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

                                  FORM 10-Q/A

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

                  For the quarterly period ended June 30, 2010

[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE
ACT OF 1934
              For the transition period from ________ to ________
                          Commission file # 333-149617

                              NOVAGEN SOLAR INC.
             (Exact Name of Registrant as Specified in its Charter)

                                     NEVADA
         (State or other jurisdiction of incorporation or organization)

                                   98-0471927
                    (I.R.S. Employer Identification number)

             1440-3044 BLOOR STREET WEST, TORONTO, ONTARIO  M8X 2Y8
                    (Address of principal executive offices)

                    Issuer's telephone number: 647.628.5375

           Securities registered under Section 12(b) of the Act: NONE

   Securities registered pursuant to Section 12(g) of the Act:
                        COMMON STOCK, $0.0001 PAR VALUE

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

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

Large  accelerated  filer  [   ]               Accelerated  filer          [   ]
Non-accelerated  filer     [   ]               Smaller  reporting  company [ X ]

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

As  of  June  30, 2010, the registrant had 12,451,300 shares of its Common Stock
outstanding.


<PAGE>
                        PART I -- FINANCIAL INFORMATION

<TABLE>
<CAPTION>

NOVAGEN SOLAR INC.
(A development stage company)

Balance Sheets
June 30, 2010
(Unaudited - Prepared by Management)
(EXPRESSED IN U.S. DOLLARS)

-------------------------------------------------------------------------------------------------
                                                                           June 30   December 31
                                                                              2010          2009
-------------------------------------------------------------------------------------------------
<S>                                                                     <C>          <C>

ASSETS

CURRENT ASSETS
Cash and cash equivalents                                               $      242   $       304
-------------------------------------------------------------------------------------------------

TOTAL ASSETS                                                            $      242   $       304
=================================================================================================

LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIENCY)

LIABILITIES

CURRENT LIABILITIES
Accounts payable and accrued liabilities                                   155,518       155,850
Convertible debenture - related party                                       50,000        50,000
Due to a related party                                                      56,884        42,651
-------------------------------------------------------------------------------------------------

TOTAL LIABILITIES                                                          262,402       248,501
-------------------------------------------------------------------------------------------------

STOCKHOLDERS' EQUITY (DEFICIENCY)

SHARE CAPITAL
Authorized:
50,000,000 preferred shares at a par value of $0.0001 per share
Issued and outstanding:  Nil
100,000,000 common shares with a par value of $0.0001 per share
Issued and outstanding:  12,451,300 common shares                            1,245         1,265
                        (December 31, 2009:  12,651,300)

ADDITIONAL PAID-IN CAPITAL                                                 188,811       188,791

(DEFICIT) ACCUMULATED DURING THE EXPLORATION STAGE                        (452,216)     (438,253)
-------------------------------------------------------------------------------------------------

TOTAL STOCKHOLDERS' EQUITY (DEFICIENCY)                                   (262,160)     (248,197)
-------------------------------------------------------------------------------------------------

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIENCY)                 $      242   $       304
=================================================================================================
</TABLE>


The accompanying notes are an integral part of these financial statements.

<PAGE>
<TABLE>
<CAPTION>

NOVAGEN SOLAR INC.
(A development stage company)

Statements of Stockholders' Equity (Deficiency)
For the period from June 22, 2005 (inception) to June 30, 2010
(Unaudited - Prepared by Management)
(Expressed in U.S. Dollars)
------------------------------------------------------------------------------------------------------------------------------------
                                                                                                              Deficit
                                                                                                          accumulated          Total
                                                                                              Additional       during  shareholder's
                                                        Preferred Stock       Common Stock       paid-in  exploration         equity
                                                        Shares  Amount       Shares   Amount     capital        stage   (deficiency)
------------------------------------------------------------------------------------------------------------------------------------
<S>                                                     <C>     <C>     <C>          <C>      <C>         <C>          <C>

Balance, December 31, 2005                                   -  $    -  11,251,300   $1,125   $  18,931   $   (6,418)  $     13,638
------------------------------------------------------------------------------------------------------------------------------------

Net (loss) and comprehensive (loss) for the year             -       -           -        -           -       (5,935)        (5,935)
------------------------------------------------------------------------------------------------------------------------------------

Balance, December 31, 2006                                   -  $    -  11,251,300   $1,125   $  18,931   $  (12,353)  $      7,703
------------------------------------------------------------------------------------------------------------------------------------

Net income and comprehensive income for the year             -       -           -        -           -          372            372
------------------------------------------------------------------------------------------------------------------------------------

Balance, December 31, 2007                                   -  $    -  11,251,300   $1,125   $  18,931   $  (11,981)  $      8,075
------------------------------------------------------------------------------------------------------------------------------------

Issuance of common stock for cash                            -       -   1,200,000      120      59,880            -         60,000
on August 6, 2008 at $0.05 per share

Net (loss) and comprehensive (loss) for the year             -       -           -        -           -      (29,599)       (29,599)
------------------------------------------------------------------------------------------------------------------------------------

Balance, December 31, 2008                                   -  $    -  12,451,300   $1,245   $  78,811   $  (41,580)  $     38,476
------------------------------------------------------------------------------------------------------------------------------------

Issuance of common stock on                                  -       -   3,000,000      300      17,968            -         18,268
July 10, 2009 at $0.006 per share
Rescind issuance of common stock at $0.006 per share         -       -  (3,000,000)    (300)    (17,968)           -        (18,268)

Issuance of common stock for service                         -       -     200,000       20     109,980            -        110,000
on September 8, 2009 at $0.55 per share

Net (loss) and comprehensive (loss) for the year             -       -           -        -           -     (396,673)      (396,673)
------------------------------------------------------------------------------------------------------------------------------------

Balance, December 31, 2009                                   -  $    -  12,651,300   $1,265   $ 188,791   $ (438,253)  $   (248,197)
------------------------------------------------------------------------------------------------------------------------------------

Cancellation of common stock                                 -       -    (200,000)     (20)         20            -              -

Net (loss) and comprehensive (loss) for the period           -       -           -        -           -      (13,963)       (13,963)
------------------------------------------------------------------------------------------------------------------------------------

Balance, June 30, 2010                                       -  $    -  12,451,300   $1,245   $ 188,811   $ (452,216)  $   (262,160)
====================================================================================================================================
</TABLE>
The accompanying notes are an integral part of these financial statements.



<PAGE>
<TABLE>
<CAPTION>

NOVAGEN SOLAR INC.
(A development stage company)

Statements of Operations
(Unaudited - Prepared by Management)
(Expressed in U.S. Dollars)
------------------------------------------------------------------------------------------------------------------------
                                                         Cumulative from
                                                           June 22, 2005        Three months ended    Six months ended
                                                          (inception) to             June 30              June 30
                                                           June 30, 2010        2010        2009       2010         2009
------------------------------------------------------------------------------------------------------------------------
<S>                                                      <C>              <C>         <C>         <C>         <C>

EXPENSES

Bank charges                                             $          322   $      18   $      12   $      61  $       49
Consulting fees                                                   3,712           -           -           -           -
Director fees                                                   110,000           -           -           -           -
Interest expenses                                                 1,811           -           -           -           -
Marketing expense                                               184,591           -      53,642           -      53,642
Office expenses                                                  14,193           -          69       3,591          69
Professional fees                                                52,475       1,260       3,387       9,228      20,259
Resource property acquisition and exploration costs               7,568           -           -           -           -
Transfer agent                                                    3,039         305         763         455         869
Travel expenses                                                  17,211           -           -         628           -
Write-off exploration program security deposit                    7,610           -       7,611           -       7,611
Project investigation                                            50,000           -           -           -           -
Foreign exchange loss (gain)                                       (316)          -           -           -           -
------------------------------------------------------------------------------------------------------------------------

LOSS FROM OPERATIONS                                            452,216       1,583      65,484      13,963      82,499
------------------------------------------------------------------------------------------------------------------------

NET INCOME (LOSS) AND COMPREHENSIVE                      $     (452,216)  $  (1,583)  $ (65,484)  $ (13,963)  $ (82,499)
INCOME (LOSS) FOR THE PERIOD
------------------------------------------------------------------------------------------------------------------------

BASIC AND DILUTED LOSS PER SHARE                                          $   (0.00)  $   (0.00)  $   (0.00)  $   (0.00)
------------------------------------------------------------------------------------------------------------------------

WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING
- basic and diluted                                                       12,451,300  12,451,300  12,550,748  12,451,300
========================================================================================================================
</TABLE>
The accompanying notes are an integral part of these financial statements.

<PAGE>
<TABLE>
<CAPTION>

NOVAGEN SOLAR INC.
(A development stage company)

Statements of Cash Flows
(Unaudited - Prepared by Management)
(Expressed in U.S. Dollars)
-------------------------------------------------------------------------------------------------
                                                    Cumulative from
                                                      June 22, 2005
                                                     (inception) to          Six months ended
                                                      June 30, 2010  June 30, 2010  June 30, 2009
-------------------------------------------------------------------------------------------------
<S>                                                 <C>              <C>            <C>

CASH FLOWS FROM (USED IN) OPERATING ACTIVITIES
Net income (loss) for the period                    $     (452,216)  $    (13,963)  $    (82,499)
Adjustment for items not involving cash:
- Project investigation                                     50,000              -              -
- consulting fee                                           110,000              -              -

Changes in operating assets and liabilities
- accounts payable and accrued liabilities                 155,518           (332)        29,972
- exploration program security deposit                           -              -          7,610
- due to a related party                                    56,884         14,233              -
-------------------------------------------------------------------------------------------------

NET CASH FROM (USED IN) OPERATING ACTIVITIES               (79,814)           (62)       (44,917)
-------------------------------------------------------------------------------------------------

CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from issuance of common stock                      80,056              -              -
-------------------------------------------------------------------------------------------------

NET CASH FROM FINANCING ACTIVITIES                          80,056              -              -
-------------------------------------------------------------------------------------------------

INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS               242            (62)       (44,917)

CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD                   -            304         45,257
-------------------------------------------------------------------------------------------------

CASH AND CASH EQUIVALENTS, END OF PERIOD            $          242   $        242   $        340
=================================================================================================

SUPPLEMENTAL DISCLOSURE WITH RESPECT TO CASH FLOWS

INTEREST PAID IN CASH                               $            -   $          -   $           -
-------------------------------------------------------------------------------------------------

INCOME TAX PAID IN CASH                             $            -   $          -   $           -
-------------------------------------------------------------------------------------------------
</TABLE>
The accompanying notes are an integral part of these financial statements.

<PAGE>
NOTE 1 - ORGANIZATION AND DESCRIPTION OF BUSINESS

Novagen Solar Inc. (hereinafter "the Company"), was incorporated in the State of
Nevada,  U.S.A., on June 22, 2005 under the name of Pickford Minerals, Inc.  The
Company's  fiscal year end is December 31.  On May 12, 2009, the Company changed
its  name  to  Novagen  Solar  Inc.

The  Company  was  originally  engaged in the exploration of mineral deposits in
Labrador, Newfoundland, but was unable to implement its exploration program.  In
April  2009,  the  Company  began  to  pursue business opportunities relating to
photovoltaic  solar  energy.

On  April  27,  2009,  the  Company entered into a Share Purchase Agreement (the
"Reorganization  Agreement")  with Novagen Solar (Canada) Ltd., a privately held
Canadian  corporation  formed on February 14, 2009 ("NSC").  Upon the closing of
the Reorganization Agreement on July 10, 2009, the shareholders of NSC delivered
all  of  their  equity interests in NSC to the Company in exchange for 3,000,000
shares  of  common  stock in the Company and 3,000,000 convertible securities of
the  Company,  as  a result of which NSC became a wholly-owned subsidiary of the
Company  (the  "Reorganization").  The  debenture  is  non-interest  bearing,
convertible  at the rate of $0.01 per share at the option of the holder.  NSC is
a  sales  company  engaged  in the business of selling a variety of photovoltaic
products.  At  the  time  of  the Reorganization, NSC had the exclusive right in
Canada  and  the  non-exclusive  right  elsewhere to sell a line of photovoltaic
products  distributed by Rainbow Solar Inc, a Delaware corporation ("RSI").  The
RSI  sales  license  was  terminated  by  mutual  consent  on November 10, 2009.

On December 1, 2009, the Reorganization Agreement was rescinded, with the former
shareholders  of NSC exchanging all securities received under the Reorganization
Agreement  for  all the issued and outstanding shares of NSC (the "Rescission").
As part of the Rescission, on December 1, 2009 the Company issued a non-interest
bearing  convertible  demand note for $50,000 to NSC for the sample solar panels
used  by  the  Company.  NSC  may convert the principal amount owing into common
shares  of  our  capital  stock.  The conversion rate will be the average volume
weighted  closing  price  of  the  Company's  stock on the NASD over-the-counter
bulletin  board  for  the  10  business days prior to the surrender date and the
conversion  is  deemed  to  have  been  effected  on  the 61st day following the
surrender  date.

These  financial  statements  have  been  prepared  in accordance with generally
accepted  accounting  principles in the United States of America applicable to a
going  concern  which  assume  that  the  Company  will  realize  its assets and
discharge  its  liabilities  in  the normal course of business.  The Company has
incurred  accumulated  losses  of $452,216 since inception and has not generated
any revenue.  The future of the Company is dependent upon its ability to develop
profitable  sales and distribution operations.  These factors create doubt as to
the  ability  of the Company to continue as a going concern.  Realization values
may  be  substantially  different  from  the  carrying  values as shown in these
financial  statements  should  the  Company  be  unable  to  continue as a going
concern.  Management  is  in  the  process of identifying sources for additional
financing,  or will provide the necessary financial support, to fund the ongoing
development  of  the  Company's  business.

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The  financial  statements  of the Company have been prepared in accordance with
the  generally  accepted  accounting principles in the United States of America.
Because a precise determination of many assets and liabilities is dependent upon
future  events, the preparation of financial statements for a period necessarily
involves  the  use of estimates that have been made using careful judgment.  The
financial statements have, in management's opinion been properly prepared within
reasonable  limits  of  materiality  and within the framework of the significant
accounting  policies  summarized  below:

Accounting  Method

The  Company's  financial  statements  are  prepared  using the accrual basis of
accounting  in  accordance  with accounting principles generally accepted in the
United  States  of  America.

Use  of  Estimates

The  preparation  of  financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect  the  reported  amounts  of  assets  and  liabilities,  and disclosure of
contingent  assets  and liabilities at the date of the financial statements, and
the  reported  amounts  of  revenues and expenses for the reporting period.  The
Company  reviews  its estimates on an ongoing basis. The estimates were based on
historical experience and on various other assumptions that the Company believes
to  be  reasonable  under  the  circumstances.  Actual results could differ from
these  estimates.  The  Company believes the judgments and estimates required in
its  accounting  policies  to  be  critical  in the preparation of the Company's
financial  statements.


<PAGE>
NOTE  2  -  SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES  (CONTINUED)

Cash  and  Cash  Equivalents

For  purposes  of  the statement of cash flows, the Company considers all highly
liquid  investments  and short-term debt instruments with original maturities of
three  months or less to be cash equivalents.   As at June 30, 2010 and December
31,  2009,  there  were  no  cash  equivalents.

Concentration  of  Credit  Risk

The  Company  places  its  cash  and  cash  equivalents with high credit quality
financial  institutions  in  uninsured  accounts.

Foreign  Currency  Transactions

The  Company  is  located and operating outside of the United States of America.
It  maintains  its  accounting  records  in  U.S.  Dollars  as  follows:

At the transaction date each asset, liability, revenue and expense is translated
into  U.S.  dollars  by the use of the exchange rate in effect at that date.  At
the  period  end,  monetary  assets and liabilities are re-measured by using the
exchange  rate in effect at that date.  The resulting foreign exchange gains and
losses  are  included  in  operations.

Fair  Value  of  Financial  Instruments

The  Company's  financial  instruments  as  defined  by  Accounting  Standards
Codification  ("ASC")  825,  "Disclosures  about  Fair  Value  of  Financial
Instruments,"  include  cash  and cash equivalents, accounts payable and accrued
liabilities, convertible debenture and due to a related party.  Fair values were
assumed  to  approximate  carrying value for these financial instruments, except
where  noted.  Management  is  of the opinion that the Company is not exposed to
significant  interest  or credit risks arising from these financial instruments.
The  Company  is  operating  outside  the  United  States  of  America  and  has
significant exposure to foreign currency risk due to the fluctuation of currency
in  which  the  Company  operates  and  U.S.  dollars.

Mineral  Property  Payments  and  Exploration  Costs

The  Company  expenses  all  costs  related  to the acquisition, maintenance and
exploration  of  mineral claims in which it has secured exploration rights prior
to  establishment  of proven and probable reserves.  When it has been determined
that  a  mineral  property  can  be  economically  developed  as  a  result  of
establishing  proven  and  probable reserves, the costs incurred to develop such
property  are  capitalized.  Such  costs  will  be  amortized  using  the
units-of-production  method over the estimated life of the probable reserve.  To
date,  the  Company  has shifted its focus on the solar panel and therefore, all
costs  are  being  expensed.

Long-lived  assets  impairment

Long-lived  assets of the Company are reviewed for impairment whenever events or
circumstances  indicate  that  the  carrying  amount  of  assets  may  not  be
recoverable,  pursuant  to  guidance  established in ASC 360, Accounting for the
Impairment  or  Disposal  of  Long-Lived  Assets.

Management  considers  assets  to  be impaired if the carrying value exceeds the
future  projected  cash  flows from related operations (undiscounted and without
interest  charges). If impairment is deemed to exist, the assets will be written
down  to  fair value. Fair value is generally determined using a discounted cash
flow  analysis.

Assets  Retirement  Obligations

The  Company  has  adopted ASC 410, Accounting for Assets Retirement Obligations
which  requires  that  the  fair  value  of  a liability for an asset retirement
obligation be recognized in the period in which it is incurred. ASC 410 requires
the  Company  to  record a liability for the present value of the estimated site
restoration  costs  with  corresponding  increase  to the carrying amount of the
related  long-lived assets. The liability will be accreted and the asset will be
depreciated  over  the  life  of  the  related  assets.  Adjustments for changes
resulting from the passage of time and changes to either the timing or amount of
the  original  present value estimate underlying the obligation will be made. As
at  June  30,  2010  the Company does not have any asset retirement obligations.


<PAGE>


NOTE  2  -  SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES  (CONTINUED)

Stock-Based  Compensation

The  Company  adopted  ASC  718, "Share-Based Payment", to account for its stock
options  and similar equity instruments issued.  Accordingly, compensation costs
attributable to stock options or similar equity instruments granted are measured
at  the  fair  value  at  the grant date, and expensed over the expected vesting
period.  ASC  718  requires  excess tax benefits be reported as a financing cash
inflow  rather  than  as  a  reduction  of  taxes  paid.

The  Company  did  not grant any stock options during the periods ended June 30,
2010  and  2009.

Comprehensive  Income

The  Company  adopted ASC 220, Reporting Comprehensive Income, which establishes
standards  for reporting and display of comprehensive income, its components and
accumulated  balances.  The  Company  is  disclosing  this  information  on  its
Statement of Stockholders' Equity.  Comprehensive income comprises equity except
those  resulting  from  investments  by owners and distributions to owners.  The
Company  has  no  elements of "other comprehensive income" for the periods ended
June  30,  2010  and  2009.

Income  Taxes

The Company has adopted ASC 740, Accounting for Income Taxes, which requires the
Company to recognize deferred tax liabilities and assets for the expected future
tax  consequences of events that have been recognized in the Company's financial
statements  or  tax  returns  using  the  liability  method.  Under this method,
deferred  tax  liabilities  and  assets  are  determined  based on the temporary
differences  between  the  financial  statement  and  tax  bases  of  assets and
liabilities  using  enacted  tax  rates  in  effect  in  the  years in which the
differences  are  expected  to  reverse.

Basic  and  Diluted  Loss  Per  Share

In  accordance  with  ASC  260 - "Earnings Per Share", the basic loss per common
share  is  computed by dividing net loss available to common stockholders by the
weighted  average  number of common shares outstanding.  Diluted loss per common
share  is  computed  similar  to  basic  loss  per  common share except that the
denominator  is increased to include the number of additional common shares that
would  be  outstanding if the potential common shares had been issued and if the
additional  common  shares  were  dilutive.  The  Company's potentially dilutive
shares,  which  include  convertible  securities,  have not been included in the
computation  of  diluted  loss  per  share as the result would be anti-dilutive.

Business  Combinations

ASC  805  applies the acquisition method of accounting for business combinations
established  in  ASC  805  to  all  acquisitions  where  the  acquirer  gains  a
controlling  interest,  regardless  of  whether  consideration  was  exchanged.
Consistent  with  ASC  805  requires  the  acquirer to fair value the assets and
liabilities  of the acquiree and record goodwill on bargain purchases, with main
difference  the  application  to  all  acquisitions  where  control is achieved.

Non-controlling  Interests  in  Consolidated  Financial  Statements

ASC  160  requires  companies  with  noncontrolling  interests  to disclose such
interests  clearly as a portion of equity but separate from the parent's equity.
The  noncontrolling  interest's  portion  of  net  income  must  also be clearly
presented  on  the  Income  Statement.

Disclosure  about  Derivative  Instruments  and  Hedging  Activities

ASC  815-10  requires  companies  with  derivative  instruments  to  disclose
information  that  should enable financial-statement users to understand how and
why  a  company  uses  derivative  instruments,  how  derivative instruments and
related  hedged items are accounted for under ASC 815 "Accounting for Derivative
Instruments  and  Hedging Activities" and how derivative instruments and related
hedged  items  affect  a company's financial position, financial performance and
cash  flows.




<PAGE>
NOTE  2  -  SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES  (CONTINUED)

Determination  of  the  Useful  Life  of  Intangible  Assets

The  Company  adopted  FSP  No.  142-3,  "Determination  of  the  Useful Life of
Intangible  Assets"  ("FSP  142-3"),  as  codified  in  ASC  subtopic  350-30,
Intangibles  -  Goodwill and Other: General Intangibles Other than Goodwill (ASC
350-30)  and  ASC topic 275, Risks and Uncertainties (ASC 275), which amends the
factors an entity should consider in developing renewal or extension assumptions
used  in  determining the useful life of recognized intangible assets under FASB
Statement  No. 142, as codified in ASC topic 350, Intangibles Goodwill and Other
(ASC 350). This new guidance applies prospectively to intangible assets that are
acquired  individually  or with a group of other assets in business combinations
and  asset  acquisitions.

Accounting  for  Convertible  Debt  Instruments

The  Company  adopted  FASB  Staff  Position  ("FSP")  APB 14-1, "Accounting for
Convertible  Debt  Instruments  That  May  Be  Settled  in  Cash upon Conversion
(Including  Partial  Cash  Settlement)",  as  coded  in ASC 470 "debt".  ASC 470
specifies  that  issuers  of convertible debt instruments that may be settled in
cash  upon  conversion  (including  partial  cash  settlement) should separately
account  for  the  liability and equity components in a manner that will reflect
the entity's nonconvertible debt borrowing rate when interest cost is recognized
in  subsequent  periods.

Accounting  for  Financial  Guarantee  Insurance  Contracts

The  Company  adopted  ASC 944-20, "Accounting for Financial Guarantee Insurance
Contracts"  (formerly SFAS No. 163, Accounting for Financial Guarantee Insurance
-  an  interpretation  of  FASB  Statement  No.  60, Accounting and Reporting by
Insurance  Enterprises).  ASC  944-20  requires  that  an  insurance  enterprise
recognize  a  claim  liability prior to an event of default (insured event) when
there is evidence that credit deterioration has occurred in an insured financial
obligation.  The adoption of ASC 944-20 has no effect on the Company's financial
reporting  at  this  time.

Share-Based  Payments  Transactions

The  Company  adopted  ASC  260-10,  "Determining Whether Instruments Granted in
Share-Based  Payment  Transactions  Are  Participating  Securities."  ASC 260-10
provides  that  unvested share-based payment awards that contain non-forfeitable
rights  to  dividends  or  dividend  equivalents  (whether  paid  or unpaid) are
participating  securities  and  shall be included in the computation of earnings
per share pursuant to the two-class method. Upon adoption, a company is required
to  retrospectively  adjust  its  earnings per share data (including any amounts
related  to  interim periods, summaries of earnings and selected financial data)
to  conform  with  the  provisions  of  ASC  260-10.

Equity  Method  Investment  Accounting  Considerations

On  April  1,  2009,  the  Company adopted ASC 323-10, "Equity Method Investment
Accounting  Considerations"  that addresses how the initial carrying value of an
equity  method  investment should be determined, how an impairment assessment of
an  underlying  indefinite-lived intangible asset of an equity method investment
should  be  performed, how an equity method investee's issuance of shares should
be  accounted  for,  and  how  to account for a change in an investment from the
equity  method  to  the  cost  method. The adoption of ASC 323-10 did not have a
material  impact  on  our  financial  condition  or  results  of  operations.

Fair  Value  Measurement  and  Disclosures

The Company adopted ASC 820 Fair Value Measurements and Disclosures ("ASC 820").
As  defined  in ASC 820, fair value is based on the price that would be received
to  sell  an  asset  or  paid  to transfer a liability in an orderly transaction
between  market  participants  at  the  measurement  date.  In order to increase
consistency  and comparability in fair value measurements, ASC 820 establishes a
fair value hierarchy that prioritizes observable and unobservable inputs used to
measure  fair  value  into  three  broad  levels,  which  are  described  below:

-     Level  1: Quoted prices (unadjusted) in active markets that are accessible
at  the  measurement  date  for  assets or liabilities. The fair value hierarchy
gives  the  highest  priority  to  Level  1  inputs.
-     Level  2:  Inputs  other  than  quoted  prices  within  Level  1  that are
observable  for  the  asset  or  liability,  either  directly  or  indirectly.
-     Level 3: Unobservable inputs that are used when little or no market data
is available. The fair value hierarchy gives the lowest priority to Level 3
inputs

In  determining  fair  value,  the  Company  utilizes  valuation techniques that
maximize  the  use  of  observable  inputs  and minimize the use of unobservable
inputs  to  the extent possible as well as considers counterparty credit risk in
its  assessment  of  fair  value.
NOTE  2  -  SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES  (CONTINUED)

The  Company's  financial  instruments  consist  principally  of  cash  and cash
equivalents,  accounts  payable and accrued liabilities, convertible debentures,
and  amounts  owing  to  related parties. Pursuant to ASC 820, the fair value of
cash and cash equivalents is determined based on "Level 1" inputs, which consist
of  quoted prices in active markets for identical assets. The recorded values of
all other financial instruments approximate their current fair values because of
their  nature  and  respective  maturity  dates  or  durations.

New  Accounting  Pronouncements

In  October  2009, the FASB issued ASU 2009-13, Revenue Recognition (Topic 605),
Multiple-Deliverable Revenue Arrangements amending ASC 605. ASU 2009-13 requires
entities to allocate revenue in an arrangement using estimated selling prices of
the delivered goods and services based on a selling price hierarchy. ASU 2009-13
eliminates  the residual method of revenue allocation and requires revenue to be
allocated  using  the  relative  selling  price method. ASU 2009-13 is effective
prospectively  for  revenue  arrangements entered into or materially modified in
fiscal  years  beginning  on  or  after  June 15, 2010. The Company is currently
evaluating the impact of ASU 2009-13, but does not expect its adoption to have a
material  impact  on  the Company's financial position or results of operations.

In  January  2010,  the  FASB  issued  ASU  2010-06, Fair Value Measurements and
Disclosures  (Topic  820),  Improving Disclosures about Fair Value Measurements,
amending  ASC  820. ASU 2010-06 requires entities to provide new disclosures and
clarify  existing  disclosures  relating  to  fair  value  measurements. The new
disclosures and clarifications of existing disclosures are effective for interim
and  annual  reporting periods beginning after December 15, 2009, except for the
disclosures  about  purchases, sales, issuances, and settlements in Level 3 fair
value  measurements,  which  are  effective  for  fiscal  years  beginning after
December 15, 2010 and for interim periods within those fiscal years. The Company
has  adopted  ASU 2010-06, which did not have a material impact on the Company's
financial  position  or  results  of  operations.

In  February  2010,  the FASB issued ASU 2010-09, Subsequent Events (Topic 855),
amending  ASC  855.  ASU  2010-09  removes  the  requirement for an SEC filer to
disclose  a  date  relating  to its subsequent events in both issued and revised
financial  statements.  ASU 2010-09 also eliminates potential conflicts with the
SEC's  literature  Most of ASU 2010-09 is effective upon issuance of the update.
The  Company adopted ASU 2010-09 in February 2010, and its adoption did not have
a  material  impact  on  the  Company's  financial  reporting  and  disclosures.

Other  accounting  standards  that  have  been issued or proposed by the FASB or
other  standards-setting bodies that do not require adoption until a future date
are not expected to have a material impact on the Company's financial statements
upon  adoption.

NOTE 3 - CONVERTIBLE DEBENTURE

The  Company  issued  a  non-interest  bearing  debenture  in an amount equal to
$50,000  that  is convertible at the rate of the average volume weighted closing
price  of  the  common  shares on the NASD over-the-counter bulletin board for a
period  of  10  business  days prior to the surrender date and the conversion is
deemed  to  have been effected on the 61st day following the surrender date.  In
accordance with EITF 98-5 "Accounting for Convertible Securities with Beneficial
Conversion  Features  or Contingently Adjustable Conversion Ratios", the Company
determined  that  the  convertible  debentures  contained no embedded beneficial
conversion  feature  as the convertible debentures were issued with a conversion
price  the  same  as the fair market value of the Company's common shares at the
time  of issuance, being $0.53 per share.  The carrying value of the convertible
debentures  is  equal to the fair value as they are non-interest bearing and due
on  demand.  As  of the date of this report, the debenture has not been redeemed
or  converted  by  the  holder.

NOTE  4  -  PREFERRED  AND  COMMON  STOCK

The  Company has 50,000,000 shares of preferred stock authorized and none issued

The  Company  has  100,000,000  shares  of  common  stock  authorized,  of which
12,451,300  shares  are  issued  and outstanding. All shares of common stock are
non-assessable  and  non-cumulative,  with  no  preemptive  rights.

On  September 8, 2009, the Company issued 200,000 common shares to a director of
the  Company  as consideration for his services as a director at the fair market
value  of  $0.55 per share for a total of $110,000. On March 31, 2010 the former
director  surrendered  these  shares  to  the  Company.

Under  the  terms  of  the  Reorganization, on July 10, 2009, the Company issued
3,000,000  common shares at deemed value of $0.006 per share to the shareholders
of  Novagen  Solar  (Canada)  Ltd. The shares were surrendered to the Company on
December  1,  2009,  as  part  of  the  Rescission.
<PAGE>
NOTE  5  -  SUBSEQUENT  EVENTS,  COMMITMENT  AND  CONTINGENCY

On  August  4,  2010,  the Company entered into an agreement to issue 15,138,800
shares  of  our  common  stock  to a creditor of Novagen at a price of $0.01 per
share, in full and final settlement of a debt of $151,388 owed by Novagen to the
creditor.  The  shares  were  issued  by  the  Company  on  August  16,  2010.

On August 4, 2010, the Company entered into an agreement to issue 230,000 shares
of  our  common stock to a creditor of Novagen at a price of $0.01 per share, in
full  and  final settlement of a debt of $2,300 owed by Novagen to the creditor.
The  shares  were  issued  by  the  Company  on  August  16,  2010.

On  August  4,  2010,  the  Company entered into an agreement to issue 5,855,800
shares  of  our common stock to a company controlled by a director at a price of
$0.01  per  share,  in  full  and  final settlement of a debt of $58,558 owed by
Novagen  to our sole officer and director. The shares were issued by the Company
on  August  16,  2010.

On  August 4, 2010 the Company accepted subscriptions from three subscribers for
5,000,000  shares  of  our  common stock at a price of $0.01 per share for total
cash  proceeds of $100,000. One of the purchasers, who acquired 2,300,000 shares
through the offering, is the mother of our sole director and officer. The shares
were  issued  on  August  16,  2010.

On August 10, 2010 the Company accepted subscriptions from three subscribers for
5,000,000  shares  of  our  common stock at a price of $0.01 per share for total
cash  proceeds  of  $100,000.  The  shares  were  issued  on  August  16,  2010.

NOTE 6 - SEGMENT INFORMATION

The Company currently conducts all of its operations in Canada.

NOTE  7  -  RELATED  PARTY  TRANSACTIONS

During the year ended December 31, 2009, the Company issued 200,000 common stock
to  one  of its directors as consideration for his services as a director at the
fair market value of $0.55 per share for a total of $110,000.  On March 31, 2010
these  shares were surrendered to the Company and recorded as additional paid-in
capital.

As at June 30, 2010 the Company owed $56,884 (December 31, 2009 - $42,651) to a
director of the Company, for the expenses he paid on behalf of the Company.
<PAGE>
ITEM 2.     MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS

OVERVIEW

Until  July  10,  2009, our business plan was to explore our mineral property to
determine  whether  it  contained  commercially exploitable reserves of valuable
minerals.  Our  plan  was  to  commence a mineral exploration program that would
have  involved  expanded geological mapping, and geochemical sampling that would
cover previously established grid areas, as well as other prospective sites that
might  have  been  developed  to  delineate  either  base  metals  or industrial
minerals.  Due to higher than anticipated fuel costs, we were unable to commence
our  exploration  program as planned in 2008.  By the second quarter of 2009, we
had  insufficient  capital  to  complete  our  program.  In  light  of  market
conditions,  our management determined in our second fiscal quarter of 2009 that
it  was  in the Company's best interests to review opportunities in the field of
solar  energy.

On  April  27,  2009,  we  entered  into  the  Reorganization Agreement with the
shareholders  of  Novagen  Solar (Canada) Ltd. ("NSC") to acquire all the issued
and  outstanding  shares of NSC.  NSC was the exclusive sales agent in Canada of
RSi,  and a non-exclusive sales agent for RSi everywhere else in the world.  The
acquisition of NSC was closed on July 10, 2009.  As a result of the acquisition,
we  abandoned our mineral exploration interests (including a mineral exploration
deposit of $7,610) and began pursuing the marketing, sale and distribution of PV
products as our primary business.  Accordingly, our accumulated operating losses
of  $41,580  to  December  31,  2008  reflect our past activities that have been
either  discontinued  or  abandoned.

On November 10, 2009, the Company agreed with NSC and RSi to terminate the Sales
License granting NSC the right to sell photovoltaic products distributed by RSi.
The  termination  releases  all  parties  to  the  sales license from all claims
arising  from  the sales license or the termination thereof.  As a result of the
termination  of  the  sales  license,  all  parties  are  released  from  their
obligations  thereunder:  NSC  will  not  be  licensed  to  sell  any  products
distributed  by  RSI  in  Canada  or  elsewhere,  and  the  Company will have no
obligation  to issue any shares to RSi.  On December 1, 2009, the acquisition of
NSC  was  rescinded, resulting in all issued and outstanding shares of NSC being
returned  to the original NSC shareholders in exchange for all securities issued
by  the  Company  as  part  of  the  acquisition.

As  part  of  the  rescission of our acquisition of NSC, on December 31, 2009 we
issued a non-interest bearing convertible demand note for $50,000 to NSC for the
acquisition  of  the  solar panels.  NSC may, upon 61 days written notice to the
Company,  convert  the  principal amount owing into common shares of our capital
stock.  The conversion rate will be the average volume weighted closing price of
the  Company's  stock  on  the  NASD  over-the-counter bulletin board for the 10
business  days  preceding  the  notice  date.

We  have not earned revenue since inception and we presently have no solar power
installations  in operation.  Since inception, our activities have been financed
from  the  proceeds  of  share  subscriptions  and  loans  from  management  and
non-affiliated  third  parties.

On  July  10,  2009,  we issued a non-interest bearing convertible debenture for
$30,000 to a former shareholder of NSC in exchange for all of its shares of NSC.
The  convertible  debenture  was surrendered, unredeemed and unconverted, to the
Company  on  December  1,  2009, as part of the rescission of the acquisition of
NSC.

NET LOSS FOR THE PERIOD

We  realized  a  net loss of $1,583 during the three month period ended June 30,
2010,  arising  from  expenses  incurred.  Operating  expenses during the period
consisted  of  professional fees and other general corporate expenses. Operating
expenses  for  the  three month period ended June 30, 2009 were $65,484 and were
attributable to marketing expenses, professional fees, office expenses and other
general  corporate  expenses.

LIQUIDITY  AND  CAPITAL  RESOURCES

As  at  June  30,  2010 we had total assets of $242 consisting entirely of cash.
This  is  a  decrease  from  total  assets  of  $304  as  at  December 31, 2009.

As  of  June  30, 2010, our total liabilities increased to $262,402 comprised of
$155,518  in  trade  debt  arising  from professional fees and our exhibition at
several  trade  shows,  $56,884 owing to a director for expenses incurred on our
behalf  and  a  non-interest  bearing  convertible debenture of $50,000 owing to
Novagen  Solar  (Canada)  Ltd.,  which  is  controlled  by  our sole officer and
director.  As  of  December  31,  2009,  total  liabilities  were  $248,501.

Our  business  is  in the early stages of development.  We do not presently have
sufficient capital to sustain minimal operations for the next 12 months, but our
President  has  undertaken  to provide such financing as may be required in that
regard.  Our  management believes that a minimum of $600,000 will be required to
implement  plan  of  operations  and secure development and regulatory approvals
over  the  next six months.  Our currently available capital and cash flows from
operations  are  insufficient  to  execute  our  current  business plan and fund
business  operations  long  enough  to  become  cash flow positive or to achieve
profitability.  Our  ultimate  success  will  depend  upon  our ability to raise
capital.
<PAGE>
We  will  be  required  to  pursue sources of additional capital through various
means,  including  joint  venture projects and debt or equity financings. Future
financings  through  equity  investments  are  likely to be dilutive to existing
stockholders.  Also,  the  terms  of  securities  we may issue in future capital
transactions  may  be  more  favorable  for  our  new  investors.  Newly  issued
securities  may include preferences, superior voting rights, and the issuance of
warrants  or  other  derivative  securities,  which may have additional dilutive
effects.  Further, we may incur substantial costs in pursuing future capital and
financing,  including  investment  banking  fees,  legal  fees, accounting fees,
printing  and  distribution expenses and other costs. We may also be required to
recognize  non-cash expenses in connection with certain securities we may issue,
such  as  convertible  notes  and  warrants,  which  will  adversely  impact our
financial  condition.

Our  ability  to  obtain needed financing may be impaired by such factors as the
capital  markets,  both  generally  and  specifically  in  the  renewable energy
industry,  and the fact that we have not been profitable, which could impact the
availability  or cost of future financings. If the amount of capital we are able
to  raise  from financing activities, together with our revenue from operations,
is  not  sufficient  to  satisfy  our  capital needs, even to the extent that we
reduce  our  operations  accordingly,  we  may  be required to cease operations.

There  is  no  assurance  that  we  will  be  able  to obtain financing on terms
satisfactory  to  use,  or at all.  We do not have any arrangements in place for
any  future  financing.  If  we  are unable to secure additional funding, we may
cease or suspend operations.  We have no plans, arrangements or contingencies in
place  in  the  event  that  we  cease  operations.

ITEM  4.     CONTROLS  AND  PROCEDURES

EVALUATION  OF  DISCLOSURE  CONTROLS  AND  PROCEDURES

As  of  June  30,  2010, we carried out an evaluation, under the supervision and
with  the participation of our management, including our Chief Executive Officer
and  Chief  Financial  Officer  (who  are  one  and  the  same  person),  of the
effectiveness  of  the  design  and  operation  of  our  disclosure controls and
procedures  pursuant  to  Exchange  Act  Rules 13a-15(e) and 15d-15(e) under the
Securities  Exchange  Act  of  1934,  as  amended.  Based solely on the material
weaknesses  described  below,  our  Chief  Executive Officer and Chief Financial
Officer  concluded  that, as of June 30, 2010, the Company's disclosure controls
and  procedures  were  not  effective:

1.     The  Company  presently has only two officers and no employees.  Inasmuch
as  there is no segregation of duties within the Company, there is no management
oversight,  no  one to review control documentation and no control documentation
is  being  produced.

CHANGES  IN  DISCLOSURE  CONTROLS  AND  PROCEDURES

There were no changes in disclosure controls and procedures that occurred during
the  period  covered  by  this  report  that  have  materially  affected, or are
reasonably  likely to materially effect, our disclosure controls and procedures.
We  will  not  be  implementing  any  changes  to  our  disclosure  controls and
procedures  until  there  is  a  significant change in our operations or capital
resources.

                         PART II.     OTHER INFORMATION

ITEM  1.     LEGAL  PROCEEDINGS

The  Company  is  not  a  party  to  any  material  legal proceedings and to its
knowledge,  no  such  proceedings  are  threatened  or  contemplated.

ITEM  2.     UNREGISTERED  SALES  OF  EQUITY  SECURITIES  AND  USE  OF  PROCEEDS

At  present,  our  common  stock  is  not  publicly  traded.

As  of  June  30,  2010  there  were  60  owners  of record of our common stock.

DIVIDEND  POLICY

Our  Board  of  Directors may declare and pay dividends on outstanding shares of
common  stock  out  of  funds legally available therefor in our sole discretion;
however,  to  date  no  dividends  have  been paid on common stock and we do not
anticipate  the  payment  of  dividends  in  the  foreseeable  future.
<PAGE>
ITEM 3.     DEFAULT UPON SENIOR NOTES

Not applicable.

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

None.

ITEM 5.     OTHER INFORMATION

None.

ITEM 6.     EXHIBITS

EXHIBIT     DESCRIPTION

31.1     Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

32.1     Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of
2002

SIGNATURES

In accordance with the requirements of the Exchange Act, the registrant caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.

                                             NOVAGEN SOLAR INC.

Date: August 20, 2010                        /s/ Thomas Mills
                                             Thomas Mills
                                             President, Chief Executive Officer,
                                             Chief Financial Officer, and
                                             Principal Accounting Officer