FORM 10-QSB-A2

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


[X]  QUARTERLY  REPORT  PURSUANT TO SECTION 13 OF THE SECURITIES EXCHANGE ACT OF
1934

                    For the Quarter ended September 30, 2000

                         Commission File Number: 1-30060

                              SOLAR ENERGY LIMITED

                         (formerly Salvage World, Inc. )
                      (originally Taurus Enterprises, Inc.)

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)

Registrant's  telephone  number,  including  area  code:         (505)  672-2000

Securities  registered  pursuant  to  Section  12(b)  of  the  Act:         None

Securities  registered  pursuant  to  Section  12(g)  of  the  Act:   13,153,911

Yes[x]   No[]  (Indicate  by check mark whether the Registrant (1) has filed all
reports  required  to be filed by Section 13 or 15(d) of the Securities Exchange
Act  of 1934 during the preceding 12 months (or for such shorter period that the
Registrant  was  required to file such reports) and (2) has been subject to such
filing  requirements  for  the  past  90  days.)

As  of  September  30,  2000  the  number  of  shares  outstanding  of
the  Registrant's  Common  Stock  was  13,153,911

                                        1


                                  INTRODUCTION

     Our  1934  Securities  Exchange  Act  registration  of our common stock has
become  effective  during  1999,  but  has not yet cleared final comments by the
Staff  of  the  Securities  and  Exchange  Commission.

     The  purpose of the previous amendment to our Quarterly Report of September
30, 2000, was primarily to bring quarterly reporting into conformity with recent
amendments to our last annual report for the year ended December 31, 1999. Those
changes  are  continued  in  this  second  amendment.

     The  purpose  of  this  amendment  is  to  report  that  our acquisition of
Holisticom.com  Limited  has been cancelled and will not proceed.  Our financial
statements are unchanged from our previous amended report, except for the change
to  the  previous  Note  5,  which had reported the transaction with Holisticom.

     That  former  Note  5 had stated: "During August 2000, the Company sold all
intellectual  property  related  to  the  'Sunspring'  project to Holisticom.com
Limited  for  cash of $100,000 and 3,500,000 shares of Holisticom common stock.
The  Company  recorded a gain on the sale of assets of $100,000 and recorded the
stock  received  at  a  value  of  $0.  There  was  no  recorded  basis  for the
intellectual  property  sold."

     That  sale/acquisition  did  not close. No shares were issued, or assets or
operations  transferred. The $100,000 was paid and is owed back. A note has been
created  payable  to  Holisticom,  on  February  28,  2002,  with  8%  interest.

     The  present Note 5 states: "During August 2000, the Company sold agreed to
sell  intellectual property related to the "Sunspring" project to Holisticom.com
Limited  for  cash  of  $100,000  and 3,500,000 shares of Holisticom.com Limited
common  stock.  The  Company would have recorded a gain on the sale of assets of
$100,000  and  recorded  the stock received at a value of $0, since there was no
recorded  basis  for  the  intellectual  property  sold."

     Holisticom.com  Limited subsequently notified the Company that it would not
proceed with the transaction. The Assets were not transferred and Holisticom.com
Limited  common  stock  was  not issued to the Company. Holisticom.com Limited's
$100,000  deposit  has  been  reclassified  as  a  Note  Payable.

     Accordingly  there  are  two  separate  and  unrelated  adjustments  to our
un-audited  financial  statements:  one  to  conform  to changes in our previous
annual  report,  and  second,  to  reflect  the  Holisticom  note.

                          PART I: FINANCIAL INFORMATION


                     ITEM 1.  SUMMARY FINANCIAL INFORMATION.


 (A)  ADJUSTMENTS  TO  CONFORM  TO  PREVIOUS  ANNUAL  REPORT. In April, 1999, we
acquired  Renewable  Energy  Corporation  (ARECO@)(also  as  a  wholly-owned
subsidiary).  No  change  of  control of our corporation resulted from either or
both  acquisitions.  We  acquired  Renewable  Energy  Corporation  (ARECO@), our
wholly-owned  subsidiary from Dr. Reed Jensen, its founder, owner, and developer
of  its  technologies,  and the originator of its Patent, for escrowed stock and
some  cash.

     We  also  recorded  goodwill  in  connection  with RECO due to its negative
equity position. A total of $439,900 was recorded upon acquisition and was to be
amortized  over  a  ten year period. The realization of this asset is contingent
upon  RECO's  ability  to  generate  revenues  from  its developmental projects.

                                        2


Accordingly,  by  this  amended  report,  attention is directed to Note 7 of our
Financial  Statements  as amended by this amended report: "The Company initially
recorded Goodwill in connection with the acquisition of RECO due to the negative
equity  position  of  RECO,  however pursuant to FIN 4, the Company expensed the
excess  consideration  as  in-process  Research  & Development costs because the
intellectual  property and process is still being developed. A total of $439,900
was  expensed  in  connection  with  this  acquisition.


   Assets  acquired                              49,516
   Liability  assumed                            49,416
   Equity  acquired                                 100
   Cash  investment                              20,000
   Value  of  stock  issued                     420,000
   Goodwill  calculation
     Total  given  up  in  acquisition          440,000
     Excess  of  assets  over  liabilities          100
     Total  expensed  as  R&D                   439,900

     This $439,900 previously allocated to Goodwill has instead been expensed as
Research  and Development. This change effective June 30, 2000, is the principal
subject  of  this amendment. These changes resulted in the following adjustments
to  our  financial statements for the year ended December 31, 2000: $395,900 was
deleted  as an asset (goodwill) and added to R&D Expense. The difference between
439,900  and  395,900  is  the  amount  already  having  been  expensed  on  an
amortization  theory.

(*)  The  following  adjustments  to  our 1999 annual report require adjustments
carried  into our quarterly reports filed during 2000. Accordingly our financial
statements  (unaudited, for the third quarter ended September 30, 2000 have been
adjusted  to  conform to those annual adjustments. Reference may be made to Form
10-KSB-A3

             The Remainder of this Page is Intentionally left Blank

                                        3


Balance Sheet: . . . . . . .    December 31     (*)           As
Selected Information . . . .       1999      Adjustments   Adjusted
---------------------------------------------------------------------
Cash and Equivalents . . . .  $    263,371            0   $  263,371
Current Assets . . . . . . .       263,371            0      263,371
Property and Equipment, Net.        25,297            0       25,297
Fixed Assets . . . . . . . .        25,297            0       25,297
Patent Costs . . . . . . . .        33,549            0       33,549
(*) Goodwill . . . . . . . .       445,908     (395,900)      50,008
Deposits . . . . . . . . . .         4,537            0        4,537
Other Assets . . . . . . . .       483,994     (395,900)      88,094
Total Assets . . . . . . . .       772,662     (395,900)     376,762
Accounts Payable . . . . . .        58,973                    58,973
Accrued liabilities. . . . .        16,183            0       16,183
Notes Payable. . . . . . . .       428,639            0      428,639
Total Liabilities. . . . . .       503,795            0      503,795
Common Stock . . . . . . . .         1,315            0        1,315
(*) Paid-in Capital. . . . .     1,617,197     (395,900)   1,221,297
Accumulated Deficit. . . . .    (1,349,645)           0   (1,349,645)
Total Equity . . . . . . . .       268,867     (395,900)    (127,033)
Total Liabilities and Equity       772,662     (395,900)     376,762


             The Remainder of this Page is Intentionally left Blank

                                        4



                                                       For the Years   Inception
                                                           ended       March 25,
                                                        December 31      1998
                                                                          to
                                                                        12/31
                                                                      adjusted
 Operations
 Selected Information
                                       1999   adjustment    adjusted       1999
                                                 (*)
--------------------------------------------------------------------------------
Revenues: . . . . . . . . .  $          0   $       0  $         0  $         0
 Total Revenues . . . . . .            0            0            0            0

Amortization. . . . . . . .          23,981                 23,981       45,847
Depreciation. . . . . . . .           6,516                  6,516        6,516
Bank Charges. . . . . . . .           1,152                  1,152        2,135
Bad Debt. . . . . . . . . .               -                      0      225,000
Consulting. . . . . . . . .          48,007                 48,007       66,900
Filing Fees . . . . . . . .                                      0          235
Financial Services. . . . .           4,512                  4,512      196,552
Interest Expense. . . . . .               -                      0       15,923
Legal and Accounting. . . .          26,294                 26,294      128,883
Office. . . . . . . . . . .           4,459                  4,459        7,531
Promotion . . . . . . . . .             275                    275       15,941
Notary. . . . . . . . . . .               -                      0           20
(*) Research & Development.         839,692    395,900   1,235,592    1,523,680
Travel. . . . . . . . . . .          10,474                 10,474       99,802
 Total Expenses . . . . . .         965,362    395,900   1,361,262    2,334,965
Net (Loss). . . . . . . . .        (965,362)  (395,900) (1,361,262)  (2,334,730)
Net Loss per share. . . . .           (.077)         -        (.08)        (.40)
Weighted average shares . .      12,378,911          -  12,378,911    3,776,694
outstanding


             The Remainder of this Page is Intentionally left Blank

                                        5


 (B)  ADJUSTMENT  FOR  HOLISTICOM  NOTE.  We,  having  received  $100,000  from
Holisticom, and having created a note for its repayment, must adjust our current
quarterly  report  accordingly.  Please see new Note 5, and Financial Statements
Attached.

     (**)  The  following  adjustments  correct  our current quarterly report of
operations.

<TABLE>
<CAPTION>
<S>                                <C>             <C>             <C>           <C>
Selected Financial Information. .            Three Months                   Nine Months
                                             September 30                  September 30
Operations: Third Quarter . . . .        2000       as Adjusted        2000         Adjusted
---------------------------------------------------------------------------------------------
Sales:. . . . . . . . . . . . . .  $        0.00   $           0   $      0.00   $         0
Cost of Goods Sold: . . . . . . .                              0                           0
Gross Profit: . . . . . . . . . .              0               0             0             0
Operating Expenses: . . . . . . .                              0                           0
General and Administrative. . . .        (40,808)        (40,808)     (164,806)     (164,806)
Research and Development. . . . .       (192,880)       (192,880)     (552,353)     (552,353)
Operating Loss. . . . . . . . . .       (233,688)       (233,688)     (717,159)     (717,159)
Other Income and (Expenses) . . .              -              -0             -            -0
Gain on sale of Investment. . . .              -              -0        17,200        17,200
Gain on sale of assets. . . . . .        100,000                       100,000
 (**)Adjustment Note 5 ($100,000)
Interest Income . . . . . . . . .            528             528         4,011         4,011
Total Other Income and (Expenses)        100,528             528       121,211        21,211
Net Income (Loss) . . . . . . . .       (133,160)       (233,160)     (595,948)     (695,948)
Net Income (Loss) per share . . .          (0.01)          (0.02)        (0.04)        (0.05)
Weighted Average common shares. .     13,153,911      12,353,911    13,153,911    13,153,911
</TABLE>



     FINANCIAL  STATEMENTS  PROVIDED: Attached hereto and incorporated herein by
this  reference  are  consolidated unaudited financial statements under cover of
Exhibit  00QF-3a  for the three and nine months ended September 30, 2000. Please
see  Item  2,  following  for  a  discussion.

             The Remainder of this Page is Intentionally left Blank


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

     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. All projects developed by us are
experimental in nature and are recorded as research and development expenses. Of
our  total  expenses  for  the nine months ended September 30, 2000 of $717,159,
research  and  development  accounted  for  $552,353.

                                        6


     We  were  organized in our present form in late 1997 to focus on developing
cost-effective  solutions  to  three principal global issues concerning : water,
energy  and  pollution.  We  are  a  research and development company, and not a
manufacturing  or  marketing  company  at  this time. Our Company's thrust is to
explore  and/or  develop  alternative energy systems and water projects that are
environmentally  friendly  in  addition  to  being  economically  viable  and
competitive.  We  have  been  and  continue  to  be a development stage company,
substantially  in  a  start-up mode, since the inception of our current business
plan  in December of 1997. All of our operations to date have been in the nature
of  research  and  development. We have acquired our developmental technology in
the  form  of the direct acquisitions previously mentioned. Our aim and focus is
the  development  of  new  and  renewable  energy sources and water projects. We
consider  our acquisitions as direct acquisitions, and not reverse acquisitions,
because  no  change  of  control  has  resulted.

     We  have no projects presently available for commercialization. We have not
addressed  issues  of  marketing or distribution of products yet, for the reason
that  our  work  has not reached the stage where such matters are appropriate to
consider.  When  we  have perfected working prototypes of products we deem ready
for  market,  we  will  most  likely  expect  to  license  the manufacturing and
marketing  of  these  products  to  others,  or  to  engage  in  joint-venture
relationships  with  marketing  and  distribution  companies.

 (A)  PLAN  OF  OPERATION:  NEXT  TWELVE  MONTHS.  Of  the many projects we have
undertaken  in  the  past  3  1/2  years, we have selected three for our present
primary  focus.  These  three  are  viewed by management as being the closest to
"commercialization" in as much as "proof-of-theory" prototypes of all three that
have  been  built and tested satisfactorily at our facilities in Los Alamos, New
Mexico.

     The first of these projects is SOLAREC (Solar Reduction of Carbon Dioxide).
This  patented  project  is wholly-owned by Renewable Energy Limited (REEL), our
majority  owned  subsidiary.  It uses only solar energy and takes carbon dioxide
from  the  atmosphere  to  make  commercial  gasoline  with  electricity  as  a
bi-product.  The  stated  aim is to make electricity at less than five cents per
kilowatt  and  gasoline  at less than $1.00 per gallon; while, at the same time,
reducing  carbon dioxide content in the atmosphere. We believe that this project
significantly  addresses  today's  global  energy  and  pollution  problems.

     Our second project is H2ONOW. It is a wholly owned (patent-pending) project
which  addresses  what  is  arguably  the  globe's  most  significant problem of
producing clean, potable water, that is also inexpensive enough for agricultural
purposes.  Our  aim is to produce water at a cost of less than 50 cents per 1000
gallons,  or  13 cents per cubic meter. H2ONOW uses only solar energy along with
seawater  to  produce  potable  water.

     Our third project is called MECH (Motor, Expander, Compressor, Hydraulics).
This  patent- pending concept is for an engine (or compressor) that, targeted at
one-third  the  size  and  weight  of a conventional internal combustion engine,
would  produce  the  same  power  with  a  third  greater  efficiency.

     In  the  past,  we  have reported progress in development of other projects
which  are presently deferred pending the commercialization of these three, that
are  most  promising  in  the  opinion of management. There is no doubt that the
basic  technologies  developed in our now-deferred projects have been productive
in  the  development  of  the three projects now commanding our prominent focus.

     Effective  June  30, 2000, we sold 100% of our interest in Renewable Energy
Corporation (RECO), formerly a wholly-owned subsidiary, to Jade Electronic, Inc.
(Jade),  which  changed its name to Renewable Energy Limited (REEL). We received
63%  of REEL's outstanding stock and cash of $180,000. At the point of sale REEL
had no assets and no liabilities. Accordingly, RECO represented the only assets,
liabilities  and  operations  of  REEL,  at  June  30,  2000.

                                        7


     The  authorized  capital  of  JADE  is two hundred million shares of common
stock,  of  par value $0.001 per share, of which 5,000,000 shares are issued and
outstanding, immediately before the transaction. The issuance to us of 8,500,000
shares  results in our initial 63% ownership of the resulting 13,500,000 shares,
immediately  after  the  transaction.  This  transaction  may  be  viewed  as an
acquisition by us of JADE as a controlled subsidiary. This transaction is deemed
by management to better position our assets for both future funding programs and
more focused development of both SOLAREC technology and a marketing strategy for
it.  Although  we owned RECO 100% immediately before the transaction and now own
only  63%  of Jade Electronics, Inc. immediately afterwards, we have sold 37% of
RECO  for  $180,000,  which  we  can  apply  to our own funding requirements. We
believe  that,  so  positioned,  the  resulting  REEL corporation could seek its
financing  independently  of  us, on its own merits, and with its own management
(to  be  determined)  to the mutual benefit of both corporations. No affiliation
has  been  found  between  or  among  the  previous shareholders of JADE and our
shareholders  (immediately  preceding  the  transaction).

      (1)  CASH  REQUIREMENTS  AND OUR NEED FOR ADDITIONAL FUNDS, TWELVE MONTHS.
We  have  depended  and  do  depend  on  continued  support  from  our principal
shareholders  to  cover  any  shortfall.  There is no binding agreement by which
these  or  any  shareholders  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 require approximately $3,000,000 to meet our budgetary
requirements  for  the  next  12 months. The agreement with REEL provided needed
capital  and  we  intend  to  raise  additional funds through public and private
offerings,  as  needed  to  support  our  continuing  operations.

RISK  FACTORS.  Note 2 of our Auditor's report for the previous year end states:
"The Company has had recurring operational losses for the past several years and
is  dependent upon financing to continue operations. The financial statements do
not  include  any  adjustments  that  might  result  from  this  uncertainty.@
Notwithstanding  our confidence in our sophisticated shareholders, and soundness
of  these re-organizational plans, we remain dependent on investor confidence in
our  future.  There  can  be  no  assurance  offered  to  the  public  by  these
disclosures,  or  otherwise,  that  we  will  be  successful,  or  that  we will
ultimately succeed as a going concern. To the extent that existing resources and
any  future  earnings prove insufficient to fund our activities, we will need to
raise  additional  funds through debt or equity financing. We cannot assure that
such  additional  financing  will  be available or that, if available, it can be
obtained  on terms favorable to us and our stockholders. In addition, any equity
financing  could result in dilution to our stockholders. Our inability to obtain
adequate  funds  could  adversely affect our operations and ability to implement
our  business strategy. Even if we are successful in raising capital through the
sources  specified,  there can be no assurances that any such financing would be
available  in  a  timely  manner  or  on  terms acceptable to us and our current
shareholders.  Also,  any  additional  equity financing could be dilutive to our
then  existing  shareholders,  and  any debt financing could involve restrictive
covenants  with respect to future capital raising activities and other financial
and  operational  matters.

 (B)  DISCUSSION  AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.
We  are a  development stage company. Our activities to date consist entirely of
research  and  development.

      (1)  OPERATIONS  AND  RESULTS  FOR THE PAST THREE AND NINE MONTHS. We have
been  entirely devoted to research and development for the past two and one-half
years,  1998 and 1999, and the nine months ended September 30, 2000. We continue
to  be  so  devoted.  We  have  enjoyed  no  revenues  since  inception.

     Our  research and development has accelerated slightly in the last quarter:
$192,880/$151,953.  Comparison  with  1999 is not meaningful, as our development
continues to accelerate as our projects near operational status. Our General and
Administrative expenses remain consistently comparable; however, recent quarters
have  reflected  non-recurring  expenses  for legal and professional expenses in
connection with our 1934 Act Registration, and continuing comments and responses
by  and  to the Staff of the Commission. Our Form 10-SB is effective but has not
cleared  comments  as  of  the  date  of  this  report.

                                        8


     We  had  previously  announced  our  intended acquisition of Holisticom.com
Limited  in  a  transaction  by  which  we  would  have created a new controlled
subsidiary,  and in which we would have placed 37% of our SUNSPRING program into
Holisticom  in  exchange for 51% of Holisticom common stock; however, Holisticom
has  notified  us  that  it  will  not  proceed with the transaction, citing the
decline  of  current market conditions, as follows: "This is formal notification
from Sunspring Inc. [formally Holisticom.com Limited] that it hereby cancels the
proposed acquisition of certain water related assets owned by XSEL [Solar Energy
Limited].  The  agreement  dated  June  26, 2000 is hereby null and void and the
$100,000 deposit is hereby converted to a one year loan, bearing interest at 8%,
interest  accrued.  The  note  is  due February 28, 2002." This cancellation was
dated  February  26,  2001, and was accepted by us. Please refer to Exhibit 10.2
hereto.  Although  the transaction spoke as having been effective in August, the
transaction  never  became effective, and the reorganization it contemplated was
never  put  into  effect.

     The former Note 5 (to our quarter financial statements) had stated: "During
August  2000,  the  Company  sold  all  intellectual  property  related  to  the
'Sunspring' project to Holisticom.com Limited for cash of $100,000 and 3,500,000
shares  of  Holisticom common stock. The Company recorded a gain on the sale of
assets  of  $100,000 and recorded the stock received at a value of $0. There was
no  recorded  basis  for  the  intellectual  property  sold." The present Note 5
states:  "During  August  2000,  the  Company  agreed  to  sell all intellectual
property  related  to the 'Sunspring' project to Holisticom.com Limited for cash
and  common  stock; however, that acquisition was not consummated and Holisticom
has  cancelled  the  transaction."

      (2)   FUTURE  PROSPECTS.  No  efforts  have  been made to date to identify
other  companies to manufacture our products or to identify probable or targeted
licensees.  We  have determined to await commercially viable prototype readiness
before  addressing  manufacturing  and  marketing  issues.  We  do not expect to
achieve  significant  sales,  if  any,  in  the  next twelve to eighteen months.

     HARPS  and  ACES  projects  have been deferred for the future. We expect to
turn  our  attention to these projects in 18 months to two years. These were our
original  programs  which  inspired  our  current  product development projects.

     SUMMARY.  We  do  not  expect  to  achieve profitability in the next twelve
months.  We  are  making  significant  progress  in  developing  and proving our
technologies.  We  are dependent for funding on the support of our shareholders.
There  is no assurance that funding will not run out. There is no assurance that
we  will  succeed  in our various efforts. While no guarantee can be given as to
when  or  whether  we  will  achieve  significant  revenues and profitability, a
reasonable  estimate  is  believed  to  be eighteen months to two years from the
date  of  this  Amended  Report.

                           PART II: OTHER INFORMATION

ITEM  1.  LEGAL  PROCEEDINGS.  None

ITEM  2.  CHANGE  IN  SECURITIES.  None

ITEM  3.  DEFAULTS  UPON  SENIOR  SECURITIES.  None

ITEM  4.  SUBMISSION  OF  MATTERS  TO  VOTE  OF  SECURITY  HOLDERS.  None

ITEM  5.  OTHER  INFORMATION.  None

ITEM  6.  REPORTS  ON  FORM  8-K.  None

                                        9


                                    Exhibits

     Attached  hereto and incorporated herein by this reference are consolidated
unaudited  financial  statements under cover of Exhibit 00QF-3 for the three and
nine  months  ended  September  30,  2000.

     Attached  hereto  as  Exhibit 10.2 is the rescission agreement by which the
Holisticom/Sunspring  transaction  was  cancelled.

                                       10


                                   SIGNATURES


     Pursuant  to  the requirements of the Securities Exchange Act of 1934, this
Form  10-QSB-A amended Report for the Quarter ended September 30, 2000, has been
signed  below  by  the  following persons on behalf of the Registrant and in the
capacity  and  on  the  date  indicated.


Dated:  February  27,  2001
                              SOLAR ENERGY LIMITED

                         (formerly Salvage World, Inc. )
                      (originally Taurus Enterprises, Inc.)


/s/ Melvin L. Prueitt                   /s/ Joel S. Dumaresq
    Dr.  Melvin  L.  Prueitt                Joel  S.  Dumaresq
    Chairman/Director                       President/Director

/s/ Norman Wareham          /s/ Reed Jensen          /s/  David M. Jones
Norman  Wareham                 Dr. Reed Jensen           David M. Jones
Secretary/Treasurer             Director                  Director
Director

                                       11


--------------------------------------------------------------------------------
                                 EXHIBIT 00QF-3A

                         UN-AUDITED FINANCIAL STATEMENTS
             FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2000
--------------------------------------------------------------------------------

                                       12


                              Solar Energy Limited
                           Consolidated Balance Sheets
<TABLE>
<CAPTION>
<S>                                          <C>             <C>
                                             September 30    December 31
                                                      2000           1999
  Unaudited
ASSETS

Current Assets
Cash and Cash Equivalents . . . . . . . . .  $      41,263   $    263,371
Total Current Assets. . . . . . . . . . . .         41,263        263,371
                                             --------------  -------------

Property and Equipment, net . . . . . . . .         46,696         25,297

Other Assets
Patent Costs. . . . . . . . . . . . . . . .         25,666         33,549
Goodwill. . . . . . . . . . . . . . . . . .         37,498         50,008
Investments Available for Sale (Note 5) . .              0              0
Deposits. . . . . . . . . . . . . . . . . .          4,837          4,537
Total Other Assets. . . . . . . . . . . . .         78,001         88,094
                                             --------------  -------------

Total Assets. . . . . . . . . . . . . . . .  $     165,960   $    376,762

LIABILITIES AND STOCKHOLDERS EQUITY

Current Liabilities
Accounts Payable. . . . . . . . . . . . . .         76,937         58,973
Accrued Expenses. . . . . . . . . . . . . .         31,595         16,183
Notes Payable . . . . . . . . . . . . . . .        100,000              0
Notes Payable - Related Party . . . . . . .        617,609        428,639
Total Current Liabilites. . . . . . . . . .        826,141        503,795
                                             --------------  -------------

Minority Interest (Note 3). . . . . . . . .  $     162,800   $          0

Stockholders' Equity
Common Stock, authorized 50,000,000
shares of $0.0001 par value, issued and
outstanding 13,153,911 shares . . . . . . .          1,315          1,315
Paid in Capital . . . . . . . . . . . . . .      1,797,197      1,797,197
Retained Deficit. . . . . . . . . . . . . .     (2,621,493)    (1,925,545)
Total Stockholders' Equity. . . . . . . . .       (822,981)      (127,033)
                                             --------------  -------------

Total Liabilities and Stockholders' Equity.  $     165,960   $    376,762
</TABLE>

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

                                       13


                              Solar Energy Limited
                      Consolidated Statements of Operations
<TABLE>
<CAPTION>
<S>                                   <C>              <C>              <C>             <C>
                                      For the three    For the three    For the nine    For the nine
                                      ===============  ===============
                                      months ended     months ended     months ended    months ended
                                      September 30     September 30     September 30    September 30
                                                2000             1999            2000            1999

SALES. . . . . . . . . . . . . . . .  $            0   $            0   $           0   $           0

COST OF GOODS SOLD . . . . . . . . .               0                0               0               0

GROSS PROFIT . . . . . . . . . . . .               0                0               0               0

OPERATING EXPENSES
General and Administrative Expenses.          40,808           13,551         164,806          32,274
Research and Development . . . . . .         192,880          135,982         552,353         361,558

TOTAL OPERATING EXPENSES . . . . . .         233,688          149,533        (717,159)        393,832

OPERATING INCOME (LOSS). . . . . . .        (233,688)        (149,533)       (717,159)       (393,832)

OTHER INCOME AND (EXPENSES)
Gain on sale of Investment . . . . .               0                0          17,200               0
Interest Income. . . . . . . . . . .             528            1,872           4,011           5,903

Total Other Income and (Expenses). .             528            1,872          21,211           5,903

NET INCOME (LOSS). . . . . . . . . .        (233,160)        (147,661)       (695,948)       (387,929)

NET INCOME (LOSS) PER SHARE. . . . .           (0.02)           (0.01)          (0.05)          (0.03)

WEIGHTED AVERAGE NUMBER
OF COMMON SHARES . . . . . . . . . .      13,153,911       12,353,911      13,153,911      12,587,244
</TABLE>

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

                                       14


                              Solar Energy Limited
                      Consolidated Statement of Cash Flows
<TABLE>
<CAPTION>
<S>                                                    <C>             <C>
                                                       For the nine    For the nine
                                                       ==============  ==============
                                                       months ended    months ended
                                                       September 30    September 30
                                                                2000            1999
Cash Flows From Operating Activities
Net Income (loss) . . . . . . . . . . . . . . . . . .      ($695,948)      ($387,929)
Adjustments to Reconcile Net Income (Loss) to
Net Cash Used in Operating Activities:
Depreciation & Amortization . . . . . . . . . . . . .         21,476               0
Gain on Sale of Investment. . . . . . . . . . . . . .        (17,200)              0
Change in Assets and Liabilites
Increase/(decrease) in:
Accounts Payable. . . . . . . . . . . . . . . . . . .         17,964          (2,878)
Accrued Expenses. . . . . . . . . . . . . . . . . . .         15,412           6,717
Net Cash Provided (Used) by Operating Activities. . .       (658,296)       (384,090)
                                                       --------------  --------------
Cash Flows from Investing Activities
Purchase of Property and Equipment. . . . . . . . . .        (27,761)         (6,812)
Cash Paid for Patent Costs. . . . . . . . . . . . . .         (4,721)        (14,347)
Cash Paid for Deposits. . . . . . . . . . . . . . . .           (300)              0
Cash received on sale of subsidiary . . . . . . . . .        180,000               0
Cash acquired in acquisition. . . . . . . . . . . . .              0          42,733
Net Cash Provided (Used) by Investing Activities. . .        147,218          21,574
                                                       --------------  --------------
Cash Flows from Financing Activities
Common stock issued for cash. . . . . . . . . . . . .              0         100,000
Proceeds from debt financing. . . . . . . . . . . . .        288,970         288,887
Principal payments on debt financing. . . . . . . . .              0        (110,000)
Net Cash Provided (Used) by Financing Activities. . .        288,970         278,887
                                                       --------------  --------------

Net Increase (Decrease) in Cash and Cash Equivalents.       (222,108)        (83,629)
Cash and Cash equivalents
Beginning . . . . . . . . . . . . . . . . . . . . . .        263,371         286,627

Ending. . . . . . . . . . . . . . . . . . . . . . . .  $      41,263   $     202,998
Supplemental Disclosures of Cash Flow Information:
Cash payments for interest. . . . . . . . . . . . . .  $           0   $           0
Cash payments for income taxes. . . . . . . . . . . .  $           0   $           0
                                                       ==============  ==============
Supplemental Schedule of Noncash
Investing and Financing Activities
Common Shares issued for services . . . . . . . . . .  $           0   $           0
</TABLE>


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

                                       15


                              Solar Energy Limited
                               September 30, 2000


NOTE  1  -  NOTES  TO  FINANCIAL  STATEMENTS

     Solar  Energy Limited (the "Company") has elected to omit substantially all
footnotes  to  the  financial statements for the nine months ended September 30,
2000,  since  there have been no material changes (other than indicated in other
footnotes) to the information previously reported by the Company in their Annual
Report  filed  on  Form  10-KSB  for  the  Fiscal  year ended December 31, 1999.

NOTE  2  -  UNAUDITED  INFORMATION

     The  information  furnished  herein was taken from the books and records of
the  Company  without  audit. However, such information reflects all adjustments
which  are,  in  the  opinion  of  management, necessary to properly reflect the
results  of  the  period presented. The information presented is not necessarily
indicative  of  the  results  from operations expected for the full fiscal year.

NOTE  3  -  SALE  OF  SUBSIDIARY

     On  June  30,  2000,  Solar  Energy  Limited  sold 100% of it's interest in
Renewable  Energy  Corporation  (RECO),  a  wholly-owned  subsidiary,  to  Jade
Electronic,  Inc., who changed their name to Renewable Energy Limited (REEL) for
63%  of the outstanding stock of REEL and cash of $180,000. At the point of sale
REEL  had  no  assets  and  no  liabilities,  thus  RECO became its only assets,
liabilities  and  operations  at  June 30, 2000. Because the Company essentially
sold  37%  of  its  interest  in RECO for cash of $180,000, the Company recorded
minority  interest  of  $162,500  and  a  gain  of $17,200. This acquisition was
recorded  by  Jade  as  a  reverse  acquisition  with  RECO being the accounting
acquirer,  therefore  no  goodwill  was  recorded  in  the  acquisition and REEL
recorded  the  assets  and  liabilities of RECO at predecessor cost. The Company
consolidated  its  books  with  REEL  and  HYDRO  at  September  30,  2000.

NOTE  4  -  GOING  CONCERN

     As  disclosed in the audited financial statements at December 31, 1999, the
Company  is  dependent  upon  financing to continue its operations. Management's
plan  was  to raise additional funds to continue the development of its process.
The agreement with REEL provided needed capital and the Company intends to raise
additional  funds  through  public  and  private  offerings as needed to support
operations.  The Company's ability to continue is contingent upon its ability to
continue to raise funds needed for operations. These financial statements do not
include  any adjustments that might result from the outcome of this uncertainty.


                                       16


                              SOLAR ENERGY LIMITED
                               September 30, 2000


NOTE  5  -  SALE  OF  ASSETS

During August 2000, the Company agreed to sell all intellectual property related
to  the  "Sunspring"  project to Holisticom.com Limited for cash of $100,000 and
3,500,000  shares  of  Holisticom.com Limited's common stock.  The Company would
have  recorded  a  gain  on  sale  of  assets of $100,000 and recorded the stock
received  at  a  value  of $0.  There was no recorded basis for the intellectual
property  sold.

Holisticom.com  Limited  subsequently  notified  the  Company  that it would not
proceed  with  the  transaction.  The  assets  were  not  transferred  and  the
Holisticom.com  Limited  common  stock  was  not  issued  to  the  Company.
Holisticom.com  Limited's  $100,000  deposit  has  been  reclassified  as a Note
Payable.

                                       17


--------------------------------------------------------------------------------
                                  EXHIBIT 10.2

                      CANCELLATION OF PROPOSED ACQUISITION
--------------------------------------------------------------------------------

                                       18


                                 SUNSPRING, INC.
                         formerly Holisticom.com Limited
                         151-10080 182 Street, Suite 838
                              Surrey, B.C. V3R 8X8


February  26,  2001


Solar  Energy  Limited
112  C  Longview  Drive
Los  Alamos,  New  Mexico


Gentlemen:

Re:     Proposed  acquisition  of  certain  water  related  assets  owned  by
                           Solar Energy Limited (XSEL)

This  is  formal  notification  from  Sunspring, Inc. that it hereby cancels the
proposed  acquisition  of  certain  water  related  assets  owned  by  XSEL. The
agreement  dated  June 26, 2000 is hereby null and void and the $100,000 deposit
is  hereby  converted  to  a  one  year  loan,  bearing interest at 8%, interest
accrued.  The  note  is  due  February  28,  2002.

Sunspring  may  wish  to  revisit  the  proposed  acquisition when the financial
climate  improves.

Written  consent is required by Solar Energy Limited to this cancellation and by
endorsing  this  letter  below  will  be  satisfactory  notice.  It  is  further
understood  that  the  proposed  shares to be issued by Sunspring, Inc. to Solar
Energy  Limited  are  also  cancelled.


Signed,
SUNSPRING,  Inc.

                                   Agreed by:
                              SOLAR ENERGY LIMITED

                              /s/Melvin L. Prueitt
                                MELVIN L. PRUEITT

cc:  William  Stocker

                                       19