UNITED STATES
 SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 
 FORM 10-QSB/A
 
 (X) QUARTERLY REPORT UNDER SECTION 13 OR 15 (d)
 OF THE SECURITIES EXCHANGE ACT OF 1934
 
 For the Quarter Ended June 30, 2003
 
 Commission File Number: 0-30060
 
 SOLAR ENERGY LIMITED
 (Exact name of small business issuer as specified in its charter)
   Delaware
76-0418364(Jurisdiction of Incorporation)
(I.R.S. Employer Identification No.)112 C Longview Drive, Los Alamos, New Mexico
87544(Address of principal executive offices)
(Zip Code)(505) 672-2000Registrants telephone number, including area code
 
 
 
 
 As of August 14, 2003, there were 3,703,321 shares of Common Stock issued and outstanding.
 
 Transitional Small Business Disclosure Format (check one): yes ( )  no (X)
 
 
 
 
 PART I: FINANCIAL INFORMATION
 
 ITEM 1. FINANCIAL STATEMENTS.
 
 The financial statements for the six months ended June 30, 2003, included herein have been prepared by the Company, without audit pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations, although the Company believes that the disclosures are adequate to make the information not misleading.
   
 
 
 
 THE REST OF THIS PAGE INTENTIONALLY LEFT BLANK
 
 
 **Page - 1**
  SOLAR ENERGY LIMITED
 (a Development Stage Company)
 CONSOLIDATED BALANCE SHEETS
 
  June 30,


December 31,ASSETS


2003


2002(Unaudited)Current AssetsCash and Cash Equivalents

$
50,126

$
30,516Other Current Assets


595


595Total Current Assets


50,721


31,111Property and Equipment, Net


14,032


22,084Other AssetsPatent Costs


70,193


78,629Goodwill


68,243


68,243Deposits


4,837


4,837Total Other Assets


143,273


151,709Total Assets

$
208,026

$
204,904LIABILITIES AND STOCKHOLDERS EQUITYCurrent LiabilitiesAccounts Payable

$
84,751

$
83,643Accrued Liabilities


266,215


241,503Notes Payable - Related Party


788,961


647,015Total Current Liabilities


1,139,927


972,161Minority Interest


76,070


107,150Stockholders' EquityCommon Stock, authorized 50,000,000 sharesof $.0001 par value, issued and outstanding3,703,321 shares


371


371Additional Paid in Capital


2,590,615


2,590,615Deficit Accumulated During the Development Stage


(3,598,957
)

(3,465,393
)Total Stockholders Equity


(1,007,971
)

(874,407
)Total Liabilities and Stockholders Equity

$
208,026

$
204,904
  The accompanying notes are an integral part of these financial statements.
  **Page - 2**
  SOLAR ENERGY LIMITED
 (a Development Stage Company)
 CONSOLIDATED STATEMENTS OF OPERATIONS
 (Unaudited)
 
  Three Months Ending
Six Months Ending
Three Months EndingJune 30,





June 30,





March 31,2003


2002


2003


2002


2003


2002NET SALES

$
-

$
-

$
-

$
-

$
-

$
-COST OF SALESGROSS PROFIT


-


-


-


-


-


-OPERATING EXPENSESGeneral and Administrative


36,822


-


73,756


-


36,934


38,475Research and Development


24,353


6,873


68,614


76,004


44,261


30,656Total Operating Expenses


61,175


6,873


142,370


76,004


81,195


69,131Operating Loss


(61,175
)

(6,873
)

(142,370
)

(76,004
)

(81,195
)

(69,131
)OTHER INCOME (EXPENSE)Minority Interest


12,752


-


31,080


-


18,328


-Interest Income (Expense)


(11,727
)

4


(22,274
)

10


(10,547
)

6Total Other Income (Expense)


1,025


4


8,806


10


7,781


6NET INCOME (LOSS)

$
(60,150
)
$
(6,869
)
$
(133,564
)
$
(75,994
)
$
(73,414
)
$
(69,125
)NET INCOME (LOSS) PER SHARE

$
(0.02
)
$
(0.00
)
$
(0.04
)
$
(0.02
)
$
(0.02
)
$
(0.02
)WEIGHTED AVERAGE COMMON SHARES


3,703,321


3,647,208


3,703,321


3,647,208


3,703,321


3,647,208
   The accompanying notes are an integral part of these financial statements.
 **Page - 3**
  SOLAR ENERGY LIMITED
 (a Development Stage Company)
 CONSOLIDATED STATEMENTS OF CASH FLOW
 (Unaudited)
 
  Six Months EndingJune 30,2003
2002CASH FLOWS FROM OPERATING ACTIVITIESNet Income (Loss)

$
(133,564
)
$
(75,994
)Adjustments to Reconcile Net Loss to Net CashProvided by Operations:Depreciation and Amortization


18,345


11,158Minority Interest


(31,080
)

-Change in Assets and LiabilitiesIncrease (Decrease) in:Accounts Payable


1,108


(4,611
)Accrued Expenses


24,712


1,018(Increase) Decrease in:Accounts Receivable


-


2,636Prepaid Expenses


-


(780
)Net Cash Provided (Used) by Operating Activities


(120,479
)

(66,573
)Cash Flows From Investing ActivitiesAdditions to Fixed Assets


(443
)

-Cash Paid for Patent Costs


(1,414
)

(940
)Net Cash Provided (Used) by Investing Activities


(1,857
)

(940
)Cash Flows from Financing ActivitiesProceeds from Debt Financing


141,946


57,742Net Cash Provided (Used) by Financing Activities


141,946


57,742Net Increase (Decrease) in Cash and Cash Equivalents


19,610


(9,771
)Cash and Cash Equivalents - Beginning


30,516


23,741Cash and Cash Equivalents - Ending

$
50,126

$
13,970Cash Paid For:Interest

$
-

$
-Income Taxes

$
-

$
-
  The accompanying notes are an integral part of these financial statements.
 **Page - 4**
  SOLAR ENERGY LIMITED
 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
 June 30, 2003
 
 
 NOTE 1  BASIS OF FINANCIAL STATEMENT PRESENTATION
 
 The accompanying unaudited condensed consolidated financial statements have been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted in accordance with such rules and regulations. The information furnished in the interim condensed consolidated financial statements include normal recurring adjustments and reflect all adjustments, which, in the opinion of management, are necessary for a fair presentation of such financial statements. Although management believes the disclosures and information presented are adequate to make the information not misleading, it is suggested that these interim condensed consolidate financial statements be read in conjunction with the Companys most recent Annual Report on Form 10-KSB. Operating results for the six months ended June 30, 2003 are not necessarily indicative of the results that may be expected for the year ending December 31, 2003.
 
 
 ITEM 2. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND PLAN OF OPERATIONS.
 
 We are a research and development company with no revenues and no immediate source or expectation of revenue generation. We have had no revenues since inception. We have been funded by our shareholder investors. Virtually all of the funding/working capital raised to date has been allocated for research and development of our several prototype projects and to the administrative costs associated with the ongoing requirements of maintaining operations. All projects developed by us are experimental in nature and are recorded as research and development expenses and general and administrative expenses related thereto.
 
 PLAN OF OPERATION FOR THE NEXT TWELVE MONTHS. Our Plan of Operation is unchanged from the Form 10-KSB for the year ended December 31, 2002 that was filed in the first quarter of 2003. In that Form 10-KSB we explained that we have been primarily focused on three projects, two of which had previously been transferred to Sun Power Corporation, an unrelated entity, in exchange for future consideration. However, as of December 31, 2002, these transactions were reversed due to lack of funding. All assets and technologies transferred were returned to Solar Energy as to that date due to lack of funding by Sun Power. From that date forward, the company has focused all of its efforts on furthering the Solarec project only, leaving other potential projects on hold. 
 
 (1) CASH REQUIREMENTS AND NEED FOR ADDITIONAL FUNDS, TWELVE MONTHS. We have depended on and continue to depend on support from our principal shareholders to cover cash shortfalls. There is no binding agreement by which these or any shareholders, lenders or new investors are committed to continue funding our research and development. While our shareholders have indicated no lack of continuing support, if our required funding is not provided, we may not be able to continue as a going concern. We are seeking substantial funds in order to meet our budgetary requirements for the furtherance of our projects over the next 12 months. If our requirements are not met in full, it may slow down our research and development and reduce our expectations as to how soon we might achieve profitability.
 
 (2) SUMMARY OF PRODUCT RESEARCH AND DEVELOPMENT. Please refer to the information provided in our Form 10-KSB filed for the year ending December 31, 2002 and to the comments that briefly update that information.
 
 (3) EXPECTED PURCHASE OR SALE OF PLANT AND SIGNIFICANT EQUIPMENT. None
 
 (4) EXPECTED SIGNIFICANT CHANGE IN THE NUMBER OF EMPLOYEES. None.
  
 **Page - 5**
  DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS. We are a research and development company with no revenues and no immediate source or expectation of revenue generation. We have had no revenues since inception. Expenses for the six months ending June 30, 2003 were more than the same period in the prior year because we have, through shareholder loans, provided funds to further the development of the Solarec project. In the prior year this project was funded through Sun Power Corporation. At the current time, all funds being raised for the Solar Energy group are being directed to the development of Solarec, and other projects are on hold. 
 PART II: OTHER INFORMATION
 
 ITEM 1. LEGAL PROCEDINGS. None
 
 ITEM 2. CHANGES IN SECURITIES. None.
 
 ITEM 4. SUBMISSION OF MATTERS TO VOTE OF SECURITY HOLDERS. None
 
 ITEM 5. OTHER INFORMATION. SUBSEQUENT EVENTS. None
 
 ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K. None
 
 
 **Page - 6**
  
 SIGNATURES
 
 Pursuant to the requirements of the Securities Exchange Act of 1934, this Form 10-QSB Report for the Quarter ended June 30, 2003 has been signed below by the following person on behalf of the Registrant and in the capacity and on the date indicated.
 
 Dated: August 15, 2003
 
 
 SOLAR ENERGY LIMITED
 
 
 
  /s/Melvin L. Prueitt
 Dr. Melvin L. Prueitt
 Chairman/Director
  
 **Page - 7**
   
 
 Exhibit 31
 
 
 
 Page -8
  CERTIFICATIONS Pursuant to Section 302
  I, Dave Jones, certify that:
  1. I have reviewed this quarterly report on Form 10 QSB for Solar Energy Limited;
  2. Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report;
 
 3. Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this annual report;
 
 4. The registrant's other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:
  a) designed such disclosure controls and procedures to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this quarterly report is being prepared;
  b) evaluated the effectiveness of the registrant's disclosure controls and procedures as of a date within 90 days prior to the filing date of this quarterly report (the "Evaluation Date"); and
  c) presented in this quarterly report our conclusions about the effectiveness of the disclosure controls and procedures based on our evaluation as of the Evaluation Date;
  5. The registrant's other certifying officers and I have disclosed, based on our most recent evaluation, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing the equivalent functions):
  a) all significant deficiencies in the design or operation of internal controls which could adversely affect the registrant's ability to record, process, summarize and report financial data and have identified for the registrant's auditors any material weaknesses in internal controls; and
  b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal controls; and
  6. The registrant's other certifying officers and I have indicated in this quarterly report whether there were significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.
  Date: September 8, 2003
  /s/Dave Jones  Dave Jones  President / Director
    Page -9
   Exhibit 32
    Page -10
  **CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350,**
 **AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002**
 
 CERTIFICATION OF CHIEF OPERATING OFFICER
 
 In connection with the Quarterly Report of Solar Energy Limited a Delaware corporation (the "Company"), on Form 10QSB for the quarter ending June 30, 2003 as filed with the Securities and Exchange Commission (the "Report"), I, David Jones, Chief Operating Officer of the Company, certify, pursuant to 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. 1350), that to my knowledge:
 
 (1) The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
 
 (2) The information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the Company.
 
 /s/Dave Jones
 Dave Jones Chief Operating Officer
 September 8, 2003
  Page -11