UNITED
      STATES


SECURITIES
      AND EXCHANGE COMMISSION


Washington,
      DC 20549








FORM
      10-KSB





(Mark
      One)





x
            Annual
                Report under Section 13 or 15 (d) of The Securities Exchange Act
                of
                1934


For
      the
      fiscal year ended December 31, 2007





o
            Transition
                Report under Section 14 or 15 (d) of The Securities Exchange Act
                of
                1934


For
      the
      transition period from _________ to __________.





**MILLENNIUM
      ENERGY CORP.**


(formerly
      CBp Carbon Green, Inc.


and
      formerly Shopper’s Wallet, Inc.)


(Exact
      name of registrant as specified in its charter)





Nevada
            333-139765
            98-050298(State
                or other
            (Commission
                File No.)
            (I.R.S.
                Employerjurisdiction
            
            Identification
                No.)of
                Company )





**2820
      W. Charleston, Suite 22**


**Las
      Vegas, Nevada, 89102**


**(Address
      of principal executive offices, including Zip Code)**





**Registrant’s
      telephone number, including area code:** **011-30-210-895-8786**








**N/A**


**(Former
      name or former address, if changed since last report)**








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





Securities
      registered under Section 12 (g) of the Exchange Act: Common Stock, $0.0001
      par
      value.





Check
      whether the issuer is not required to file reports pursuant to Section 13 or
      15(d) of the Exchange Act: o





Check
      whether the issuer (1) filed all reports required to be filed by Section 13
      or
      15 (d) of the Exchange Act during the past twelve 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 o





Indicate
      by check mark whether the registrant is an accelerated filer (as defined in
      Rule
      12b-2 of the Exchange Act).


Yes
o
      No x





Check
      if
      there is no disclosure of delinquent filers in response to Item 405 of
      Regulation S-B is not contained in this form, and no disclosure will be
      contained, to the best of registrant’s knowledge, in definitive proxy or
      information statements incorporated by reference in Part III of the Form 10-KSB
      or any amendment to this Form 10-KSB. o





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


Yes o
      No x





State
      issuer’s revenues for its most recent fiscal year: Nil for the year ended
      December 31, 2007.





The
      aggregate market value of the voting and non-voting shares of common equity
      held
      by non-affiliates of the Registrant as of March 31, 2008 was 34,999,995 shares
      X
      $0.00 per share = $0.00.





The
      number of outstanding shares of the registrant’s Common Stock, $0.0001 par
      value, as of March 31, 2008 was 109,999,995 shares.





Transitional
      Small Business Disclosure Format:   Yes
o
      No x





**Table
      Of Contents**




**Part
                I**
            
            
            **1**Item
                1. Description Of Business
            
            
            1Item
                2. Description Of Property
            
            
            7Item
                3. Legal Proceedings
            
            
            7Item
                4. Submission Of Matters To A Vote Of Security Holders
            
            
            7**Part
                II**
            
            
            **7**Item
                5. Market For Common Equity And Related Stockholder
                Matters
            
            
            7Item
                6. Management’s Discussion And Analysis Or Plan Of
                Operation
            
            
            8Item
                7. Financial Statements
            
            
            11Item
                8. Changes In And Disagreements With Accountants On Accounting And
                Financial Disclosure
            
            
            12Item
                8a. Controls And Procedures
            
            
            12Item
                8b. Other Information
            
            
            13**Part
                III**
            
            
            **13**Item
                9. Directors, Executive Officers, Promoters, Control Persons And
                Corporate
                Governance; Compliance With Section 16(A) Of The Exchange
                Act
            
            
            13Item
                10. Executive Compensation
            
            
            14Item
                11. Security Ownership Of Certain Beneficial Owners And Management
                And
                Related Stockholder Matters
            
            
            14Item
                12. Certain Relationships And Related Transactions
            
            
            15Item
                13. Exhibits
            
            
            15Item
                14. Principal Accountant Fees And Services
            
            
            15**SIGNATURES**
            
            
            **17**Exhibit
                Index
            
            
            18








USE
      OF
      NAMES





In
      this
      annual report, the terms “Millennium Energy”, “Company”, “we”, or “our”, unless
      the context otherwise requires, means Millennium Energy Corp.





**CAUTIONARY
      STATEMENT REGARDING FORWARD-LOOKING STATEMENTS**





This
      annual report on Form 10-KSB and other reports that we filed with the SEC
      contain “forward-looking statements.” All statements other than statements of
      historical fact are “forward-looking statements.” Forward-looking statements may
      include the words “may,” “will,” “estimate,” “intend,” “continue,” “believe,”
“expect,” “plan,” or “anticipate” and other similar words. Such forward-looking
      statements may be contained in “Management’s Discussion and Analysis of
      Financial Condition and Results of Operations,” among other places.





Although
      we believe the expectations reflected in our forward-looking statements are
      reasonable, actual results could differ materially from those projected or
      assumed in our forward-looking statements. Our future financial condition and
      results of operations, as well as any forward-looking statements, are subject
      to
      change and are subject to inherent risks and uncertainties, such as those
      disclosed in this Annual Report. Each forward-looking statement speaks only
      as
      of the date of the particular statement.










**Part
      I**





***Item
      1.****Description of Business***





Overview
      of the Company





Millennium
      Energy Corp. (the “Company”) was incorporated in the State of Nevada on June 28,
      2006. The Company is a development stage company as defined by Statement of
      Financial Accounting Standard (“SFAS”) No. 7 “Accounting and Reporting for
      Development Stage Enterprises.” On November 29, 2007, the Company completed a
      merger with its wholly-owned subsidiary, CBp Carbon Green, Inc., which was
      incorporated in the State of Nevada on November 7, 2007 solely to effect a
      name
      change. As a result, the Company changed its name from Shopper’s Wallet, Inc. to
      CBp Carbon Green, Inc. On March 26, 2008, the Company completed a merger with
      its wholly-owned subsidiary, Millennium Energy Corp., which was incorporated
      in
      the State of Nevada on February 22, 2008 solely to effect a name change. As
      a
      result, the Company changed its name from CBp Carbon Green, Inc. to Millennium
      Energy Corp. The Company’s common shares are listed for trading on the OTC
      Bulletin Board under the symbol “MLME”.




We
      have
      commenced only limited operations, primarily focused on organizational matters.
      We have never declared bankruptcy, have never been in receivership, and have
      never been involved in any legal action or proceedings. We have not made any
      significant purchase or sale of assets.





From
      June
      2006 to November 2007, we were focused on offering interactive English language
      training courses specifically designed for adults studying English as a second
      language. Our product, the course content, which will be available both on-line
      and in DVD media format, will cover English phonetics, grammar, pronunciation,
      spoken English, vocabulary and learning games. We had planned to develop our
      product with animation graphics and interactive capabilities. It was our goal
      to
      offer our product both online and through the direct sale of DVD products.
      Our
      target market was the non-native, English adult students interested in improving
      their language skills.





The
      content of our products was expected to include:





*
            Video
                dialogues


*
            Audio
                scripts (for videos)


*
            Clickable
                words and pictures


*
            Text
                and audio definitions


*
            Engaging,
                interactive learning activities





Once
      we
      set-up our website, our customers would be able to access our language training
      course either through a DVD purchase or their password protected account at
      our
      website.





However,
      in November of 2007, we had a change of control of the Company and expected
      to
      change the business direction of the Company from interactive English language
      training courses to receiving a license of pyrolysis technology from Ariana
      Intervest Ltd., which technology had been licensed by CBp Carbon Industries,
      Inc. (a non-related company) under previous agreement with the patent holder.
      However, CBp Carbon Industries, Inc. advised that it does not consent to the
      license of the pyrolysis technology from Ariana Intervest Ltd. to the Company
      and does not permit the use of the CBp name by the Company. Therefore, in March
      of 2008, we effected a name change of the Company to Milllennium Energy Corp.
      in
      order to more closely reflect the new business direction of the Company, which
      is uranium exploration.




1




Our
      President and CEO has no experience in the business of uranium exploration,
      however, she intends to engage qualified consultants and geologists to assist
      the Company with its anticipated uranium exploration activities.





We
      do not
      currently have sufficient capital to operate our business and we will require
      additional funding in the future to sustain our operations. There is no
      assurance that we will ever have revenue in the future or that we will be able
      to secure the necessary funding to develop our business.





Our
      offices are currently located at 2820 W. Charleston, Suite 22, Las Vegas,
      Nevada, 89102. Our  telephone
      number is 011-30-210-895-8786.





**RISK
      FACTORS**





An
      investment in our common stock involves a high degree of risk. You should
      carefully consider the following factors and other information in this
      prospectus before deciding to invest in our company. If any of the following
      risks actually occur, our business, financial condition, results of operations
      and prospects for growth would likely suffer. As a result, you could lose all
      or
      part of your investment.





**RISKS
      RELATED TO OUR COMPANY**





***We
      have a going concern opinion from our auditors, indicating the possibility
      that
      we may not be able to continue to operate.***





The
      Company has incurred net losses of $83,996 for the period from June 28, 2006
      (inception) to December 31, 2007. We anticipate generating losses for the next
      12 months. Therefore, we may be unable to continue operations in the future
      as a
      going concern. No adjustment has been made in the accompanying financial
      statements to the amounts and classification of assets and liabilities which
      could result should we be unable to continue as a going concern. If we cannot
      continue as a viable entity, our shareholders may lose some or all of their
      investment in the Company.





***We
      are a development stage company and may never be able to execute our business
      plan.***





We
      were
      incorporated on June 28, 2006. We currently have no products, customers or
      revenues. Although we have begun initial planning for the development of a
      uranium exploration company, we may not be able to execute our business plan
      unless and until we are successful in raising funds in the near future. In
      addition, our independent auditors included an explanatory paragraph in their
      report on the accompanying financial statements regarding concerns about our
      ability to continue as a going concern. As a result, we may not be able to
      obtain additional necessary funding.





There
      can
      be no assurance that we will ever achieve any revenues or profitability. The
      revenue and income potential of our proposed business and operations is
      unproven, and the lack of operating history makes it difficult to evaluate
      the
      future prospects of our business.





***Our
      business plan may be unsuccessful.***





The
      success of our business plan is dependent on our ability to discover a mineral
      reserve on one or more properties covered by exploration licenses, however,
      there can be no assurance that we will be able to develop any potential property
      into a producing mine and extract those resources. Therefore, the lack of
      operating history makes it difficult to validate our business plan.




2




***We
      have no operating history and have maintained losses since inception, which
      we
      expect to continue in the future.***





We
      incurred net losses of $83,996 for the period from June 28, 2006 (inception)
      to
      December 31, 2007 and expect to incur more operating losses over the next 12
      months and in future periods. These losses will occur because we do not yet
      have
      any revenues to offset the expenses associated with the development and
      exploration for uranium. We cannot guarantee that we will ever be successful
      in
      generating revenues in the future. We recognize that if we are unable to
      generate revenues, we may not be able to earn profits or continue
      operations.





There
      is
      no history upon which to base any assumption as to the likelihood that we will
      prove successful, and we can provide investors with no assurance that we will
      generate any operating revenues or ever achieve profitable operations. If we
      are
      unsuccessful in addressing these risks, our business will most likely
      fail.





***Our
      executive officers and directors have significant voting power and may take
      actions that may be different than actions sought by our other
      shareholders.***





Our
      sole
      officer and director owns approximately 68.2% of the outstanding shares of
      our
      common stock. Therefore, such shareholder will be able to exercise significant
      influence over all matters requiring shareholder approval. This influence over
      our affairs might be adverse to the interest of our other stockholders. In
      addition, this concentration of ownership could delay or prevent a change in
      control and might have an adverse effect on the market price of our common
      stock.





***Since
      our officers can work or consult for other companies, their other activities
      could slow down our operations.***





Our
      sole
      officer and director is not required to work exclusively for us and does not
      devote all of her time to our operations. Therefore, it is possible that her
      pursuit of other activities may slow our operations and reduce our financial
      results because of the slow down in operations. It is expected that our sole
      officer and director will devote between 5 and 30 hours per week to our
      operations on an ongoing basis, and will devote whole days and even multiple
      days at a stretch when required.





***Our
      officers have no technical training or experience in mineral exploration. We
      may
      suffer irreparable harm due to this lack of experience, which in turn may result
      in the loss of your investment.***





Due
      to
      our sole officer and director’s lack of experience, our sole officer may make
      wrong decisions and choices regarding mineral exploration development and may
      not take into account standard industry approaches which other mineral
      exploration companies commonly use. Consequently our operations, earnings and
      ultimate financial success could suffer irreparable harm due to our sole
      officer’s lack of experience in the mineral exploration industry. As a result we
      may have to suspend or cease operations which will result in the loss of your
      investment.





***We
      depend on our key personnel, the loss of whom would adversely affect our
      operations. If we fail to attract and retain the talent required for our
      business, our business will be materially harmed.***





We
      are a
      small company with no full-time employees as of December 31, 2007, and we depend
      to a great extent on the principal member of our management. If we lose the
      services of our sole officer and director, it could significantly impede the
      achievement of our objectives. We do not currently have any key man life
      insurance policies. We have not entered into employment agreements with our
      sole
      officer and director. In addition, recruiting and retaining qualified
      exploration personnel will be critical to our success. We may not be able to
      retain existing personnel or attract and retain qualified staff in the future.
      If we fail to hire and retain personnel in key positions, we may be unable
      to
      achieve our exploration objectives in a timely manner.




3




**RISKS
      ASSOCIATED WITH OUR COMMON STOCK**





***Trades
      on the OTC Bulletin Board may be volatile and sporadic; the market price of
      our
      common stock could be depressed and therefore difficult for our shareholders
      to
      resell their shares.***





Our
      common stock is quoted on the OTC Bulletin Board service of the National
      Association of Securities Dealers. Trading of stock on the OTC Bulletin Board
      is
      often thin and characterized by wide fluctuations in trading prices due to
      many
      factors that may not correlate with our operations or business prospects. This
      volatility could depress the market price of our common stock for reasons
      unrelated to operating performance. Moreover, the OTC Bulletin Board is not
      a
      stock exchange and trading of securities on the OTC Bulletin Board is often
      more
      sporadic than the trading of securities on a quotation system like Nasdaq or
      a
      stock exchange like the American Stock Exchange. Accordingly, our shareholders
      may have difficulty reselling some or all of their shares.





***Our
      stock is a penny stock. Trading of our shares may be restricted by the SEC’s
      penny stock regulations and the NASD’s sales practice requirements, which may
      limit a shareholder’s ability to buy and sell our shares.***





The
      Securities and Exchange Commission has defined “penny stock” under Rule 3a51-1
      and as such our stock is penny stock. Our securities are covered by the penny
      stock rules, Rule 15g-9, which imposes additional sales practice requirements,
      including disclosure requirements, on broker-dealers who sell to persons other
      than established customers and “accredited investors”. The disclosure
      requirements may have the effect of reducing the level of trading activity
      in
      the secondary market for stock that is subject to the penny stock rules. The
      penny stock rules may affect the ability of broker-dealers to trade our
      securities. We believe that the penny stock rules discourage investor interest
      in, and limit the marketability of, our common stock.





In
      addition, the Financial Industry Regulatory Authority has adopted rules that
      require a broker/dealer, when recommending an investment to a customer, to
      have
      reasonable grounds for believing that the investment is suitable for that
      customer. Prior to recommending speculative low priced securities to their
      non-institutional customers, broker/dealers must make reasonable efforts to
      obtain information about the customer’s financial status, tax status, investment
      objectives and other information. Interpretations of these rules suggest that
      there is a high probability that speculative low-priced securities will not
      be
      suitable for some customers. The Financial Industry Regulatory Authority
      requirements make it more difficult for broker/dealers to recommend that their
      customers buy our common stock, which may limit your ability to buy and sell
      our
      stock.





***Because
      we do not intend to pay any cash dividends on our shares of common stock, our
      stockholders will not be able to receive a return on their shares unless they
      sell them.***





We
      intend
      to retain any future earnings to finance the development and expansion of our
      business. We do not anticipate paying any cash dividends on our common stock
      in
      the foreseeable future. Unless we pay dividends, our stockholders will not
      be
      able to receive a return on their shares unless they sell them.





4




**RISKS
      ASSOCIATED WITH MINING**




***No
      assurances are given regarding the existence of any mineral resource on any
      potential mineral property or mineral license that we may be able to acquire
      that is in commercially exploitable quantities. Funds expended on any
      exploration will be lost until such time as we may be able to earn revenues
      from
      operations, if any. If we do not discover any mineral resource in commercially
      exploitable quantities, our business may fail.***




A
      reserve, in the context of a mining reserve, is defined by the Securities and
      Exchange Commission in its Industry Guide 7 as that part of a mineral deposit
      which could be economically and legally extracted or produced at the time of
      the
      reserve determination. The probability of an individual prospect ever having
      a
“reserve” that meets the requirements of the Securities and Exchange
      Commission’s Industry Guide 7 is extremely remote; in all probability any
      potential mineral resource property that we may be able to acquire does not
      contain any “reserve” and any funds that we spend on exploration will probably
      be lost.




Even
      if
      we do eventually discover a mineral reserve on one or more potential mineral
      properties or licenses that we may be able to acquire, there can be no assurance
      that we will be able to develop these properties or licenses into producing
      mines and extract those resources. Both mineral exploration and development
      involve a high degree of risk and few properties which are explored are
      ultimately developed into producing mines.




The
      commercial viability of an established mineral deposit will depend on a number
      of factors including, by way of example, the size, grade and other attributes
      of
      the mineral deposit, the proximity of the resource to infrastructure such as
      a
      processing facility, roads and a point for shipping, government regulation
      and
      market prices. Most of these factors will be beyond our control, and any of
      them
      could increase costs and make extraction of any identified mineral resource
      unprofitable.




***Mineral
      operations are subject to applicable law and government regulation. Discovery
      of
      a mineral resource in a commercially exploitable quantity is subject to these
      laws and regulations and could restrict or prohibit the exploitation of that
      mineral resource. Failure to exploit any mineral resource that we might discover
      may cause our business to fail.***




Mineral
      exploration and extraction procedures require permits from various foreign
      governmental authorities and are governed by laws and regulations, including
      those with respect to prospecting, mine development, mineral production,
      transport, export, taxation, labor standards, occupational health, waste
      disposal, toxic substances, land use, environmental protection, mine safety
      and
      other matters. We cannot assure that we may be able to obtain or maintain any
      permits required for exploration on any potential mineral property or license
      that we may be able to acquire or for the construction and operation of a mine
      on such properties at economically viable costs. Failure to obtain and maintain
      permits or failure to construct and operate a mine may cause our business to
      fail.




***Establishing
      the existence of a mineral resource on any potential mineral property or license
      in commercially exploitable quantities und subsequently developing a potential
      property or license into a producing mine will require additional capital.
      Failure to raise this additional capital may prevent us from acquiring a
      potential mineral property or license, and most likely will prevent us from
      being able to exploit any mineral resource and may cause our business to fail.***




Discovery
      of mineral resources in commercially exploitable quantities on any potential
      mineral property or license that we may be able to acquire will require us
      to
      expend substantial sums of money to establish the extent of the resource,
      develop processes to extract it and develop extraction and processing facilities
      and infrastructure. Although substantial benefits may be derived from the
      discovery of a major deposit, we cannot assure that such a resource will be
      significant to justify commercial operations, nor can we assure that we will
      be
      able to raise the funds required for timely development. Failure to raise the
      necessary capital or complete the necessary facilities and infrastructure may
      cause our business to fail.




5




***Mineral
      prices are subject to dramatic and unpredictable
      fluctuations.*** ****




Revenues,
      if any, are expected to be derived from either the sale of a licensed mineral
      resource property if we are able to acquire such a property or from the
      extraction and sale of any mineral resources from such a property. Commodity
      prices have fluctuated widely in recent years and are affected by numerous
      factors beyond our control, including international, economic and political
      trends, expectations of inflation, currency exchange fluctuations, interest
      rates, global or regional consumptive patterns, speculative activities and
      increased production due to new extraction developments and improved extraction
      and production methods. The effect of these factors on the price of mineral
      resources and therefore the economic viability of any potential mineral property
      that we may be able to acquire and exploration projects cannot be accurately
      predicted.




***The
      mining industry is highly competitive and we cannot assure of successful future
      mineral claim acquisitions. Failure to acquire properties for mineral resource
      exploration may require us to cease operations.***




The
      mineral exploration, development, and production industry is largely
      desegregated. While we compete with other exploration companies in the effort
      to
      locate and acquire mineral resource properties, we may not compete with them
      for
      the removal or sales of mineral products from any potential mineral property
      or
      license that we may be able to acquire if we should eventually discover the
      presence of them in quantities sufficient to make production economically
      feasible. Markets exist worldwide for the sale of mineral products and we will
      likely be able to sell any mineral products that we identify and
      produce.




In
      identifying and acquiring mineral resource properties, we compete with many
      companies possessing greater financial resources and technical facilities.
      Competition could adversely affect our ability to acquire suitable prospects
      for
      exploration in the future. Accordingly, we cannot assure that we will acquire
      any interest in mineral resource properties that might yield reserves or result
      in commercial mining operations.





**TRANSFER
      AGENT**





We
      have
      appointed the following transfer agent for our shares of common stock: Island
      Capital Management, LLC, dba Island Stock Transfer, located at 100 Second Avenue
      S., Suite 300N St. Petersburg, FL 33701. Phone: (727) 289-0010 Fax: (727)
      289-0069. The transfer agent is responsible for all record-keeping and
      administrative functions in connection with our issued and outstanding common
      stock.





**AVAILABLE
      INFORMATION**





The
      Company’s filings with the Securities and Exchange Commission (“SEC”) may be
      accessed at the internet address of the SEC, which is http://www.sec.gov .
      Also,
      the public may read and copy any materials that the Company files with at the
      SEC’s Public Reference Room at 100 F Street, N.E., Room 1580 Washington, D.C.
      20549. The public may obtain information on the operation of the Public
      Reference Room by calling the SEC at 1-800-SEC-0330.




6




***Item
      2*****.*Description of Property***





We
      do not
      lease or own any real property. We currently maintain our corporate office
      at 43
      Pireos St., Ano Voula, Athens, Greece, in space provided to us by our President.
      We do not pay any rental fees for use of this space. This space is sufficient
      until we commence full operations.





The
      Company does not have any policies regarding investments in real estate,
      securities or other forms of property.





***Item
      3. Legal Proceedings***





We
      know
      of no existing or pending legal proceedings against us, nor are we involved
      as a
      plaintiff in any proceeding or pending litigation. There are no proceedings
      in
      which any of our directors, officers or any of their respective affiliates,
      or
      any beneficial shareholder, is an adverse party or has a material interest
      adverse to our interest.





***Item
      4.**Submission o******f Matters To A Vote Of
      Security Holders***





None




**Part
      II**





***Item
      5. Market for Common Equity a****nd Related Stockholder
      Matters***





**MARKET
      INFORMATION**





The
      Company’s Common Stock trades on NASDAQ’s Over-the-Counter Bulletin Board under
      the symbol “MLME”. It previously traded under the symbol “CBPG” between November
      29, 2007 and March 25, 2008 and “SHRW” from the date the Company’s shares were
      first listed and posted for trading to November 28, 2007.





We
      are
      authorized to issue 2,250,000,000 shares of common stock, at a par value of
      $0.001 per share. As of March 31, 2008, there are 109,999,995 shares of common
      stock issued and outstanding. There are no outstanding options or warrants
      or
      securities that are convertible into shares of common stock.





There
      is
      currently a limited trading market for the Company’s common stock.





**HOLDERS**





The
      Company had 36 holders of record for its common shares as of March 31,
      2008.





**DIVIDENDS**





We
      have
      not paid any dividends since our incorporation and do not anticipate the payment
      of dividends in the foreseeable future. At present, our policy is to retain
      earnings, if any, to develop and market our products. The payment of dividends
      in the future will depend upon, among other factors, our earnings, capital
      requirements and operating financial conditions.




7




**SECURITIES
      AUTHORIZED FOR ISSUANCE UNDER EQUITY COMPENSATION PLANS**





We
      do not
      have any compensation plan under which equity securities are authorized for
      issuance.





***Item
      6****. Management’s Discussion and Analysis or Plan of
      Operation***





**Overview**





Millennium
      Energy Corp was incorporated on June 28, 2006, in the State of Nevada. We are
      a
      start-up exploration stage corporation with no current business operations
      and
      no revenues from our business operations. We do not expect to commence earning
      revenues in the near future. Our auditors have issued a going concern opinion.
      This means that our auditors believe there is substantial doubt that we can
      continue as an on-going business for the next twelve months. We do not
      anticipate generating significant revenues until after we have acquired mineral
      properties, explored these properties and evaluated these properties as to
      the
      economic feasibility of commercially mining the properties. Accordingly, we
      must
      raise cash from sources other than our operations in order to purchase mineral
      properties and or licenses and rights to mine these properties and to retain
      specialists and consultants for the purpose of locating and securing mineral
      properties and thereafter beginning exploration on these properties. We plan
      to
      focus our mineral exploration prospects on mineral bodies containing
      uranium.





We
      have
      raised money from an offering of our shares pursuant to a Registration Statement
      on Form SB-2. As of June 18, 2007, we successfully completed the sale of
      2,333,333 shares of our common stock to various offshore investors at a price
      per share of $0.03 for aggregate proceeds of $70,000. The shares of common
      stock
      sold to the investors were previously registered by us pursuant to a
      registration statement on Form SB-2, which was declared effective by the
      Securities and Exchange Commission on January 19, 2007.





Effective
      November 29, 2007, we effected a fifteen (15) for one (1) forward stock split
      of
      our authorized, issued and outstanding common stock. As a result, our authorized
      capital has increased from 150,000,000 shares of common stock with a par value
      of $0.0001 to 2,250,000,000 shares of common stock with a par value of $0.0001.
      Our issued and outstanding share capital has increased from 7,333,333 shares
      of
      common stock to 109,999,995 shares of common stock.





At
      the
      present time, we have not made any arrangements to raise additional cash.
      However, we will require additional funds in the next twelve months and we
      may
      seek to obtain additional funds through a second public offering, private
      placement of securities, or loans. Other than as described in this paragraph,
      we
      have no other financing plans at this time.





**PLAN
      OF OPERATION**





Our
      auditors have issued a going concern opinion. This means that there is
      substantial doubt that we can continue as an on-going business for the next
      twelve months unless we obtain additional capital to pay our bills. This is
      because we have not generated any revenues and no revenues are anticipated
      until
      we stake claims on mineral properties, locate mineral deposits and begin
      removing and selling minerals. There is no assurance we will ever reach this
      point. Our only source for cash at this time is investments by others in
      Millennium Energy Corp. We must raise cash to implement our project and stay
      in
      business. We intend to acquire properties or exploration rights and to conduct
      research in the form of exploration on such properties.




8




Our
      exploration target is to find mineral bodies containing uranium. Our success
      depends upon finding mineralized material. This will require a determination
      by
      a geological consultant as to whether any of the mineral properties we intend
      to
      acquire contains mineralized material. Mineralized material is a mineralized
      body, which has been delineated by appropriate spaced drilling or underground
      sampling to support sufficient tonnage and average grade of minerals to justify
      removal. If we don’t find mineralized material or we cannot remove mineralized
      material, either because we do not have the money to do it or because it is
      not
      economically feasible to do it, we will cease operations and you will lose
      your
      investment.





In
      addition, we may not have enough money to acquire and subsequently complete
      our
      exploration of mineral properties. If it turns out that we have not raised
      enough money to acquire mineral properties and complete our anticipated
      exploration program, we will try to raise additional funds from a private
      placement or loans. There is no assurance that we will raise additional money
      in
      the future. If we require additional money and are unable to raise it, we will
      have to suspend or cease operations.





After
      acquiring mineral properties, we will have to conduct exploration to determine
      what amount of minerals, if any, exist on the properties and if it is
      economically feasible to extract and process any of the mineralized material.
      Economically feasible means that the costs associated with the removal of the
      mineralized material will not exceed the price at which we can sell the
      mineralized material. We can’t predict what that will be until we find
      mineralized material.





We
      do not
      own any mineral properties nor claim to have any rights to any minerals or
      reserves at this time.





If
      we are
      unable to complete any phase of our proposed plan of acquisition and exploration
      because we do not have enough money, we will cease operations until we raise
      more money. If we cannot or do not raise more money, we will cease operations.
      If we are required to cease operations, we will investigate all other
      opportunities to maintain stockholder value.





We
      do not
      intend to hire additional employees at this time. All of the work to be
      conducted on any acquired properties will be conducted by unaffiliated
      independent contractors that we will hire. The independent contractors will
      be
      responsible for surveying, geology, engineering, exploration, and excavation.
      The geologists will evaluate the information derived from the exploration and
      excavation and the engineers will advise us on the economic feasibility of
      removing any mineralized material.





**PURCHASE
      OF SIGNIFICANT EQUIPMENT**





We
      do not
      intend on buying any plant or significant equipment during the next twelve
      months.





**LIMITED
      OPERATING HISTORY: NEED FOR ADDITIONAL CAPITAL**





There
      is
      limited historical financial information about us upon which to base an
      evaluation of our performance. We are an exploration stage company, and have
      not
      generated any revenues from operations. We cannot guarantee we will be
      successful in our business operations. Our business is subject to risks inherent
      in the establishment of a new business enterprise, including limited capital
      resources, possible delays in the acquisition and exploration of mineral
      properties, and possible cost overruns due to price and cost increases in
      services.





Once
      we
      acquire mineral properties we plan to conduct research and exploration of any
      acquired properties, and if successful and economically feasible, we plan to
      start production of any minerals we may find. We anticipate seeking equity
      financing to provide for the capital required to implement our research and
      exploration plans.




9




We
      have
      no assurance that future financings will be available to us on acceptable terms.
      If financing is not available on satisfactory terms, we may be unable to
      continue, develop or expand our operations. Equity financing could result in
      additional dilution to existing stockholders.





**LIQUIDITY
      AND CAPITAL RESOURCES**





To
      meet
      our need for cash we intend to raise money from private placement offerings.
      We
      cannot guarantee that we will be able to raise enough money to stay in business.
      If we acquire mineral properties, find mineralized material and it is
      economically feasible to remove the mineralized material, we will attempt to
      raise additional money through a subsequent private placement, public offering
      or through loans. If we do not raise all of the money we need to complete our
      exploration plans, we will have to find alternative sources, like a second
      public offering, a private placement of securities, or loans from our officers
      or others.





At
      December 31, 2007, we had working capital of $8,996, compared to $8,558 at
      December 31, 2006. At December 31, 2007, our total assets consisted of cash
      of
      $82,605 compared to cash of $6,453 at December 31, 2006.





As
      of
      June 18, 2007 we have successfully completed the sale of 2,333,333 shares of
      our
      common stock to various investors at a price per share of $0.03 for aggregate
      proceeds of $70,000. From inception to December 31, 2007 we have incurred losses
      of $83,996. The principal components of our losses for the twelve months ended
      December 31, 2007 included general and administrative costs of $30,144, and
      product development costs of $38,000.





We
      used
      approximately $24,000 to pay for professional and other fees related to our
      SB-2
      registration statement and $10,000 for our share transfer agent. During the
      third quarter, we spent $38,000 on the development of our product pursuant
      to
      our previous business prospects of marketing an online English Language Training
      course. This included costs for the design and programming of our initial
      product.





As
      of the
      date of this annual report we have yet to generate any revenues.





As
      of
      December 31, 2007, our total assets were $82,605; our total liabilities were
      $91,601; and, we had cash resources of $82,605.





If
      we
      fail to generate sufficient net revenues, we will need to raise additional
      capital to continue our operations thereafter. We cannot guarantee that
      additional funding will be available on favorable terms, if at all. Any further
      shortfall will affect our ability to expand or even continue our operations.
      We
      cannot guarantee that additional funding will be available on favorable terms,
      if at all.





**GOING
      CONCERN CONSIDERATION**





Our
      independent auditors included an explanatory paragraph in their report on the
      accompanying financial statements regarding concerns about our ability to
      continue as a going concern. Our financial statements contain additional note
      disclosures describing the circumstances that lead to this disclosure by our
      independent auditors.




10




**OFF-BALANCE
      SHEET ARRANGEMENTS**





We
      have
      no off-balance sheet arrangements.





**Net
      Loss**





The
      Company has net losses for the period from inception to December 31, 2007 of
      $83,996. This condition raises substantial doubt about the Company’s ability to
      continue as a going concern. The Company’s continuation as a going concern is
      dependent on its ability to meet its obligations, to obtain additional financing
      as may be required and ultimately to attain profitability. The financial
      statements do not include any adjustments that might result from the outcome
      of
      this uncertainty.





**Net
      Operating Losses**





As
      of
      December 31, 2007, the Company has a net operating loss carry forward of
      approximately $83,996 which will expire 19 years from the date the loss was
      incurred.





**Revenues**





We
      have
      not generated any revenues to date from our operations.





***Item
      7. Financial Statements***


(See
      next
      page)





11




**MILLENNIUM
        ENERGY CORP.**
 
 **FORMERLY
        CBp CARBON GREEN, INC. AND**
 
 **FORMERLY
        SHOPPER’S WALLET, INC.**
 
 **Financial
        Statements**
 
 **December
        31, 2007**












**MOORE
        & ASSOCIATES, CHARTERED**
 ** *ACCOUNTANTS
        AND ADVISORS*
 *PCAOB
        REGISTERED*
 
 
 **REPORT
        OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM**
 
 **To
        the Board of Directors**
 **Millennium
        Energy Corporation**
 **fka
        CBp Carbon Green, Inc. and fka Shopper’s Wallet, Inc.**
 **(A
        Development Stage Company)**
 
 We
        have
        audited the accompanying balance sheet of Millennium Energy Corporation fka
        CBp
        Carbon Green, Inc. and fka Shopper’s Wallet, Inc. (A Development Stage Company)
        as of December 31, 2007 and 2006, and the related statements of operations,
        stockholders’ equity and cash flows for the year then ended, from June 28, 2006
        through December 31, 2006, and from inception on June 28, 2006 through December
        31, 2007. 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 standards of the Public Company
        Accounting Oversight Board (United States). Those standards require that
        we plan
        and perform the audits 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, the financial statements referred to above present fairly, in all
        material respects, the financial position of Millennium Energy Corporation
        fka
        CBp Carbon Green, Inc. and fka Shopper’s Wallet, Inc. (A Development Stage
        Company) as of December 31, 2007 and 2006, and the related statements of
        operations, stockholders’ equity and cash flows for the year then ended, from
        June 28, 2006 through December 31, 2006 and from inception on June 28, 2006
        through December 31, 2007, in conformity with accounting principles generally
        accepted in the United States of America.
 
 The
        accompanying financial statements have been prepared assuming that the Company
        will continue as a going concern. As discussed in Note 7 to the financial
        statements, the Company has incurred net losses of $83,996 as of December
        31,
        2007, which raises substantial doubt about its ability to continue as a going
        concern. Management’s plans concerning these matters are also described in Note
        7. The financial statements do not include any adjustments that might result
        from the outcome of this uncertainty.
 
 ***/s/
        Moore & Associates, Chartered***
 
 Moore
        & Associates Chartered
 Las
        Vegas, Nevada
 April
        7,
        2008
 
 *2675
        S. Jones Blvd. Suite 109, Las Vegas, NV 89146 (702) 253-7499 Fax (702)
        253-7501*




F-1


**MILLENNIUM
        ENERGY CORP.**
 **(Formerly
        CBp Carbon Green, Inc. and formerly Shopper's Wallet,
        Inc.)**
 **(A
        Development Stage Company)**
  BALANCE
        SHEETS
 **December
                    31**
                
                **December
                    31****2007**
                
                **2006****ASSETS**Current
                    AssetsCash
                
                $
                82,605
                
                $
                6,453Total
                    Assets
                
                $
                82,605
                
                $
                6,453**LIABILITIES
                    AND STOCKHOLDERS' EQUITY**LiabilitiesAccounts
                    payable
                
                $
                1,059
                
                $
                -Loan
                    from a former director - Note 5
                
                
                9,067
                
                
                15,011Loan
                    payable - Note 6, 10
                
                
                81,475
                
                
                -Total
                    Liabilties
                
                $
                91,601
                
                $
                15,011Stockholders'
                    Equity - Note 4, 5Common
                    Stock:Authorized
                    2,250,000,000 shares, par value $0.0001Issued
                    and outstanding is 109,999,995 on December 31, 2007and
                    75,000,000 on December 31, 2006
                
                
                11,000
                
                
                7,500Paid
                    in Capital
                
                
                64,000
                
                
                (2,500
                )Deficit
                    Accumulated During the Development Stage
                
                
                (83,996
                )
                
                (13,558
                )Total
                    Stockholders' Equity
                
                
                (8,996
                )
                
                (8,558
                )Total
                    Liabilities and Stockholders' Equity
                
                $
                82,605
                
                $
                6,453


The
        accompanying notes are an integral part of these financial
        statements
  F-2


**MILLENNIUM
        ENERGY CORP.**
 **(Formerly
        CBp Carbon Green, Inc. and formerly Shopper's Wallet,
        Inc.)**
 **(A
        Development Stage Company)**
 
 **STATEMENTS
        OF OPERATIONS**


For
                  the
              
              CumulativePeriod
              
              Amounts
                  FromYear
              
              Jun
                  28, 2006
              
              Jun
                  28, 2006Ended
              
              (Inception)
                  To
              
              (Inception)
                  toDecember
                  31
              
              December
                  31
              
              December
                  312007
              
              2006
              
              2007Revenue
              
              $
              -
              
              $
              -
              
              $
              -ExpensesGeneral
                  & Administrative
              
              
              30,144
              
              
              13,558
              
              
              43,702Product
                  Development
              
              
              38,000
              
              
              -
              
              
              38,00068,144
              
              
              13,558
              
              
              81,702Other
                  Income:Interest
                  Income
              
              
              231
              
              
              -
              
              
              231Gain
                  on Discontinued Operations
              
              
              2,000
              
              
              -
              
              
              2,000Other
                  Expense:Foreign
                  Exchange Difference
              
              
              (4,525
              )
              
              -
              
              
              (4,525
              )Income
                  (loss) before income taxes
              
              
              (70,438
              )
              
              (13,558
              )
              
              (83,996
              )Provision
                  for income taxes
              
              
              -
              
              
              -
              
              
              -Net
                  Income (Loss)
              
              $
              (70,438
              )
              $
              (13,558
              )
              $
              (83,996
              )Basic
                  & Diluted (Loss) per Common Share
              
              
              -
              
              
              -
              
              
              -Weighted
                  Average Number of Common Shares
              
              
              84,247,380
              
              
              75,000,000
              
              
              84,247,380




The
      accompanying notes are an integral part of these
      financial statements




F-3


**MILLENNIUM
        ENERGY CORP.**
 **(Formerly
        CBp Carbon Green, Inc. and formerly Shopper's Wallet,
        Inc.)**
 **(A
        Development Stage Company)**
 
 **STATEMENTS
        OF CASH FLOWS**


For
                  the period
              
              For
                  the periodJune
                  28, 2006
              
              June
                  28, 2006Year
                  Ended
              
              (Inception)
                  to
              
              (Inception)
                  toDecember
                  31,
              
              December
                  31,
              
              Deccember
                  31,2007
              
              2006
              
              2007Operating
                  ActivitiesNet
                  (Loss)
              
              $
              (70,438
              )
              $
              (13,558
              )
              $
              (83,996
              )Increase
                  in Accounts Payable
              
              
              (4,885
              )
              
              15,011
              
              
              10,026Net
                  Cash (Used) by Operating Activities
              
              
              (75,323
              )
              
              1,453
              
              
              (73,970
              )Financing
                  ActivitiesProceed
                  from sale of common stock
              
              
              70,000
              
              
              5,000
              
              
              75,000Increase
                  in Loan payable
              
              
              81,475
              
              
              -
              
              
              81,475Cash
                  Provided by Financing Activities
              
              
              151,475
              
              
              5,000
              
              
              156,475Net
                  Increase in Cash
              
              
              76,152
              
              
              6,453
              
              
              82,505Cash,
                  Beginning of Period
              
              
              6,453
              
              
              -
              
              
              100Cash,
                  End of Period
              
              $
              82,605
              
              $
              6,453
              
              $
              82,605Supplemental
                  Disclosures of Cash Flow Information:Cash
                  Paid For:Interest
              
              $
              -
              
              $
              -
              
              $
              -Income
                  taxes
              
              $
              -
              
              $
              -
              
              $
              -




The
      accompanying notes are an integral part of these
      financial statements




F-4


**MILLENNIUM
        ENERGY CORP.**
 **(Formerly
        CBp Carbon Green, Inc. and formerly Shopper's Wallet,
        Inc.)**
 **(A
        Development Stage Company)**
 
 **STATEMENT
        OF STOCKHOLDERS' EQUITY**
 **JUNE
        28, 2006 (INCEPTION) TO DECEMBER 31, 2007**
 Common
                    Stock
                
                Paid
                    in
                
                Accum
                
                TotalShares
                
                Amount
                
                Capital
                
                Deficit
                
                EquityINCEPTION,
                    June 28, 2006
                
                
                -
                
                $
                -
                
                $
                -
                
                $
                -
                
                $
                -Initial
                    capitalization, sale ofcommon
                    stock to Directors onJune
                    28, 2006
                
                
                75,000,000
                
                
                7,500
                
                
                (2,500
                )
                
                
                
                
                5,000Net
                    (Loss)
                
                
                -
                
                
                -
                
                
                -
                
                
                (13,558
                )
                
                (13,558
                )75,000,000
                
                
                7,500
                
                
                (2,500
                )
                
                (13,558
                )
                
                (8,558
                )Private
                    placement closedJune
                         18, 2007
                
                
                34,999,995
                
                
                3,500
                
                
                66,500
                
                
                -
                
                
                70,000Net
                    (Loss)
                
                
                -
                
                
                -
                
                
                -
                
                
                (70,438
                )
                
                (70,438
                )109,999,995
                
                
                11,000
                
                
                64,000
                
                
                (83,996
                )
                
                (8,996
                )
  The
        accompanying notes are an integral part of these
        financial statements
  F-5
 
 **MILLENNIUM
            ENERGY CORP.**
 **Formerly
            CBp Carbon Green, Inc. and formerly Shopper’s Wallet, Inc.**
 **(
            A Development Stage Company)**
 **Notes
            to Financial Statements**
 **Year
            Ended December 31, 2007**
 
 
 **1.**
                  **GENERAL
                      ORGANIZATION AND BUSINESS**
 
 Effective
            November 29, 2007, Shopper’s Wallet, Inc., a development stage company,
            incorporated on June 28, 2006 under the laws of the State of Nevada,
            completed a
            merger with its wholly owned inactive subsidiary CBp Carbon Green, Inc.
            Under
            the terms of the merger Shopper’s Wallet, Inc. is the surviving corporation and
            is governed by the laws of the States of Nevada. Upon the effective date
            of the
            merger November 29, 2007, CBp Carbon Green, Inc. was merged up and into
            the
            surviving corporation which resulted in the subsidiary being effectively
            dissolved. In connection with the merger, Shopper’s Wallet, Inc. amended its
            articles to change its name to CBp Carbon Green, Inc.
  The
            Company also affected a forward stock split of 15 common shares for each
            1 share
            issued and outstanding. The merger and forward stock split became effective
            as
            of November 29, 2007. Upon effectiveness of the split, the authorized
            capital
            increased from 150,000,000 to 2,250,000,000 common shares and the issued
            and
            outstanding common shares increased from 7,333,333 to 109,999,995.
 
 **2.**
                  **SUMMARY
                      OF SIGNIFICANT ACCOUNTING
                      PRACTICES**
 
 These
            financial statements are prepared on the accrual basis of accounting
            in
            conformity with accounting principles generally accepted in the United
            States of
            America.
 
 **CASH
            AND CASH EQUIVALENTS**
 
 For
            the
            purpose of the statement of cash flows, cash equivalents include all
            highly
            liquid investments with maturity of three months or less.
 
 **EARNINGS
            (LOSS) PER SHARE**
 
 The
            basic
            earnings (loss) per share are calculated by dividing the Company’s net income
            available to common shareholders by the weighted average number of common
            shares
            outstanding during the year. The diluted earnings (loss) per share are
            calculated by dividing the Company’s net income (loss) available to common
            shareholders by the diluted weighted average number of shares outstanding
            during
            the year. The diluted weighted average number of shares outstanding is
            the basic
            weighted number of shares adjusted as of the first of the year for any
            potentially dilutive debt or equity. There are no diluted shares
            outstanding.
 
 **2.**
                  **SUMMARY
                      OF SIGNIFICANT ACCOUNTING PRACTICES**
 
 **DIVIDENDS**
 
 The
            Company has not adopted any policy regarding payment of dividends. No
            dividends
            have been paid during the period shown.
 
 **INCOME
            TAXES**
 
 The
            Company provides for income taxes under Statement of Financial Accounting
            Standards No. 109 (SFAS 109). SFAS 109 requires the use of an asset and
            liability approach in accounting for income taxes.
 
 F-6
  **MILLENNIUM
              ENERGY CORP.**
 **Formerly
              CBp Carbon Green, Inc. and formerly Shopper’s Wallet, Inc.**
 **(
              A Development Stage Company)**
 **Notes
              to Financial Statements**
 **Year
              Ended December 31, 2007**
  **2.**
                  **SUMMARY
                      OF SIGNIFICANT ACCOUNTING PRACTICES
                      (CONTINUED)**
 
 **INCOME
            TAXES**
 
 SFAS
            109
            requires the reduction of deferred tax assets by a valuation allowance
            if, based
            on the weight of available evidence, it is more likely than not that
            some or all
            of the deferred tax assets will not be realized. No provision for income
            taxes
            is included in the statement due to its immaterial amount, net of the
            allowance
            account, based on the likelihood of the Company to utilize the loss
            carry-forward.
 
 **USE
            OF ESTIMATES**
 
 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 amounts of assets
            and
            liabilities and disclosure of contingent assets and liabilities at the
            date of
            the financial statements and the reported amounts of revenue and expenses
            during
            the reporting period. Actual results could differ from those
            estimates.
 
 **NET
            INCOME PER COMMON SHARE**
 
 Net
            income (loss) per common share is computed based on the weighted average
            number
            of common shares outstanding and common stock equivalents, if not anti-dilutive.
            The Company has not issued any potentially dilutive common shares.
 
 **REVENUE
            AND COST RECOGNITION**
 
 The
            Company has no current source of revenue; therefore the Company has not
            yet
            adopted any policy regarding the recognition of revenue or cost.
 
 **3.**
                  **INCOME
                      TAXES**
 
 As
            noted
            above, income taxes are provided in accordance with SFAS 109. A deferred
            tax
            asset or liability is recorded for all temporary differences between
            financial
            and tax reporting and net operating loss carry forwards. Deferred tax
            expense
            (benefit) results from the net change during the year of deferred tax
            assets and
            liabilities.
 
 Deferred
            tax assets are reduced by a valuation allowance when, in the opinion
            of
            management, it is more likely than not that some portion of all of the
            deferred
            tax assets will be realized. Deferred tax assets and liabilities are
            adjusted
            for the effects of changes in tax laws and rates on the date of
            enactment.
 
 **4.**
                  **STOCKHOLDERS’
                      EQUITY**
 
 **AUTHORIZED**
 
 The
            Company is authorized to issue 100,000,000 shares of $0.0001 par value
            common
            stock and 50,000,000 shares of preferred stock, par value $0.0001 per
            share.
  F-7
  **MILLENNIUM
            ENERGY CORP.**
 **Formerly
            CBp Carbon Green, Inc. and formerly Shopper’s Wallet, Inc.**
 **(
            A Development Stage Company)**
 **Notes
            to Financial Statements**
 **Year
            Ended December 31, 2007**
  **4.**
                  **STOCKHOLDERS’
                      EQUITY (CONTINUED)**
 
 **AUTHORIZED**
 
 On
            November 29, 2007, the Company had a fifteen (15) for one (1) forward
            stock
            split of its authorized and issued and outstanding common stock. As a
            result,
            the Company’s authorized capital has increased from 150,000,000 to 2,250,000,000
            shares with a par value of $0.0001.
 
 **ISSUED
            AND OUTSTANDING**
 
 On
            June
            28, 2006 (inception), the Company issued 5,000,000 shares of its common
            stock to
            its Directors for cash of $5,000. See Note 5.
 
 On
            June
            18, 2007, the Company closed a private placement for 2,333,333 common
            shares at
            a price of $0.03 per share, for aggregate proceeds of $70,000. The shares
            of
            common stock sold to the investors were previously registered pursuant
            to a
            registration statement on Form SB-2, which was declared effective by
            the
            Securities and Exchange Commission on January 19, 2007. The Company accepted
            subscriptions from 36 offshore non-affiliated investors.
 
 Due
            to
            the 15 to 1 forward stock split effective November 29, 2007, the Company’s
            issued and outstanding share capital has increased from 7,333,333 share
            of
            common stock to 109,999,995 shares of common stock.
 
 **5.**
                  **RELATED
                      PARTY TRANSACTIONS**
 
 The
            Company neither owns nor leases any real or personal property. The Company’s
            Directors provide office space free of charge.
 
 On
            June
            28, 2006 (inception), the Company issued 5,000,000 share of its common
            stock to
            its Directors for cash of $5,000.
 
 A
            former
            Director, loaned the company $16,200 during 2007. The loan bears no interest
            and
            in payable on demand on or after December 1, 2007 pursuant to the terms
            of a
            promissory note dated December 1, 2006. Partial repayment of $7,133 was
            made on
            October, 2007. The outstanding balance of the loan is $9,067 at December
            31,
            2007
 
 **6.**
                  **LOAN
                      PAYABLE**
  The
            loan
            bears no interest and has no fixed term of repayment.
 
 **7.**
                  **GOING
                      CONCERN**
 
 The
            accompanying financial statements have been prepared assuming that the
            Company
            will continue as a going concern. The Company has net losses for the
            period from
            inception to December 31, 2007 of $83,996. This condition raises substantial
            doubt about the Company’s ability to continue as a going concern. The Company’s
            continuation as a going concern is dependent on its ability to meet its
            obligations, to obtain additional financing as may be required and ultimately
            to
            attain profitability. The financial statements do not include any adjustments
            that might result from the outcome of this uncertainty.
  F-8
  **MILLENNIUM
              ENERGY CORP.**
 **Formerly
              CBp Carbon Green, Inc. and formerly Shopper’s Wallet, Inc.**
 **(
              A Development Stage Company)**
 **Notes
              to Financial Statements**
 **Year
              Ended December 31, 2007**
 **8.**
                  **NET
                      OPERATING LOSSES**
 
 As
            of
            December 31, 2007, the Company has a net operating loss carry forward
            of
            approximately $83,996 which will expire 19 years from the date the loss
            was
            incurred.
 
 **9.**
                  **OPERATING
                      LEASES AND OTHER
                      COMMITMENTS**
 
 The
            company currently has no operating lease commitments or any other
            commitments.
 
 **10.**
                  **SUBSEQUENT
                      EVENTS**
 
 a)
                  An
                      agreement was signed on February 15, 2008 whereby CBp Carbon
                      Industries,
                      Inc agreed to release all obligations that the Company has
                      with respect to
                      the repayment of the Loan payable of $4,120,800 (Note 6) for
                      the
                      termination and voiding of the Company’s agreement with Ariana Intervest
                      Ltd. regarding ownership of a pyrolysis technology that the
                      Company had
                      agreed to acquire. As part of the settlement agreement the
                      Company agreed
                      that all payments made on behalf of the acquisition of the
                      technology was
                      made on behalf of CBp Carbon Industries, Inc. The amount of
                      payments to
                      acquire the technology totalled $4,037,325. The difference
                      of $83,475 less
                      $2,000 costs is to be returned to CBp Carbon Industries,
                      Inc.
 
 b)
                  The
                      Company acquired a subsidiary Millennium Energy Corp. ( a Nevada
                      corporation) by purchasing its one outstanding common share
                      on February
                      23, 2008. The two companies then signed an Agreement and Plan
                      of Merger on
                      March 11, 2008. The newly merged company is named Millennium
                      Energy
                      Corp.


F-9




***Item
      8. Changes In a****nd Disagreements With Accountants on Accounting
      and Financial Disclosure***





Moore
      & Associates, Chartered Accountants are our auditors. There have not been
      any disagreements with our auditors on accounting and financial disclosure
      or
      any other matter.





***Item
      8a. Controls a****nd Procedures***





**Annual
      Report of Management on Internal Control Over Financial
      Reporting**





Management
      is responsible for establishing and maintaining adequate internal control over
      financial reporting to provide reasonable assurance regarding the reliability
      of
      our financial reporting and the preparation of financial statements for external
      purposes in accordance with accounting principles generally accepted in the
      United States. Internal control over financial reporting includes those policies
      and procedures that (i) pertain to the maintenance of records that, in
      reasonable detail, accurately and fairly reflect the transactions and
      dispositions of the assets of Millennium Energy Corp.; (ii) provide reasonable
      assurance that transactions are recorded as necessary to permit preparation
      of
      financial statements in accordance with accounting principles generally accepted
      in the United States, and that receipts and expenditures of Millennium Energy
      Corp. are being made only in accordance with authorizations of management and
      directors of Millennium Energy Corp., as appropriate; and (iii) provide
      reasonable assurance regarding prevention or timely detection of unauthorized
      acquisition, use or disposition of the assets of Millennium Energy Corp. that
      could have a material effect on the financial statements.





Management,
      with the participation of our principal executive officer and principal
      financial officer, assessed the effectiveness of our internal control over
      financial reporting as of December 31, 2007, the end of our fiscal year.
      Management’s assessment included evaluation of such elements as the design and
      operating effectiveness of key financial reporting controls, process
      documentation, accounting principles and our overall control environment. This
      assessment is supported by testing and monitoring performed under the direction
      of management.





Because
      of its inherent limitations, internal control over financial reporting may
      not
      prevent or detect misstatements. Also, projections of any evaluations of
      effectiveness to future periods are subject to the risk that controls may become
      inadequate because of changes in conditions, or that the degree of compliance
      with the policies or procedures may deteriorate. Accordingly, even an effective
      system of internal control over financial reporting will provide only reasonable
      assurance with respect to financial statement preparation.





Based
      on
      our assessment, management has concluded that our internal control over
      financial reporting was effective as of the end of December 31, 2007, to provide
      reasonable assurance regarding the reliability of financial reporting and the
      preparation of financial statements for external reporting purposes in
      accordance with accounting principles generally accepted in the United States.
      Our Board of directors, which acts as the audit committee has reviewed results
      of management’s assessment.




**Changes
      in Internal Control Over Financial Reporting**





There
      have been no changes in our internal controls over financial reporting that
      occurred during our fourth fiscal quarter of the period covered by this Annual
      Report on Form 10-KSB that have materially affected, or are reasonably likely
      to
      materially affect, our internal controls over financial reporting.




12




***Item
      8b. Other Information***





Not
      applicable.




**Part
      III**





***Item
      9. Directors, Executive Officers, Promoters****, Control Persons
      and Corporate Governance; Compliance With Section 16(A) Of The Exchange
      Act***





The
      following table sets forth certain information regarding the members of our
      Board of Directors and executive officers as of December 31, 2007:


**Name**
              **Age**
              **Positions
                  and Offices Held****Jana
                  Whitlock (1)**
              56
              President,
                  CEO, CFO, Treasurer and a
                  Director


(1)
              Ms.
                  Jana Whitlock was appointed as President, Chief Executive Officer,
                  Chief
                  Financial Officer, Treasurer
                and
                  a director on November 18,
                  2007.





**Jana
      Whitlock** (age
      56): From
      2007
      to date, Ms. Whitlock has been the Marketing Director of Meridian Marketing
      & Research S.A., which is based in Greece and is in the business of trading
      fast moving consumer goods and is the representative office for the EU on behalf
      of several major independent cigarette factories. From 2000 to 2007, Ms.
      Whitlock was the Marketing Director for European Tobacco Inc., which is based
      in
      Greece. From 1998 to 2000, Ms. Whitlock was a Zone Manager for BAT/Rothmans
      of
      Pall Mall International Ltd. based in the Ukraine. Ms. Whitlock obtained her
      Bachelors of Arts Degree (Honours) from the University of London, School of
      Slavonic and Eastern European Studies in 1974. In addition, Ms. Whitlock
      completed a Business Management Course at Nene College, Northampton in
      1978.





**Section
      16(a) Beneficial Ownership Reporting Compliance**





Section
      16(a) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)
      requires executive officers and directors and persons who own more than ten
      percent of our common stock to file reports of ownership and changes in
      ownership with the SEC. Such executive officers, directors and greater than
      ten
      percent stockholders are also required by SEC rules to furnish us with copies
      of
      all Section 16(a) forms they file. Based on information supplied to the Company
      and filings made with the SEC, the Company believes that during the fiscal
      year
      ended December 31, 2007, all Section 16(a) filing requirements applicable to
      its
      Directors, officers, and greater than ten percent beneficial owners were
      complied with except for Mr. Jacob Perry and Mr. Dejan Mirkovic failed to timely
      file their Form 3’s when the Company became a reporting issuer and such Form 3’s
      were subsequently filed on May 17, 2007.





**Audit
      Committee**





Our
      Board
      of Directors does not currently have any members that qualify as “audit
      committee financial experts.” We believe that the cost related to retaining such
      a financial expert at this time is prohibitive. Further, we believe the services
      of an audit committee financial expert are not warranted at this
      time.




13




**Code
      of Ethics**





At
      the
      present time, the Company has not adopted a code of ethics. The Company intends
      to adopt a code of ethics in the near future.




***Item
      10. Executive Compensation***





We
      have
      not paid, nor do we owe, any compensation to our executive officers. We have
      not
      paid any compensation to our officers since inception.





We
      have
      no employment agreements with any of our executive officers or
      employees.





**Stock
      Options Grants**





We
      do not
      currently have a stock option plan. No individual grants of stock options,
      whether or not in tandem with stock appreciation rights known as SARs or
      freestanding SARs have been made to any executive officer or any director since
      our inception; accordingly, no stock options have been granted or exercised
      by
      any of the officers or directors since we were founded.





***Item
      11. Security Ownership of Certain Be****neficial Owners and
      Management and Related Stockholder Matters***





The
      following table sets forth information as of the date of this Annual Report,
      with respect to the Company’s directors, named executive officers, and each
      person who is known by the Company to own beneficially, more than five percent
      (5%) of the Company’s common stock, and with respect to shares owned
      beneficially by all of the Company’s directors and executive officers as a
      group. Common Stock not outstanding but deemed beneficially owned by virtue
      of
      the right of an individual to acquire shares within 60 days is treated as
      outstanding only when determining the amount and percentage of Common Stock
      owned by such individual. Except as noted, each person or entity has sole voting
      and sole investment power with respect to the shares shown.





As
      of the
      date of this Annual Report, there are 109,999,995 (post forward stock split)
      shares of common stock issued and outstanding.





**Name
                and Address of Beneficial Owner**
            **Position**
            **Amount
                and Nature of Beneficial Ownership ***
            **Percent
                of**
              **Common
                Stock (1)**Jana
                Whitlock
              43
                Pireos Str,
              Ano
                Voula, Athens
              Greece
            President,Chief
                Executive Officer, Chief Financial Officer, Treasurer and
                Director
            75,000,000
            68.18%




Note:


(1)
              Beneficial
                  ownership of common stock has been determined for this purpose
                  in
                  accordance with Rule 13d-3 under the Exchange Act, under which
                  a person is
                  deemed to be the beneficial owner of securities if such person
                  has or
                  shares voting power or investment power with respect to such securities,
                  has the right to acquire beneficial ownership within 60 days or
                  acquires
                  such securities with the purpose or effect of changing or influencing
                  the
                  control of the Company.




14




**Securities
      Authorized for Issuance Under Equity Compensation Plans**





We
      currently do not have a stock option and incentive plan.





***Item
      12. Certain Relationships a****nd Related
      Transactions***





During
      the fiscal year ending December 31, 2007, there were no transactions or proposed
      transactions in which the amount involved exceeds the lesser of $120,000 or
      one
      percent of the average of our total assets at year-end for the last two
      completed fiscal years in which any of our directors, executive officers or
      beneficial holders of more than 5% of the outstanding shares of our common
      stock, or any of their respective relatives, spouses, associates or affiliates,
      has had or will have any direct or material indirect interest, except for a
      former Director, who loaned the Company $16,200 during 2007. The loan bears
      no
      interest and is payable on demand on or after December 1, 2007 pursuant to
      the
      terms of a promissory note dated December 1, 2006. Partial repayment of $7,133
      was made in October, 2007. The outstanding balance of the loan is $9,067 at
      December 31, 2007.




***Item
      13. Exhibits***





**Exhibit
                No.**
            **Description
                of Exhibit**3.1(1)
            Certificate
                of Incorporation3.2(1)
            Bylaws3.3(2)
            Articles
                of Merger filed with the Secretary of State of Nevada on November
                19, 2007
                and which is effective November 29, 2007.3.4(2)
            Certificate
                of Change filed with the Secretary of State of Nevada on November
                19, 2007
                and which is effective November 29, 2007.3.5(3)
            Articles
                of Merger filed with the Secretary of State of Nevada on March 11,
                2008,
                and which is effective March 26, 2008.31.1
            Certificate
                pursuant to Rule 13a-14(a)31.2
            Certificate
                pursuant to Rule 13a-14(a)32.1
            Certificate
                pursuant to 18 U.S.C. Section 135032.2
            Certificate
                pursuant to 18 U.S.C. Section 1350




(1)
                Previously filed on Form SB-2 with the SEC via EDGAR on January 3,
                2007
                and incorporated herein by reference.(2)
                Previously filed on Form 8-K with the SEC via EDGAR on November 29,
                2007
                and incorporated herein by reference.(3)
                Previously filed on Form 8-K with the SEC via EDGAR on March 31,
                2008 and
                incorporated herein by reference.





***Item
      14. Principal Accountant Fees And Services***





**Audit
      Fees**





The
      aggregate fees billed for the last two fiscal years for professional services
      rendered by the principal accountant for the audit of the Company’s annual
      financial statements and review of financial statements included in the
      Company’s Form 10-QSBs or services that are normally provided by the accountant
      in connection with statutory and regulatory engagements for those fiscal years
      was:




2007 –
      $3,000 – Moore
& Associates, Chartered Accountants


2006
–
      $2,000 – Moore & Associates, Chartered Accountants




15




**Audit
      - Related Fees**





The
      aggregate fees billed in each of the last two fiscal years for assurance and
      related services by the principal accountants that are reasonably related to
      the
      performance of the audit or review of the Company’s financial statements and are
      not reported in the preceding paragraph:





2007
–
      $750 – Moore & Associates, Chartered Accountants


2006
–
      Nil – Moore & Associates, Chartered Accountants




**Tax
      Fees**





The
      aggregate fees billed in each of the last two fiscal years for professional
      services rendered by the principal accountant for tax compliance, tax advice,
      and tax planning was:





2007
–
      Nil – Moore & Associates, Chartered Accountants


2006
–
      Nil – Moore & Associates, Chartered Accountants





**All
      Other Fees**





The
      aggregate fees billed in each of the last two fiscal years for the products
      and
      services provided by the principal accountant, other than the services reported
      in paragraphs (1), (2), and (3) was:





2007
–
      Nil – Moore & Associates, Chartered Accountants


2006
–
      Nil – Moore & Associates, Chartered Accountants





16


**SIGNATURES**





Pursuant
      to the requirements of Section 13 or 15(d) of the *Securities
      Exchange Act of 1934* ,
      the
      Registrant has duly caused this report to be signed on its behalf by the
      undersigned, thereunto duly authorized on this 11 th day of
      April, 2008.





**MILLENNIUM
                ENERGY CORP.**
              (Registrant)By:
                /s/ Jana WhitlockJana
                WhitlockPresident
                and Chief Executive Officer




Pursuant
      to the requirements of the Securities Exchange Act of 1934, this report has
      been
      signed below by the following persons on behalf of the registrant and in the
      capacities and on the dates indicated:




**Signature**
              
              /s/
                  Jana Whitlock
                
                Jana
                  Whitlock
            
            **Title**
              
              
              President,
                CEO, CFO, Treasurer and Director
            
            **Date**
              
              
              April
                11, 2008




17




***Exhibit
      Index***





**Exhibit
                #**
            
            **Page#**31.1
            Certificate
                pursuant to Rule 13a-14(a).
            1931.2
            Certificate
                pursuant to Rule 13a-14(a).
            2132.1
            Certificate
                pursuant to 18 U.S.C. Section 1350.
            2332.2
            Certificate
                pursuant to 18 U.S.C. Section 1350.
            24





18