating Expenses:
  General and
    administrative             42,578           49,855           142,067        187,478       3,688,075
  Depreciation                    503              504             1,507          1,508          22,681
                         -------------    -------------    --------------    -----------    ------------
Total operating
  costs                        43,081           50,359           143,574        188,986       3,710,756
                         -------------    -------------    --------------    -----------    ------------

Other Expenses (Income)
  Interest expense              4,438            4,221            13,867         13,915          62,273
  Interest (income)               (10)             (18)              (34)           (42)         (3,911)
                         -------------    -------------    --------------    -----------    ------------
Net loss                 $    (47,509)    $    (54,562)         (154,341)      (202,859)     (3,766,052)
                         =============    =============    ==============    ===========    ============

Net loss per share              (0.01)           (0.01)            (0.04)         (0.05)

Weighted average
  number
  of common shares          4,516,032        3,722,986         4,516,032      3,605,630       4,516,032
</TABLE>


   THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS


                                        2
<PAGE>
<TABLE>
<CAPTION>
                                  MASS MEGAWATTS WIND POWER, INC.
                                  (A DEVELOPMENT STAGE ENTERPRISE)

                                STATEMENTS OF CASH FLOWS (UNAUDITED)


                                                                                      May 27, 1997
                                                                                       (Date of
                                                         Nine Months Ended             Inception)
                                                                                       to January
                                                             January 31,                   31,
                                                       2008               2007            2008
                                                   -------------    --------------    ------------
<S>                                                <C>              <C>               <C>
OPERATING ACTIVITIES:
  Net loss                                         $   (154,341)    $    (202,859)    $(3,766,052)
                                                   -------------    --------------    ------------
  Adjustments to reconcile net loss to net
    cash used by operating activities:
      Issuance of common stock for services               8,355            80,875       1,280,530
      Depreciation                                        1,507             1,508          22,681
      Interest imputed on stockholder advances            2,765             4,057          27,435
      Increase (decrease) in:
        Accounts receivable                             (11,280)                -         (11,280)
        Prepaid expenses and other current assets        11,393           (10,254)           (564)
        Accounts payable and accrued liabilities        (14,695)              536         120,745
        Customer deposits                                     -            11,200          31,200
                                                   -------------    --------------    ------------
Total adjustments                                        (1,955)           87,922       1,470,747
                                                   -------------    --------------    ------------
Net cash used by operating activities                  (156,296)         (114,937)     (2,295,305)
                                                   -------------    --------------    ------------

INVESTING ACTIVITIES:
  Purchase of equipment                                       -            (2,066)        (13,712)

FINANCING ACTIVITIES:
  Proceeds from issuance of common stock                144,907           148,120       2,271,794
  Borrowings of related party debt                        6,000                 -         470,396
  Payments on related party debt                         (3,500)          (30,117)       (425,954)
                                                   -------------    --------------    ------------
Net cash provided by financing activities               147,407           118,003       2,316,236
                                                   -------------    --------------    ------------

NET (DECREASE) INCREASE IN CASH                          (8,889)            1,000           7,219
CASH AT BEGINNING OF PERIOD                              16,108            16,512               -
                                                   -------------    --------------    ------------
CASH AT END OF PERIOD                              $      7,219     $      17,512     $     7,219
                                                   =============    ==============    ============
</TABLE>


                                        3
<PAGE>
                        MASS MEGAWATTS WIND POWER, INC.
                        (A DEVELOPMENT STAGE ENTERPRISE)

                         NOTES TO FINANCIAL STATEMENTS
                                  (UNAUDITED)


    NOTE 1 - BASIS OF PRESENTATION

THE  ACCOMPANYING  UNAUDITED INTERIM FINANCIAL STATEMENTS OF MASS MEGAWATTS WIND
POWER,  INC.  (MASS  MEGAWATTS) HAVE BEEN PREPARED IN ACCORDANCE WITH ACCOUNTING
PRINCIPLES  GENERALLY  ACCEPTED IN THE UNITED STATES OF AMERICA AND THE RULES OF
THE  SECURITIES  AND  EXCHANGE  COMMISSION  ("SEC"),  AND  SHOULD  BE  READ  IN
CONJUNCTION WITH THE AUDITED FINANCIAL STATEMENTS AND NOTES THERETO CONTAINED IN
MASS  MEGAWATT'S  ANNUAL FINANCIAL STATEMENTS FILED WITH THE SEC ON FORM 10-KSB.
IN  THE  OPINION  OF MANAGEMENT, ALL ADJUSTMENTS, CONSISTING OF NORMAL RECURRING
ADJUSTMENTS,  NECESSARY  FOR  A  FAIR PRESENTATION OF FINANCIAL POSITION AND THE
RESULTS  OF  OPERATIONS  FOR  THE  INTERIM PERIODS PRESENTED HAVE BEEN REFLECTED
HEREIN.  THE  RESULTS  OF  OPERATIONS  FOR  INTERIM  PERIODS ARE NOT NECESSARILY
INDICATIVE  OF  THE  RESULTS  TO  BE  EXPECTED  FOR  THE FULL YEAR. NOTES TO THE
FINANCIAL  STATEMENTS  WHICH  WOULD  SUBSTANTIALLY  DUPLICATE  THE  DISCLOSURE
CONTAINED  IN  THE  AUDITED FINANCIAL STATEMENTS FOR THE MOST RECENT FISCAL YEAR
ENDED  TO  APRIL  30,  2007,  AS REPORTED IN THE FORM 10-KSB, HAVE BEEN OMITTED.

    NOTE 2 - REVENUE RECOGNITION AND COST OF REVENUES

THE COMPANY RECOGNIZES A SALE WHEN THE PRODUCT HAS BEEN SHIPPED TO ITS CUSTOMER.
THE COST OF GOODS SOLD INCLUDES THE COST OF INVENTORY USED IN THE SPECIFIC UNIT.

    NOTE 3 - COMMON STOCK

DURING  THE  NINE  MONTHS  ENDED  JANUARY  31,2008:

-  MASS  MEGAWATTS ISSUED 12,063 SHARES OF COMMON STOCK TO CONSULTANTS FOR THEIR
SERVICES.  THE  SHARES  WERE  RECORDED  AT  FAIR  VALUE  OF  $8,355.

-  MASS  MEGAWATTS  SOLD  719,865  SHARES  OF COMMON STOCK FOR CASH OF $144,907.


                                        4
<PAGE>
PART  I  -  FINANCIAL  INFORMATION

ITEM  2.    MANAGEMENT'S  DISCUSSION  &  ANALYSIS  AND  PLAN  OF  OPERATION

THIS  FILING  CONTAINS  FORWARD-LOOKING  STATEMENTS.  THE  WORDS
"ANTICIPATED,""BELIEVE,"  "EXPECT,"  "PLAN,"  "INTEND,"  "SEEK,"  "ESTIMATE,"
"PROJECT,"  "WILL,""COULD,"  "MAY,"  AND  SIMILAR  EXPRESSIONS  ARE  INTENDED TO
IDENTIFY  FORWARD-LOOKING  STATEMENTS.  THESE  STATEMENTS INCLUDE, AMONG OTHERS,
INFORMATION  REGARDING  FUTUREOPERATIONS,  FUTURE  CAPITAL  EXPENDITURES,  AND
FUTURE  NET  CASH  FLOW.  SUCH  STATEMENTS  REFLECT  THE COMPANY'S CURRENT VIEWS
WITH  RESPECT  TO  FUTURE EVENTS AND  FINANCIAL  PERFORMANCE  AND  INVOLVE RISKS
AND  UNCERTAINTIES,  INCLUDING,  WITHOUT  LIMITATION,  GENERAL  ECONOMIC  AND
BUSINESS  CONDITIONS,  CHANGES  IN  FOREIGN,  POLITICAL,  SOCIAL,  AND  ECONOMIC
CONDITIONS,  REGULATORY  INITIATIVES  AND  COMPLIANCE  WITH  GOVERNMENTAL
REGULATIONS,  THE ABILITY TO ACHIEVE FURTHER MARKET PENETRATION  AND  ADDITIONAL
CUSTOMERS,  AND VARIOUS OTHER MATTERS, MANY OF WHICH ARE  BEYOND  THE  COMPANY'S
CONTROL.  SHOULD  ONE  OR  MORE  OF  THESE  RISKS  OR  UNCERTAINTIES  OCCUR,  OR
SHOULD  UNDERLYING ASSUMPTIONS PROVE TO BE INCORRECT, ACTUAL  RESULTS  MAY  VARY
MATERIALLY  AND  ADVERSELY  FROM  THOSE  ANTICIPATED,  BELIEVED,  ESTIMATED,  OR
OTHERWISE  INDICATED.  CONSEQUENTLY,  ALL  OF  THE  FORWARD-LOOKING  STATEMENTS
MADE  IN THIS FILING ARE QUALIFIED BY THESE CAUTIONARY STATEMENTS  AND THERE CAN
BE  NO  ASSURANCE  OF  THE  ACTUAL  RESULTS  OR  DEVELOPMENTS.

MASS  MEGAWATTS  WIND  POWER,  INC.  (THE  "COMPANY")  CAUTIONS  READERS THAT IN
ADDITION  TO  IMPORTANT  FACTORS  DESCRIBED  ELSEWHERE,  THE FOLLOWING IMPORTANT
FACTS,  AMONG  OTHERS,  SOMETIMES HAVE AFFECTED, AND IN THE FUTURE COULD AFFECT,
THE  COMPANY'S  ACTUAL  RESULTS,  AND  COULD  CAUSE THE COMPANY'S ACTUAL RESULTS
DURING  2007  AND  BEYOND  TO  DIFFER  MATERIALLY  FROM  THOSE  EXPRESSED IN ANY
FORWARD-LOOKING  STATEMENTS  MADE  BY,  OR  ON  BEHALF  OF  THE  COMPANY.

THE COMPANY HAS HAD MINIMAL REVENUES RELATED TO THE SALE OF WIND POWER EQUIPMENT
SINCE  ITS  INCEPTION,  BUT  RAISED FUNDS RECENTLY.  SPECIFICALLY,  THE  COMPANY
RAISED  CAPITAL  WITH  A  PRIVATE PLACEMENT  MEMORANDUM UNDER REGULATION D, RULE
506,  SELLING  SHARES OF ITS COMMON STOCK  TO  RAISE  $300,000.  THE COMPANY HAS
DEDICATED  APPROXIMATELY  $200,000  OF  THIS  MONEY  TO  BE  USED  TO  DEVELOP A
PROTOTYPE  TO BE UTILIZED FOR MANUFACTURING.  THE  COMPANY ALSO ANTICIPATES THAT
APPROXIMATELY  $40,000  WILL  BE  USED TOWARD THE TEST  AND  DATA  ANALYSIS  AND
APPROXIMATELY  $60,000  WILL  BE  USED  FOR  ADMINISTRATION,  WORKING  CAPITAL,
MARKETING,  AND  ADVERTISING.

THE  COMPANY  BELIEVES THAT IT WILL HAVE SUFFICIENT FUNDS TO FUND ITS OPERATIONS
FOR  A MINIMUM OF 9 MONTHS FOLLOWING JANUARY 31, 2008. ALTHOUGH NO ASSURANCE CAN
BE  GIVEN,  THE COMPANY HAS BEGUN TO MARKET ITS NEW WIND SYSTEM FOR SALE AND HAS
SOLD  ITS  FIRST  PRODUCT  IN  THE FIRST AND SECOND FISCAL QUARTERS OF 2007. THE
COMPANY  EXPECTS THESE SALES TO CONTINUE AND WITH THOSE FUNDS EXPECTS TO BE ABLE
TO  FUND  ITS OPERATIONS FOR AN ADDITIONAL 12 MONTHS.  WITHOUT ADDITIONAL SALES,
THERE  IS  SUBSTANTIAL  DOUBT ABOUT THE COMPANY'S ABILITY TO CONTINUE AS A GOING
CONCERN.

THE  COMPANY  SHOWS  A LOSS FOR THE THREE AND NINE MONTHS ENDED JANUARY 31, 2008
AND  THE PERIOD MAY 27, 1999 (DATE OF INCEPTION) TO JANUARY 31, 2008. THE LOSSES
ARE  RELATED  MOSTLY  TO  THE  PROFESSIONAL FEES AND DEVELOPMENT OF A PROTOTYPE,
INCLUDING  ENGINEERING  WORK.  OTHER COSTS INCLUDE DEVELOPMENT OF SITE LOCATIONS
FOR  FUTURE  PROJECTS,  AS  WELL  AS  ADMINISTRATIVE  EXPENSES.

THE COMPANY HAS ONLY SEVEN YEARS OF OPERATING RESULTS, WITH MINIMAL REVENUE FROM
OPERATIONS,  AND  MUCH UNCERTAINTY EXISTS ABOUT THE COMPANY'S FUTURE AS A RESULT
OF  THE  LACK  OF  OPERATING  REVENUES  FOR SEVERAL YEARS. THE LACK OF LONG-TERM
EXPERIENCE  IN  NEW  PRODUCT  DEVELOPMENT  COULD  HAVE  AN ADVERSE IMPACT ON THE
COMPANY.

THE  COMPANY'S  TICKER  SYMBOL  IS MMGW AND CAN BE FOUND ON THE OVER THE COUNTER
BULLETIN  BOARD,  MORE  COMMONLY  DESCRIBED  AS  OTC-BB:  MMGW.

MASS  MEGAWATT'S MARKET SHARE AND ANY CHANGES IN THE UNDERLYING ECONOMICS OF THE
INDUSTRY  ARE  EXPECTED  TO  HAVE  A  MINIMAL  EFFECT ON THE COMPANY'S OPERATING
RESULTS  WITHIN  THE  NEXT  12  MONTHS.  THIS  IS  DUE  TO  THE LARGE MARKET FOR
ELECTRICITY AND THE COMPANY'S OVERALL MARKET SHARE HAVING LITTLE OR NO IMPACT ON
A  MARKET  THIS  SIZE.

THE  WIND  INDUSTRY  IS  FAVORABLY  IMPACTED  BY NEW LEGISLATION AND REGULATIONS
TOWARD  A  CLEANER AIR ENVIRONMENT. THIS TREND TOWARD WIND GENERATED ELECTRICITY
CONTINUES  TO  GROW,  PARTICULARLY  IN  VIEW OF THE NON-POLLUTING NATURE OF WIND
GENERATION  AND  ITS  ENDLESS


                                        5
<PAGE>
RENEWABLE  SOURCE.  HOWEVER,  THERE  REMAINS  SOME  UNCERTAINTY  ON  WHETHER  OR
NOT  THE  FEDERAL  OR  STATE  GOVERNMENTS  WILL  CONTINUE  WITH  FAVORABLE
ENVIRONMENTAL  LEGISLATION  DESPITE  POPULAR  SUPPORT  TOWARD RENEWABLE  ENERGY.

THE  ELECTRIC  POWER  INDUSTRY  IS  UNDERGOING  A  PERIOD  OF  DEREGULATION  AND
RESTRUCTURING  THAT  IS  SIMILAR  TO  THE  TELECOMMUNICATION DEREGULATION OF THE
1980'S. IT IS IMPOSSIBLE TO PREDICT WHETHER THIS CHANGE WILL HAVE A FAVORABLE OR
NEGATIVE  IMPACT FOR THE INDUSTRY AS A WHOLE. HOWEVER, RESTRUCTURING CAN PRESENT
MORE  ADVANTAGES AND OPPORTUNITIES FOR THE COMPANY'S VERY COMPETITIVE PRODUCT IN
COMPETING  VIGOROUSLY  IN  THE  NEW  MARKETPLACE.


OPERATION  SUMMARY

THE  HIGHEST  PRIORITY  IS  TO  COMPLETE  THE  THIRD  PARTY  VERIFICATION OF THE
TECHNOLOGY.  THE  PURPOSE  IS TO PROVE THE NEW PRODUCT'S LONG TERM DURABILITY IN
ORDER  TO  BE  ELIGIBLE  FOR  DEBT  FINANCING  AND RECEIVE MORE FAVORABLE EQUITY
FINANCING  IN  THE  FUTURE.

THE  NEXT  PRIORITY  IS  OUR  MARKETING  PROGRAM.  WHILE IT IS TRUE THAT MINIMAL
MARKETING  EFFORTS WILL BE REQUIRED, THERE WILL BE SOME INITIAL MARKETING OF THE
PRODUCT TO BRING IT TO THE ATTENTION OF POTENTIAL BUYERS.  UPON SUCCESSFUL THIRD
PARTY VERIFICATION, MASS MEGAWATTS CAN BEGIN DEVELOPING STRATEGIC ALLIANCES WITH
OTHER  WIND  POWER  DEVELOPERS  WHO  HAVE  DONE  THE  INITIAL MORE EXPENSIVE AND
SOMETIMES  COMPLICATED  STEPS OF ZONING, FINANCING AND OTHER REQUIREMENTS TOWARD
DEVELOPING  MUCH  LARGER  COMMERCIAL  WIND ENERGY PROJECTS. THE DEVELOPERS WOULD
BENEFIT  FROM  MASS  MEGAWATT'S  NEW PRODUCT IF IT CAN BE PROVEN TO BE MORE COST
EFFECTIVE  IN  THE  FINANCE  COMMUNITY.  NO  ASSURANCE  CAN  BE  GIVEN AS TO THE
DEVELOPMENT  OF  A SUCCESSFUL NEW PRODUCT. HOWEVER, THE THIRD PARTY VERIFICATION
SHOULD  GO  A  LONG  WAY  TOWARD  REMOVING  THE  DOUBT.

INCLUDED  IN  THE  MARKETING  PROGRAM, IS THE INITIAL ESTABLISHMENT OF STRATEGIC
ALLIANCES  WITH  COMPANIES  INVOLVED  WITH  GREEN MARKETING PROGRAMS. DURING THE
THIRD  PARTY  VERIFICATION PROCESS, MASS MEGAWATTS, PLANS TO BEGIN THESE EFFORTS
WITH  "WORD  OF  MOUTH"  TECHNIQUES  AT  BUSINESS  ORGANIZATIONS  AND WITH POWER
BROKERS.  AS  A  LOWER  PRIORITY  MASS MEGAWATTS MAY BE INVOLVED IN VERY LIMITED
EFFORTS  TO INCLUDE DIRECT ADVERTISING TO GREEN PRICING CUSTOMERS EITHER THROUGH
DIRECT  MAIL  OR  ADVERTISING  IN  THE  MEDIA  IN CONJUNCTION WITH ENVIRONMENTAL
RELATED  EVENTS.  ON A LIMITED BUDGET, THE COMPANY PLANS TO BE ABLE TO DETERMINE
WHICH  MARKETING  METHODS  ARE  MOST  EFFECTIVE  BY  MARKETING IN A VERY LIMITED
GEOGRAPHICAL  AREA.

AS  INITIAL MARKETING EFFORTS INCLUDING "WORD OF MOUTH" TECHNIQUES HAVE MATURED,
THE  COMPANY  PLANS  TO  ADVERTISE  IN  LOCAL  PUBLICATIONS  IF CASH FLOW ALLOWS
CONTINUED  MARKETING  EFFORTS. AGAIN AS NOTED EARLIER, NO ASSURANCE CAN BE GIVEN
AS  TO  THE  DEVELOPMENT  OF  A  SUCCESSFUL  MARKETING  PROGRAM.  IF SUCCESSFUL,
TELEVISION  AND  RADIO  ADVERTISEMENT  COULD  BE  UTILIZED.

AS  OUR  NEXT  PRIORITY,  WORKING CAPITAL AND ADMINISTRATIVE SUPPORT PLANS TO BE
USED  FOR  CONTINGENCIES  ON  AN  "AS  NEEDED"  BASIS.

OVER  THE  PAST  YEAR,  MASS  MEGAWATTS  HAS CONTINUED TO REFINE THE ENGINEERING
DETAILS  AND  CONSTRUCTION  PROCESSES  REQUIRED FOR COMMERCIAL PRODUCTION OF THE
MUTI-AXIS  TURBOSYSTEM (MAT).  THESE ADVANCES ARE CURRENTLY BEING APPLIED TO THE
THIRD  PARTY  VERIFICATION  AND  ULTIMATELY  ACCELERATE  WORLDWIDE AWARENESS AND
ACCEPTANCE  OF  THE  MAT  TECHNOLOGY.

IN ADDITION, MASS MEGAWATTS HAS CREATED VALUABLE FINANCIAL ANALYSIS MATERIALS TO
ALLOW OUR POTENTIAL CUSTOMER BASE TO IDENTIFY EFFECTIVE FINANCING METHODS.  THIS
WILL  FACILITATE  THE  SALE  OF  MAT  UNITS  GOING  FORWARD.


EMPLOYEES

AS  OF  JANUARY  31,  2008, THE COMPANY HAD NO  EMPLOYEES. JONATHAN RICKER IS AN
EXECUTIVE  OFFICER,  AND  IS  NOT CONSIDERED AN EMPLOYEE.  THE COMPANY DOES HIRE
CONSULTANTS  AND  OTHER EMPLOYEES, AS NECESSARY THROUGHOUT THE YEAR.  DURING THE
NINE  MONTH  PERIOD ENDED JANUARY 31, 2008, THERE WERE NO EMPLOYEES HIRED BY THE
COMPANY.  MASS  MEGAWATTS  HAS  RETAINED OTHER MEMBERS OF THE MANAGEMENT TEAM AS
CONSULTANTS.  MASS  MEGAWATTS BELIEVES THAT THERE WILL BE NO SIGNIFICANT CHANGES
IN  THE  NUMBER  OF EMPLOYEES. THE COMPANY DOES NOT HAVE A COLLECTIVE BARGAINING
AGREEMENT  AND  MASS  MEGAWATTS  DOES  NOT  HAVE AN EMPLOYMENT CONTRACT WITH MR.
RICKER.


                                        6
<PAGE>
STRATEGY  AND  MARKETING

IN THE LONG TERM, THE COMPANY PLANS THE SIMPLEST METHOD OF MARKET PENETRATION IT
IS  SELLING  DIRECTLY  TO  THE  ELECTRIC  UTILITIES.  THE COMPANY PLANS TO AVOID
DIFFICULTIES  OF  EVALUATING  WIND  RESOURCES,  OBTAINING  SITES,  AND  LOCATING
POTENTIAL  PURCHASERS  OF  POWER  PLANTS  BY  REDEVELOPING ABANDONED OR OBSOLETE
WIND  FARMS.  OUR STRATEGY PLACES TURBINES IN HIGH WIND AREAS WHERE THE PURCHASE
CONTRACTS  FROM  UTILITIES  FOR  WIND  ENERGY  ARE  ALREADY  AVAILABLE.  WE HAVE
IDENTIFIED  LARGE  USERS  OF  ELECTRIC  POWER IN HIGH WIND LOCATIONS. ALSO, MASS
MEGAWATTS  HAD MEETINGS WITH THE  LOCAL  PLANNING BOARDS OF THE COMMUNITIES WITH
THE  PROPOSED  SITES  AND  DECISION MAKERS WHO PURCHASE THE ELECTRICITY. WE ALSO
PLAN  TO  HAVE  STRATEGIC  ALLIANCES  WITH  DEVELOPERS  OF  PROPOSED  SITES  AND
CONSTRUCTION  COMPANIES  AS  MASS  MEGAWATTS  GROWS  RAPIDLY.

ALSO,  A  GROUNDSWELL  ACROSS  THE  NATION  FOR GREEN POWER/RENEWABLE ENERGY HAS
PROMPTED  STATE  AND  FEDERAL  LEGISLATURES  TO OFFER TREMENDOUS TAX CREDITS AND
INCENTIVES.  CAPITALIZING  ON  THIS  TREND,  MASS  MEGAWATTS  WIND  POWER,  INC.
PREPARED  A  MAT  SALES  PRESENTATION  FOR  HIGH  TAX  BRACKET  INDIVIDUALS  AND
CORPORATIONS.  FOR THOSE QUALIFYING, THE FINANCIAL  RISK  OF  PURCHASING  A  MAT
UNIT  IS  MINIMIZED BY THE TAX ADVANTAGES.(DETAILS  MAY  BE FOUND ON OUR WEBSITE
UNDER  "NEW  DEVELOPMENTS  --  TAX  PACKAGE".)  REVENUE  GENERATED  FROM  THESE
INITIAL  SALES  WILL  ACCELERATE  INTERNAL GROWTH AND PROMOTE  ADDITIONAL  SALES
OPPORTUNITIES.

DISTRIBUTION

ALTHOUGH  LITTLE  MARKETING  IS  REQUIRED  FOR  PROFITABLE  TRADES  ON THE POWER
EXCHANGES, THE COMPANY WILL, AT SOME TIME IN THE FUTURE, SEEK A HIGHER PRICE FOR
EACH KILOWATT/HOUR SOLD. WHEN THE COMPANY PURSUES THIS EFFORT, SALES AND SERVICE
ACTIVITIES  ARE  PLANNED  TO BE HANDLED THROUGH STRATEGIC ALLIANCES WITH NEW AND
EMERGING  ELECTRIC  POWER BROKERS, WHICH HAVE FORMED AS A RESULT OF DEREGULATION
IN  THE  RETAIL  SALE OF ELECTRICITY. POWER BROKERS BUY BLOCKS OF ELECTRICITY IN
MEGAWATT/HOUR  UNITS. FOR EXAMPLE, A POWER BROKER WOULD ENTER INTO A CONTRACT TO
PURCHASE 10,000 MEGAWATTS/HOURS OF ELECTRICITY FOR $400,000 OVER A PERIOD OF ONE
YEAR  AND  PROVIDE  A  FIVE  PERCENT  NON-REFUNDABLE  DEPOSIT  ON  EACH BLOCK OF
ELECTRICITY  RESERVED  FOR  FUTURE  PURCHASES.  SUCH BROKERS INCLUDE ALL ENERGY,
GREEN MOUNTAIN RESOURCES, AND ENERGY VISION.  ANOTHER MARKETING RESOURCE FOR THE
COMPANY'S PRODUCT IS ELECTRICITY CHOICE, WHICH HELPS NEGOTIATE CONSUMER ELECTRIC
SALES.  THE  COMPANY  PLANS  TO  AGGRESSIVELY  PROMOTE  ITS PRODUCTS TO BROKERS,
FOCUSING  ON  COST  SAVINGS AND ENVIRONMENTAL BENEFITS. IT PLANS TO ALSO SOLICIT
BIDS FROM POWER BROKERS, MOST OF WHOM ARE REGISTERED IN THE STATES IN WHICH THEY
DO  BUSINESS.  COMPENSATION  TO  BROKERS  IS  STRAIGHTFORWARD  AND  IS TYPICALLY
CALCULATED  AS  A  PERCENTAGE  OF  POWER  SALES.

CRITICAL  ACCOUNTING  POLICIES

THE PREPARATION OF FINANCIAL STATEMENTS IN CONFORMITY WITH ACCOUNTING PRINCIPLES
GENERALLY  ACCEPTED  IN THE UNITED STATES OF AMERICA REQUIRES MANAGEMENT TO MAKE
ESTIMATES  AND  ASSUMPTIONS  THAT  AFFECT  THE  REPORTED  AMOUNT  OF  ASSETS AND
LIABILITIES  AND  DISCLOSURE OF CONTINGENT ASSETS AND LIABILITIES AT THE DATE OF
THE  FINANCIAL  STATEMENTS  AND  THE  REPORTED  AMOUNTS OF REVENUES AND EXPENSES
DURING  THE  REPORTING  PERIOD. THE COMPANY REVIEWS ITS ESTIMATES, INCLUDING BUT
NOT  LIMITED  TO, RECOVERABILITY OF LONG-LIVED ASSETS, RECOVERABILITY OF PREPAID
EXPENSES  AND  DEPOSITS  ON  A  REGULAR  BASIS  AND  MAKES  ADJUSTMENTS BASED ON
HISTORICAL  EXPERIENCES  AND  EXISTING  AND  EXPECTED  FUTURE  CONDITIONS. THESE
EVALUATIONS  ARE PERFORMED AND ADJUSTMENTS ARE MADE AS INFORMATION IS AVAILABLE.
MANAGEMENT BELIEVES THAT THESE ESTIMATES ARE REASONABLE; HOWEVER, ACTUAL RESULTS
COULD  DIFFER  FROM  THESE  ESTIMATES.

WE  BELIEVE  THAT  THE  FOLLOWING  CRITICAL POLICIES AFFECT OUR MORE SIGNIFICANT
JUDGMENTS  AND  ESTIMATES  USED  IN  PREPARATION  OF  OUR  FINANCIAL STATEMENTS.

THE  COMPANY GENERATES ITS SALES OF EQUIPMENT TO A PRIVATE POWER PLANT PRODUCER
AND  RECORDS  THE  SALE  WHEN  THE PRODUCT IS SHIPPED. AT THIS STAGE THE COST OF
GOODS SOLD  IS  THE  DIRECT  COST  OF  INVENTORY  USED  IN  THE  PROJECT.

RESEARCH  AND  DEVELOPMENT COSTS ARE CHARGED TO OPERATIONS WHEN INCURRED AND ARE
INCLUDED  IN  OPERATING  EXPENSES.

MASS  MEGAWATTS  WIND  POWER  DOES  NOT  EXPECT  THE ADOPTION OF RECENTLY ISSUED
ACCOUNTING  PRONOUNCEMENTS TO HAVE A SIGNIFICANT IMPACT ON THE COMPANY'S RESULTS
OF  OPERATIONS,  FINANCIAL  POSITION  OR  CASH  FLOW.


                                        7
<PAGE>
ITEM  3.  CONTROLS  AND  PROCEDURES

EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES.

UNDER  THE  SUPERVISION  AND WITH THE PARTICIPATION OF OUR MANAGEMENT, INCLUDING
OUR  PRINCIPAL  EXECUTIVE  OFFICER AND PRINCIPAL FINANCIAL OFFICER, WHICH IS THE
SAME  PERSON,  WE CONDUCTED AN EVALUATION OF THE EFFECTIVENESS OF THE DESIGN AND
OPERATIONS  OF  OUR  DISCLOSURE  CONTROLS  AND  PROCEDURES,  AS DEFINED IN RULES
13A-15(E) AND 15D-15(E) UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS OF JANUARY
31,  2008.  BASED  ON  THIS  EVALUATION,  OUR  PRINCIPAL  EXECUTIVE  OFFICER AND
PRINCIPAL  ACCOUNTING  OFFICER  CONCLUDED THAT OUR FINANCIAL DISCLOSURE CONTROLS
AND PROCEDURES WERE NOT EFFECTIVE SO AS TO TIMELY IDENTIFY, CORRECT AND DISCLOSE
INFORMATION  REQUIRED  TO  BE INCLUDED IN OUR SECURITIES AND EXCHANGE COMMISSION
("SEC")  REPORTS  DUE  TO  THE  COMPANY'S LIMITED INTERNAL RESOURCES AND LACK OF
ABILITY  TO  HAVE  MULTIPLE  LEVELS  OF  TRANSACTION REVIEW.  THROUGH THE USE OF
EXTERNAL  CONSULTANTS  AND  THE  AUDIT  PROCESS,  MANAGEMENT  BELIEVES  THAT THE
FINANCIAL  STATEMENTS  AND  OTHER  INFORMATION PRESENTED HEREWITH ARE MATERIALLY
CORRECT.

THERE  HAS  BEEN  NO  CHANGE  IN  THE  COMPANY'S INTERNAL CONTROL OVER FINANCIAL
REPORTING  DURING  THE  NINE  MONTHS ENDED JANUARY 31, 2008 THAT HAVE MATERIALLY
AFFECTED,  OR ARE REASONABLY LIKELY TO MATERIALLY AFFECT, THE COMPANY'S INTERNAL
CONTROLS  OVER  FINANCIAL  REPORTING.

CERTIFICATION  BY  EACH  DIRECTOR  AND  EXECUTIVE  OFFICER  HAS  BEEN  EXECUTED.

PART  II  -  OTHER  INFORMATION

ITEM  1.     LEGAL  PROCEEDINGS

NONE


ITEM  2.     CHANGES  IN  SECURITIES

DURING  THE NINE MONTHS ENDED JANUARY 31, 2008, THE COMPANY ISSUED THE FOLLOWING
SHARES  OF  STOCK:


<TABLE>
<CAPTION>
                                                           SHARES   AMOUNT
                                                           -------  -------
<S>                                                        <C>      <C>
COMMON STOCK FOR CASH AT $0.30 PER SHARE (MAY 2007)         40,522  $12,157
COMMON STOCK FOR CASH AT $0.30 PER SHARE (JULY 2007)        15,000  $ 4,500
COMMON STOCK FOR CASH AT $0.20 PER SHARE (JULY 2007)       200,000  $40,000
COMMON STOCK FOR CASH AT $0.20 PER SHARE (AUGUST 2007)      25,000  $ 5,000
COMMON STOCK FOR CASH AT $0.19 PER SHARE (SEPTEMBER 2007)  175,000  $33,250
COMMON STOCK FOR CASH AT $0.19 PER SHARE (SEPTEMBER 2007)   36,843  $ 7,000
COMMON STOCK FOR CASH AT $0.15 PER SHARE (NOVEMBER 2007)   100,000  $15,000
COMMON STOCK FOR CASH AT $0.19 PER SHARE (DECEMBER 2007)   100,000  $19,000
COMMON STOCK FOR CASH AT $0.30 PER SHARE (DECEMBER 2007)     5,000  $ 1,500
COMMON STOCK FOR CASH AT $0.339 PER SHARE (JANUARY 2008)    22,500  $ 7,500
COMMON STOCK FOR SERVICES AT $0.73 PER SHARE (MAY 2007)      8,103  $ 5,915
COMMON STOCK FOR SERVICES AT $0.65 PER SHARE (JULY 2007)     3,000  $ 1,950
COMMON STOCK FOR SERVICES AT $0.51 PER SHARE (JULY 2007)       960  $   490
</TABLE>


THE  COMMON  STOCK ISSUED FOR SERVICES IS VALUED AT ITS FAIR MARKET VALUE. THESE
SHARES  ARE NOT REGISTERED UNDER RULE 506 OF REGULATION D, WHICH IS AN EXEMPTION
OF  SECTION  4(C)  OF  THE  SECURITIES  ACT  OF  1933.

RULE  506 OF REGULATION D IS CONSIDERED A "SAFE HARBOR" FOR THE PRIVATE OFFERING
EXEMPTION  OF  SECTION  4(2) OF THE SECURITIES ACT. COMPANIES USING THE RULE 506
EXEMPTION CAN RAISE AN UNLIMITED AMOUNT OF MONEY. A COMPANY CAN BE ASSURED IT IS
WITHIN  THE  SECTION  4(2)  EXEMPTION  BY  SATISFYING  THE  FOLLOWING STANDARDS:

THE  COMPANY  CANNOT  USE  GENERAL  SOLICITATION  OR  ADVERTISING  TO MARKET THE
SECURITIES;

THE  COMPANY  MAY  SELL  ITS  SECURITIES  TO  AN UNLIMITED NUMBER OF "ACCREDITED


                                        8
<PAGE>
INVESTORS"  AND  UP  TO  35 OTHER PURCHASES. UNLIKE RULE 505, ALL NON-ACCREDITED
INVESTORS,  EITHER  ALONE  OR  WITH  A  PURCHASER  REPRESENTATIVE,  MUST  BE
SOPHISTICATED-THAT  IS,  THEY  MUST  HAVE SUFFICIENT KNOWLEDGE AND EXPERIENCE IN
FINANCIAL AND BUSINESS MATTERS TO MAKE THEM CAPABLE OF EVALUATING THE MERITS AND
RISKS  OF  THE  PROSPECTIVE  INVESTMENT;

COMPANIES  MUST DECIDE WHAT INFORMATION TO GIVE TO ACCREDITED INVESTORS, SO LONG
AS  IT  DOES  NOT  VIOLATE  THE ANTIFRAUD PROHIBITIONS OF THE FEDERAL SECURITIES
LAWS. BUT COMPANIES MUST GIVE NON-ACCREDITED INVESTORS DISCLOSURE DOCUMENTS THAT
ARE  GENERALLY  THE  SAME  AS  THOSE  USED IN REGISTERED OFFERINGS. IF A COMPANY
PROVIDES  INFORMATION  TO  ACCREDITED  INVESTORS,  IT MUST MAKE THIS INFORMATION
AVAILABLE  TO  NON-ACCREDITED  INVESTORS  AS  WELL;

THE  COMPANY  MUST  BE  AVAILABLE TO ANSWER QUESTIONS BY PROSPECTIVE PURCHASERS;

FINANCIAL  STATEMENT  REQUIREMENTS  ARE  THE  SAME  AS  FOR  RULE  505;  AND

PURCHASERS  RECEIVE  "RESTRICTED" SECURITIES, MEANING THAT THE SECURITIES CANNOT
BE  SOLD FOR AT LEAST A YEAR WITHOUT REGISTERING THEM. WHILE COMPANIES USING THE
RULE  506  EXEMPTION DO NOT HAVE TO REGISTER THEIR SECURITIES AND USUALLY DO NOT
HAVE  TO  FILE  REPORTS WITH THE SEC, THEY MUST FILE WHAT IS KNOWN AS A "FORM D"
AFTER  THEY  FIRST SELL THEIR SECURITIES. FORM D IS A BRIEF NOTICE THAT INCLUDES
THE  NAMES  AND  ADDRESSES  OF  THE  COMPANY'S  OWNERS  AND STOCK PROMOTERS, BUT
CONTAINS  LITTLE  OTHER  INFORMATION  ABOUT  THE  COMPANY.

ITEM  3.     DEFAULTS  ON  SENIOR  SECURITIES

DURING  THE  NINE  MONTH  PERIOD  ENDED JANUARY 31, 2008, THE COMPANY WAS NOT IN
DEFAULT  ON  ANY  OF  ITS  INDEBTEDNESS.

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

DURING  THE  NINE  MONTH  PERIOD  ENDED  JANUARY  31,  2008, THE COMPANY DID NOT
SUBMIT  ANY  MATTERS  TO  A  VOTE  OF  SECURITY  HOLDERS.

ITEM  5.     OTHER  MATTERS

NONE.

ITEM  6.     EXHIBITS  AND  REPORTS  ON  FORM  8-K

(a)   EXHIBITS  -
31     CERTIFICATION  OF  PRINCIPAL  EXECUTIVE AND  FINANCIAL  OFFICER  PURSUANT
TO  18  U.S.C  1350,  AS  ADOPTED,  AND  THE  REQUIREMENTS OF SECTION 302 OF THE
SARBANES-OXLEY  ACT  OF  2002

32     CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER PURSUANT TO 18  U.S.C  1350,
AS  ADOPTED  PURSUANT  TO  SECTION  906  OF  THE  SARBANES-OXLEY  ACT  OF  2002

(b)   Reports  on  Form  8-K  -  The  Company  filed  a  Form  8-K  on  December
17, 2007, reporting a press release announcing certain financial results for the
fiscal  quarter  ended  October  31,  2007.


                                        9
<PAGE>
SIGNATURES
----------

PURSUANT  TO  THE  REQUIREMENTS  OF THE SECURITIES AND EXCHANGE ACT OF 1934, THE
REGISTRANT HAS CAUSED THIS REPORT TO BE SIGNED ON ITS BEHALF BY THE UNDERSIGNED,
THERETO  DULY  AUTHORIZED:

                                      MASS MEGAWATTS WIND POWER, INC.


DATED:   03/14/08                       BY:  /S/ JONATHAN RICKER
        --------------                     -------------------------------------
                                           CHAIRMAN, CHIEF EXECUTIVE OFFICER,
                                           CHIEF FINANCIAL OFFICER AND
                                           PRINCIPAL ACCOUNTING OFFICER


DATED:   03/14/08                      BY:  /S/ ALLISON GRAY
        --------------                     -------------------------------------
                                           ALLISON GRAY
                                           DIRECTOR


DATED:   03/14/08                       BY:  /S/ JODI A. VIZZO
        --------------                     -------------------------------------
                                           JODI A. VIZZO
                                           DIRECTOR


                                       10