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UNITED STATESSECURITIES AND EXCHANGE
COMMISSIONWashington, D.C. 20549FORM 10-QSB

xQuarterly Report pursuant to
Section 13 or 15(d) of the Securities Exchange Act of 1934For the quarterly period ended December 31, 2007

[ ]Transition Report pursuant to 13 or
15(d) of the Securities Exchange Act of 1934For the transition period __________to
__________Commission File
Number: 333-133710



|CLEAN POWER CONCEPTS
      INC.                                                          
|-----------------------------------------------------------------------------------------
|(Exact name of small business
      issuer as specified in its charter)                  
|                                                                                         
|Nevada                                                                                   
|(State or jurisdiction of incorporation or
      organization)                           
|                                                                                         
|Suite 290  601 Cordova
      Street, Vancouver, British Columbia, Canada, V6C 1G1       
|(Address of principal executive
      offices)                                           
|                                                                                         
|1-604-488-0266                                                                           
|(Issuers telephone number)                                                              
|                                                                                         
|Not Applicable                                                                           
|(Former name, former address, and
      former fiscal year, if changed since last report)

|None                                                   |  | Common Stock, par value $0.001
      per share        
|------------------------------------------------------ |  | ------------------------------------------------------
|Securities registered under Section 12(b) of
      the |  | Securities registered under
      Section 12(g) of the
|Exchange Act                                           |  | Exchange Act                                          

Check whether the issuer (1) filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the past 12 months (or for such shorter period that the registrant
was required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.

[x]Yes[ ]No

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

State the number of shares outstanding of each of
the issuers classes of common stock, as of the latest practicable
date.50,016,000 common shares issued and outstanding
as of February 11, 2008

Transitional Small Business Disclosure Format
(Check one): Yes[ ]No[x]

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INDEX

|         |                                                                                    | Page
|-------- | ---------------------------------------------------------------------------------- | ----
|PART I.  | FINANCIAL INFORMATION                                                              |     
|         |                                                                                    |     
|ITEM 1.  | Financial Statements                                                               | 3   
|         |                                                                                    |     
|         | Consolidated Balance Sheets                                                        | 4   
|         | As at December 31, 2007 with
        comparative figures as at June 30, 2007       |     
|         |                                                                                    |     
|         | Consolidated Statement of Operations                                               | 5   
|         | For the three and six months ended
      December 31, 2007 and 2006 for the period |     
|         | October 17, 2005 (Date of Inception)
      to December 31, 2007                    |     
|         |                                                                                    |     
|         | Consolidated Statement of Cash Flows                                               | 6   
|         | For the three and six months ended
      December 31, 2007 and 2006 and for the    |     
|         | period October 17, 2005 (Date
        of Inception) to December 31, 2007           |     
|         |                                                                                    |     
|         | Consolidated Statement of Shareholders
      (Deficiency) Equity                  | 7   
|         | For the Period from Inception,
        October 17, 2005 to December 31, 2007       |     
|         |                                                                                    |     
|         | Notes to the Financial Statements                                                  | 8   
|         |                                                                                    |     
|ITEM 2.  | Managements Discussion and Analysis
      or Plan of Operation                    | 11  
|         |                                                                                    |     
|ITEM 3.  | Controls and Procedures                                                            | 17  
|         |                                                                                    |     
|PART II. | OTHER INFORMATION                                                                  |     
|         |                                                                                    |     
|ITEM 1.  | Legal Proceedings                                                                  | 17  
|         |                                                                                    |     
|ITEM 2.  | Unregistered Sales of Equity Securities
      and Use of Proceeds                  | 17  
|         |                                                                                    |     
|ITEM 3.  | Defaults Upon Senior Securities                                                    | 18  
|         |                                                                                    |     
|ITEM 4.  | Submission of Matters to a Vote of
      Security Holders                          | 18  
|         |                                                                                    |     
|ITEM 5.  | Other Information                                                                  | 18  
|         |                                                                                    |     
|ITEM 6.  | Exhibits                                                                           | 18  
|         |                                                                                    |     
|         | SIGNATURES                                                                         |     

2

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PART 1  FINANCIAL
INFORMATION

|ITEM 1. | FINANCIAL STATEMENTS
|------- | --------------------

The accompanying consolidated balance sheets of
Clean Power Concepts Inc. (formerly Loma Verde Inc.) and subsidiary (a
development stage company) at December 31, 2007 and the consolidated statement
of operations and consolidated statement of cash flow for the three and six
months ended December 31, 2007 and December 31, 2006 and for the period from
October 17, 2005 (date of incorporation) to December 31, 2007 have been prepared
by our management in conformity with accounting principles generally accepted in
the United States of America.

It is the opinion of management that the interim
consolidated financial statements for the quarter ended December 31, 2007
includes all adjustments necessary in order to ensure that the interim
consolidated financial statements are not misleading.

3

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|CLEAN POWER CONCEPTS INC.               
|----------------------------------------
|(A Development Stage Company)           
|                                        
|INTERIMCONSOLIDATED BALANCE
      SHEETS
|(Unaudited  see Note 1)                
|(Stated in U.S. Dollars)                

|                                                                        |   |             |   |   |          |  
|----------------------------------------------------------------------- | - | ----------- | - | - | -------- | -
|                                                                        |   | December 31 |   |   | June 30  |  
|                                                                        |   | 2007        |   |   | 2007     |  
|                                                                        |   |             |   |   |          |  
|ASSETS                                                                  |   |             |   |   |          |  
|Current                                                                 |   |             |   |   |          |  
|Cash                                                                    | $ | 4,402       |   | $ | 47,340   |  
|Prepaid expenses                                                        |   | -           |   |   | 8,075    |  
|Accounts receivable  Note
      4                                      |   | -           |   |   | 72,120   |  
|                                                                        |   |             |   |   |          |  
|Total Current Assets                                                    | $ | 4,402       |   | $ | 127,535  |  
|                                                                        |   |             |   |   |          |  
|LIABILITIES                                                             |   |             |   |   |          |  
|Current                                                                 |   |             |   |   |          |  
|Accounts payable and accrued
      liabilities                          | $ | 2,092       |   | $ | 13,960   |  
|Accounts payable  related party  Note
      5                         |   | 20,183      |   |   | 20,183   |  
|Demand loans  Notes 6                                                  |   | 388,400     |   |   | 238,400  |  
|Interest payable  Note 6                                               |   | 19,537      |   |   | 4,492    |  
|Total Current
      Liabilities                                         | $ | 430,212     |   | $ | 277,035  |  
|                                                                        |   |             |   |   |          |  
|SHAREHOLDERS (DEFICIENCY)
      EQUITY                                 |   |             |   |   |          |  
|                                                                        |   |             |   |   |          |  
|Share Capital Note 8                                                   |   |             |   |   |          |  
|Authorized:                                                             |   |             |   |   |          |  
|11,200,000,000 common shares
      with a par value of $0.001 per share |   |             |   |   |          |  
|                                                                        |   |             |   |   |          |  
|Issued:                                                                 |   |             |   |   |          |  
|50,016,000 common shares                                                |   | 50,016      |   |   | 50,016   |  
|Additional paid-in
      capital                                        |   | (17,216     | ) |   | (17,216  | )
|Deficit accumulated during the development
      stage                  |   | (458,610    | ) |   | (182,300 | )
|Total Shareholders
      Deficiency                                    | $ | (425,810    | ) | $ | (149,500 | )
|                                                                        |   |             |   |   |          |  
|                                                                        | $ | 4,402       |   | $ | 127,535  |  

See the accompanying notes to the consolidated
financial statements

4

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|CLEAN POWER CONCEPTS, INC. and SUBSIDIARY         
|--------------------------------------------------
|(A Development Stage Company)                     
|INTERIM CONSOLIDATED STATEMENT OF
      OPERATIONS
|(Unaudited)                                       
|Stated in U.S. Dollars                            

|                                 |   |                          |   |   |              |   |   |              |   |   |                |   |   | Cumulative |  
|-------------------------------- | - | ------------------------ | - | - | ------------ | - | - | ------------ | - | - | -------------- | - | - | ---------- | -
|                                 |   |                          |   |   |              |   |   | Six Months   |   |   | From Inception |   |   | From       |  
|                                 |   | THREE MONTHS
      ENDED |   |   | Ended        |   |   | to           |   |   | Inception      |  
|                                 |   | DECEMBER
      31        |   |   | December 31, |   |   | December 31, |   |   | October 17,    |  
|                                 |   |                          |   |   |              |   |   |              |   |   |                |   |   | 2005 to    |  
|                                 |   | 2007                     |   |   | 2006         |   |   | 2007         |   |   | 2006           |   |   | December   |  
|                                 |   |                          |   |   |              |   |   |              |   |   |                |   |   | 31, 2007   |  
|                                 |   |                          |   |   |              |   |   |              |   |   |                |   |   |            |  
|                                 | $ |                          |   | $ |              |   | $ |              |   | $ |                |   | $ |            |  
|Revenue                          |   | -                        |   |   | -            |   |   | -            |   |   | -              |   |   | -          |  
|                                 |   |                          |   |   |              |   |   |              |   |   |                |   |   |            |  
|General
      and                |   |                          |   |   |              |   |   |              |   |   |                |   |   |            |  
|Administrative
      Expenses    |   | 123,531                  |   |   | 4,904        |   |   | 261,265      |   |   | 11,266         |   |   | 439,073    |  
|                                 |   |                          |   |   |              |   |   |              |   |   |                |   |   |            |  
|Loss for the Period
      Before | $ | (123,531                 | ) | $ | (4,904       | ) | $ | (261,265     | ) | $ | (11,266        | ) | $ | (439,073   | )
|Other
      Expenses             |   |                          |   |   |              |   |   |              |   |   |                |   |   |            |  
|Interest Expense                 |   | 8,146                    |   |   | -            |   |   | 15,045       |   |   | -              |   |   | 19,537     |  
|Net Loss for
      the Period    | $ | (131,677                 | ) | $ | (4,904       | ) | $ | (276,310     | ) | $ | (11,266        | ) | $ | (458,610   | )
|Basic and Diluted Loss
      per |   |                          |   |   |              |   |   |              |   |   |                |   |   |            |  
|Share                            | $ | (0.00                    | ) | $ | (0.00        | ) | $ | (0.00        | ) | $ | (0.00          | ) |   |            |  
|Weighted average
      number    |   |                          |   |   |              |   |   |              |   |   |                |   |   |            |  
|of                               |   |                          |   |   |              |   |   |              |   |   |                |   |   |            |  
|Shares outstanding               |   | 50,016,000               |   |   | 143,416,000  |   |   | 50,016,000   |   |   | 143,416,000    |   |   |            |  

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

5

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|CLEAN POWER CONCEPTS INC.                          
|---------------------------------------------------
|(A Development Stage Company)                      
|                                                   
|INTERIM CONSOLIDATED STATEMENTS OF CASH
      FLOWS
|(Unaudited  see Note 1)                           
|(Stated in U.S. Dollars)                           

|                                                          |   |                                |   |   |                     |   |   | Cumulative  |  
|--------------------------------------------------------- | - | ------------------------------ | - | - | ------------------- | - | - | ----------- | -
|                                                          |   |                                |   |   |                     |   |   | Period from |  
|                                                          |   |                                |   |   |                     |   |   | Inception   |  
|                                                          |   | For the Six months
      Ended |   |   | October 17, 2005 to |  
|                                                          |   | December 31                    |   |   | December 31,        |  
|                                                          |   | 2007                           |   |   | 2006                |   |   | 2007        |  
|                                                          |   |                                |   |   |                     |   |   |             |  
|Cash Flows From Operating
      Activities                |   |                                |   |   |                     |   |   |             |  
|Net loss for the period                                   | $ | (276,310                       | ) | $ | (11,266             | ) | $ | (458,610    | )
|                                                          |   |                                |   |   |                     |   |   |             |  
|Adjustments To Reconcile Net Loss To Net
      Cash       |   |                                |   |   |                     |   |   |             |  
|Provided (Used) By
      Operating Activities             |   |                                |   |   |                     |   |   |             |  
|Changes in prepaid expenses                               |   | 8,075                          |   |   | -                   |   |   | -           |  
|Changes in accounts
      receivable                      |   | 72,120                         |   |   | -                   |   |   | -           |  
|Changes in accounts payable and accrued
      liabilities |   | (11,868                        | ) |   | (161                | ) |   | 2,092       |  
|Changes in interest
      payable                         |   | 15,045                         |   |   | -                   |   |   | 19,537      |  
|Capital contributions  expenses                          |   | -                              |   |   | 6,000               |   |   | 15,000      |  
|                                                          |   | (192,938                       | ) |   | (5,427              | ) |   | (421,981    | )
|                                                          |   |                                |   |   |                     |   |   |             |  
|Cash Flows From Financing
      Activities                |   |                                |   |   |                     |   |   |             |  
|                                                          |   |                                |   |   |                     |   |   |             |  
|Paid-in capital                                           |   | -                              |   |   | -                   |   |   | 17,800      |  
|Demand loan                                               |   | 150,000                        |   |   | -                   |   |   | 388,400     |  
|Due to related party                                      |   | -                              |   |   | 5,079               |   |   | 20,183      |  
|                                                          |   |                                |   |   |                     |   |   |             |  
|                                                          |   | 150,000                        |   |   | 5,079               |   |   | 426,383     |  
|                                                          |   |                                |   |   |                     |   |   |             |  
|Cash Flows From Investing
      Activities                |   | -                              |   |   | -                   |   |   | -           |  
|                                                          |   |                                |   |   |                     |   |   |             |  
|                                                          |   |                                |   |   |                     |   |   |             |  
|Net (Decrease) Increase In Cash For The
      Period      |   | (42,938                        | ) |   | (348                | ) |   | 4,402       |  
|Cash, Beginning Of
      Period                           |   | 47,340                         |   |   | 1,169               |   |   | -           |  
|Cash, End Of Period                                       | $ | 4,402                          |   | $ | 821                 |   | $ | 4,402       |  

See the accompanying notes to the consolidated
financial statements

6

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|CLEAN POWER CONCEPTS INC.                                         
|------------------------------------------------------------------
|(A Development Stage Company)                                     
|                                                                  
|INTERIM CONSOLIDATED STATEMENT
      OF                           
|SHAREHOLDERS (DEFICIENCY)
      EQUITY                           
|PERIOD FROM INCEPTION, OCTOBER 17, 2005
      TO DECEMBER 31, 2007
|(Stated in U.S. Dollars)                                          

|COMMON STOCK                           | 
|-------------------------------------- | 
|                                       | 
|                                       | 
|                                       | 
|                                       | 
|                                       | 
|Issuance of
      common shares for    | 
|cash at $0.001 -                       | 
|February 15,
      2006                | 
|Issuance of common shares
      for    | 
|cash at $.05 -
      January 31, 2006  | 
|Capital contributions -
      expenses | 
|Net operating loss for the year        | 
|Balance, June 30, 2006                 | 
|Capital
      contributions - expenses | 
|Returned to Treasury -                 | 
|April 23,
      2007                   | 
|Net operating loss for the year        | 
|Balance, June 30, 2007                 | 
|Net loss for the period                | 
|Balance, December 31, 2007             | 

See the accompanying notes to the consolidated
financial statements

7

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|CLEAN POWER CONCEPTS INC.                               
|--------------------------------------------------------
|(A Development Stage Company)                           
|                                                        
|NOTES TO INTERIM CONSOLIDATED FINANCIAL
      STATEMENTS
|DECEMBER 31, 2007                                       
|(Unaudited)                                             
|(Stated in U.S. Dollars)                                

|Note 1 | NATURE AND CONTINUANCE OF
      OPERATIONS
|------ | ------------------------------------------

The unaudited consolidated financial statements as
of December 31, 2007 included herein have been prepared 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 United States generally accepted principles have
been condensed or omitted pursuant to such rules and regulations. In the opinion
of management, all adjustments (consisting of normal recurring accruals)
considered necessary for a fair presentation have been included. It is suggested
that these financial statements be read in conjunction with the June 30, 2007
audited financial statements and notes thereto.

Organization

Clean Power Concepts Inc.. (the Company) was
incorporated on October 17, 2005 under the laws of the State of Nevada, USA
under the name of Loma Verde Inc. The Company is a public company whose common
shares are listed for trading on the United States Over-the-Counter Bulletin
Board. The Companys wholly owned subsidiary, Loma Verde Explorations Ltd., was
incorporated in British Columbia on October 28, 2005.

The Company was organized for the purpose of
acquiring and developing mineral properties and was therefore considered to be
in the pre-exploration stage. Mineral claims, with unknown reserves, had been
acquired. However, since the Company had not established the existence of a
commercially mineable ore deposit, it decided to abandon its mineral claims and
pursue other business opportunities.

On March 22, 2007, a wholly owned subsidiary of
the Company, Clean Power Concepts, Inc. was incorporated under the laws of the
State of Nevada. By agreement, effective April 2, 2007, Clean Power Concepts,
Inc. was merged into the Company for the sole purpose of changing the Companys
name. The Company became the surviving entity and changed its name from Loma
Verde Inc. to Clean Power Concepts Inc. to further reflect the Companys
anticipation of exiting the mining exploration business and pursuing other
business opportunities. In conjunction with the aforementioned merger, the
Company forward split its authorized, issued and outstanding common stock on a
56 new for 1 old basis. The number of shares, amount of consideration allocated
to par value and additional paid-in capital have been retroactively restated to
reflect this forward split from date of inception.

With the recent abandonment of its mineral claims,
we are seeking alternate business opportunities in other industries, one of
which is the alternative energy business.

|Note 2 | SUMMARY OF SIGNIFICANT
      ACCOUNTING POLICIES
|------ | ------------------------------------------------

Accounting Methods

The Company recognizes income and expenses based
on the accrual method of accounting.Dividend PolicyThe Company has not yet adopted a policy regarding
payment of dividends.

8

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Basic and Diluted Net Income (loss) Per
Share

Basic net income (loss) per share amounts is
computed based on the weighted average number of shares actually outstanding.
Diluted net income (loss) per share amounts are computed using the weighted
average number of common and common equivalent shares outstanding as if shares
had been issued on the exercise of the common share rights unless the exercise
becomes antidilutive and then only the basic per share amounts are shown in the
report.

Principles of Consolidation

The accompanying consolidated financial statements
include the accounts of Clean Power Concepts, Inc. (parent) and its subsidiary
from their inception. All significant intercompany accounts and balances have
been eliminated in consolidation.

Evaluation of Long-Lived Assets

The Company periodically reviews its long term
assets and makes adjustments if the carrying value exceeds fair
value.

Income Taxes

The Company utilizes the liability method of
accounting for income taxes. Under the liability method deferred tax assets and
liabilities are determined based on differences between financial reporting and
the tax bases of the assets and liabilities and are measured using the enacted
tax rates and laws that will be in effect, when the differences are expected to
be reversed. An allowance against deferred tax assets is recorded, when it is
more likely than not, that such tax benefits will not be realized.

On December 31, 2007, the Company had a net
operating loss carry forward of $458,610 for income tax purposes. The tax
benefit of approximately $137,000 from the loss carry forward has been fully
offset by a valuation reserve because the future tax benefit is undeterminable
since the Company is unable to establish a predictable projection of operating
profits for future years. The carry forward losses will expire in
2028.

Foreign Currency Translations

Transactions undertaken in currencies other than
the reporting currency are translated at the exchange rate in effect as of the
transaction date. Expenses paid in Canadian dollars have been converted at the
transaction date and are included in the statement of operations.

Revenue Recognition

Revenue is recognized on the sale and delivery of
a product or the completion of a service provided.Advertising and Market DevelopmentThe Company
expenses advertising and market development costs as incurred.

Financial Instruments

Due to short term maturities the carrying amounts
of financial instruments are considered by management to be their fair value to
their short term maturities.

Estimates and Assumptions

Management uses estimates and assumptions in
preparing financial statements in accordance with general accepted accounting
principles. Those estimates and assumptions affect the reported amounts of the
assets and liabilities, the disclosure of contingent assets and liabilities, and
the reported revenues and expenses. Actual results could vary from the estimates
that were assumed in preparing these financial statements.

9

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Statement of Cash Flows

For the purposes of the statement of cash flows,
the Company considers all highly liquid investments with a maturity of three
months or less to be cash equivalents.

Recent Accounting Pronouncements

The Company does not expect that the adoption of
other recent accounting pronouncements will have a material impact on its
financial statements.

|Note 3 | ACQUISITION AND ABANDONMENT OF
      MINERAL CLAIMS
|------ | ---------------------------------------------------

The Companys subsidiary acquired three mineral
claims, known as the HV-12, Thistle 2 and Thistle 3, situated in British
Columbia, which had an expiration date of March 1, 2007, and February 10, 2007
for the latter two claims. The claims could have been extended yearly by the
payment of $5,026 Cdn or the completion of work on the property of $5,026 Cdn.
plus a filing fee. It was decided by management that since the Company had not
established the existence of a commercially mineable ore deposit on the claims,
the mineral properties would be abandoned and allowed to expire. The Company is
currently pursuing other business opportunities in the alternative energy
sector.

|Note 4 | ACCOUNTS RECEIVABLE
|------ | -------------------

Accounts receivable as at December 31, 2007 is
$Nil.

|Note 5 | SIGNIFICANT TRANSACTIONS WITH
      RELATED PARTY
|------ | -------------------------------------------------

The $20,183 due to a related party consists of
cash advances made by a director of the Company. This amount is unsecured,
non-interest bearing and has no specific terms of repayment.

|Note 6 | SHORT TERM ADVANCES AND DEMAND
      LOAN
|------ | -----------------------------------------

The Company has received short term advances from
third parties totaling $388,400 that are payable on demand, unsecured and bear
interest at an annual rate of ten percent. Interest accrued on these advances
amount to $19,537 as at December 31, 2007. It is anticipated that these loans
and the loan disclosed in Note 9 will be paid down through the proceeds from a
private placement equity financing with accredited investors.

|Note 8 | CAPITAL STOCK
|------ | -------------

On March 7, 2007, our board of directors approved
a 56 for one (1) forward stock split of our authorized, issued and outstanding
shares of common stock. The forward stock split was effective with the Secretary
of State of Nevada on March 21, 2007. As a result, our authorized capital
increased from 200,000,000 shares of common stock to 11,200,000,000 shares of
common stock. Our issued and outstanding share capital increased from 2,561,000
shares of common stock to 143,416,000 shares of common stock. On April 23, 2007,
several of our insiders returned an aggregate of 93,400,000 shares of our common
stock to the Company for cancellation without consideration. As of December 31,
2007, we had 50,016,000 shares of common stock issued and outstanding. The
Statement of Stockholders Equity has been re-stated to show the effect of the
forward stock split. The weighted average number of shares outstanding as at
December 31, 2007 amounted to 50,016,000. The December 31, 2007 weighted average
number of shares outstanding has been restated to show the effect of the forward
stock split from date of inception.

|Note 9 | GOING CONCERN
|------ | -------------

These financial statements have been prepared in
  accordance with generally accepted accounting principles applicable to a going
  concern, which assumes that the Company will be able to meet its obligations
  and continue its operations for its next twelve months. Realization values may
  be substantially different from carrying values as shown and these financial
  statements

10

---

do not give effect to adjustments that would be
necessary to the carrying values and classification of assets and liabilities
should the Company be unable to continue as a going concern. At December 31,
2007, the Company has not yet achieved profitable operations, has accumulated
losses of $458,610 since its inception, has a working capital deficiency of
$425,810 and expects to incur further losses in the development of its business,
all of which casts substantial doubt about the Companys ability to continue as
a going concern. The Companys ability to continue as a going concern is
dependent upon its ability to generate future profitable operations and/or to
obtain the necessary financing to meet its obligations and repay its liabilities
arising from normal business operations when they come due. Management has no
formal plan in place to address this concern but considers that the Company will
be able to obtain additional funds by equity financing and/or related party
advances, however there is no assurance of additional funding being
available.

|ITEM 2. | MANAGEMENTS DISCUSSION AND
      ANALYSIS OR PLAN OF OPERATION
|------- | ---------------------------------------------------------------

FORWARD-LOOKING STATEMENTS

This quarterly report contains forward-looking
statements as that term is defined in Section 27A of the Securities Act of 1933,
as amended, and Section 21E of the Securities Exchange Act of 1934, as amended.
These statements relate to future events or our future financial performance. In
some cases, you can identify forward-looking statements by terminology such as
"may", "should", "expects", "plans", "anticipates", "believes", "estimates",
"predicts", "potential" or "continue" or the negative of these terms or other
comparable terminology. These statements are only predictions and involve known
and unknown risks, uncertainties and other factors, including the risks in the
section entitled "Risk Factors that may cause our or our industry's actual
results, levels of activity, performance or achievements to be materially
different from any future results, levels of activity, performance or
achievements expressed or implied by these forward-looking statements. Although
we believe that the expectations reflected in the forward-looking statements are
reasonable, we cannot guarantee future results, levels of activity, performance
or achievements. Except as required by applicable law, including the securities
laws of the United States, we do not intend to update any of the forward-looking
statements to conform these statements to actual results.

Financial information contained in this quarterly
report and in our consolidated unaudited financial statements is stated in
United States dollars and are prepared in accordance with United States
generally accepted accounting principles. The following discussion should be
read in conjunction with our consolidated unaudited financial statements and the
related notes that appear elsewhere in this quarterly report. This discussion
contains forward-looking statements that reflect our plans, estimates and
beliefs. Our actual results could differ materially from those discussed in the
forward-looking statements. Factors that could cause or contribute to such
differences include, but are not limited to those discussed below and elsewhere
in this quarterly report, particularly in the section entitled "Risk
Factors".

As used in this quarterly report and unless
otherwise indicated, the terms "we", "us", "our" and "Clean Power" means Clean
Power Concepts, Inc. and our wholly-owned subsidiary.

Corporate History

We were incorporated on October 17, 2005 under the
laws of the State of Nevada, United States. Our sole subsidiary, Loma Verde
Explorations Ltd., was incorporated in British Columbia on October 28,
2005.

On March 22, 2007, we incorporated Clean Power
Concepts, Inc., a Nevada company, for the sole purpose of effecting a name
change of our Company by way of merger. By agreement, effective April 2, 2007,
Clean Power Concepts was merged into our Company, with our Company carrying on
as the surviving company under the name Clean Power Concepts Inc. The name
change was effected to reflect our decision to simultaneously pursue other
business opportunities outside of the mining exploration business. In
conjunction with the merger, we affected a forward stock split of our
authorized, issued and outstanding common stock on a 56 for 1 basis, whereby
each share of our common stock prior to the split was equal to 56 shares
following the split. The forward split was effective March 21, 2007. The number
of shares, amount of consideration allocated to par value and additional paid-in
capital have been retroactively restated to reflect this forward
split.

11

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Our Current Business

Following incorporation, we commenced operations
as an exploration stage mining company and sought out the acquisition and
development of prospective mineral claims. However, since our Company did not
establish the existence of a commercially mineable ore deposit, it decided to
abandon its mineral claims and pursue other business opportunities, one of which
is the alternative energy business. Depending upon the business opportunity, we
may acquire assets or technologies to develop our own business or we may seek
out business opportunities with established business entities for the merger of
another entity with our Company. In certain instances, a target business may
wish to become a subsidiary of us or may wish to contribute assets to us rather
than merge. Although we have identified certain technologies associated with the
alternative energy business as a potential business opportunity, we have not
entered into any definitive agreements and there can be no assurance that we
will be able to enter into any definitive agreements. We anticipate that any new
acquisition or business opportunity identified by our Company will require
additional financing. There can be no assurance, however, that we will be able
to acquire the financing necessary to enable us to pursue our plan of operation.
If our Company requires additional financing and we are unable to acquire such
funds, our business may fail.

PLAN OF OPERATIONS

Overview

Discussion of our financial condition and results
of operations should be read in conjunction with our consolidated unaudited
financial statements and the notes thereto included elsewhere in this quarterly
report prepared in accordance with accounting principles generally accepted in
the United States. This discussion contains forward-looking statements that
reflect our plans, estimates and beliefs. Our actual results could differ
materially from those anticipated in these forward-looking
statements.

Depending upon the business opportunity, we may
acquire assets or technologies to develop our own business or we may seek out
business opportunities with established business entities for the merger of a
target business with our company.

As part of our strategy to enter the renewable
energy business, management is looking to raise debt and equity to finance its
acquisition of technologies and assets and to establish strategic partnerships
and relationships in this industry.

Results of Operations for the six months ended
December 31, 2007 and December 31, 2006

As the Company is in the start up stage, revenues
for the six months ended December 31, 2007 were Nil. Total expenses including
interest expense of $15,045 for the six months ended December 31, 2007 amounted
to $276,265 as compared to $11,266 for the same six months ended December 31,
2006. General and Administrative Expenses of $261,265 consist of $192,103 in
consulting fees incurred to develop the companys strategic plan, research
business and merger opportunities, follow up with potential customers in the
resort business looking for alternative energy solutions and meeting with solar,
waster water and water recycling suppliers offering commercial products and
services to the industry. In addition to consulting fees, the company incurred
$4,545 in accounting fees, $14,090 in investor relations fees, $4,143 in legal
fees, $7,145 in trade show attendance costs aimed at identifying business
opportunities and strategic partnerships, $6,919 in regulatory and state filing
fees, $8,204 in office rent, $14,469 web site development costs, $6,477 in
travel costs and $3,170 in telephone and general office expenses.

Net loss for the six months ended amounted to
$276,310 compared to $11,266 for the six months ended December 31,
2006.

Results of Operations for the three months
ended December 31, 2007 and December 31, 2006

Revenues for the three months ended December 31,
2007 were Nil. Total expenses included interest expense of $8,146 for the three
months ended December 31, 2007 amounted to $131,677 compared to $4,904 for the
comparable three month period ended December 31, 2006. General and
administrative expenses for the three months ended December 31, 2007 amounted to
$123,531compared $4,904 for the same period in fiscal 2006. General and
administrative expenses consist of $92,572 in consulting fees, $6,600 in
investor relations expenses, $2,995 in accounting fees, $1,780 in legal fees,
$3,884 in office rent, $3,056 in travel expenses, $8,790 in web development
expenses and the remainder of $3,854 in office and general expenses.

12

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Net loss for the three months ended amounted to
$131,677 compared to $4,904 for the three months ended December 31,
2006.

Plan of Operation

As of December 31, 2007 our Company had cash of
$4,402 and a working capital deficiency of $425,810. Management has plans to
raise additional financing to cover on-going operations. Having completed an
assessment of the alternative energy business through the use of consultants,
management is conscious of keeping general and administrative expenses to a
minimum while it meets with potential commercial and resort based customers and
suppliers. Excluding costs relating potential acquisitions and partnerships, we
estimate our general operating expenses for the next twelve month period to be
as follows:

Consultant Compensation
    $ 125,000Professional Fees
    $ 50,000General and Administrative Expenses
    $ 100,000Total
    $ 275,000


Employees

We anticipate that we will be conducting most of
our business through agreements with consultants and third parties. Our
President, Cory Turner does not have an employment agreements with
us.

Consultant Compensation

Given the early stage of our operations, we intend
to continue to outsource our professional and personnel requirements by
retaining consultants on an as-needed basis. We estimate that our consultant and
related professional compensation expenses for the next twelve month period will
be approximately $125,000.

Professional Fees

We expect to incur on-going legal, accounting and
audit expenses to comply with our reporting responsibilities as a public company
under the United States Securities Exchange Act of 1934, as amended. We estimate
such expenses for the next fiscal year to be approximately $50,000.

General and Administrative
Expenses

We anticipate spending $100,000 on general and
administrative costs in the next twelve month period. These costs primarily
consist of expenses such as office supplies, rent and office
equipment.

Liquidity and Capital Resources

As of December 31, 2007, we had cash of $4,402 and
$430,212 in current liabilities. The current liabilities consisted of accounts
payable and accrued liabilities, demand loans and accounts payable to a related
party. We had a working capital deficiency of $425,810 as of December 31,
2007.

To date, we have had negative cash flows from
operations and we have been dependent on sales of our equity securities and debt
financing to meet our cash requirements. We expect this situation to continue
for the foreseeable future. We anticipate that we will have negative cash flows
during the next twelve month period.

We incurred a net loss of $131,677 for the six
months ended December 31, 2007. As indicated above, we anticipate that our
estimated working capital requirements and projected operating expenses for the
next twelve months will be $275,000. As we had a working capital deficiency of
$425,810 as of December 31, 2007, we will be required to raise additional funds
through the issuance of equity securities or through debt financing in order to
carry-out our plan of operations for the next twelve month period. There can be
no assurance that we will be successful in raising the required capital or that
actual cash requirements will not exceed our estimates.

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Given that we have not achieved profitable
operations to date, our cash requirements are subject to numerous contingencies
and risk factors beyond our control, including operation and acquisition risks,
competition from well-funded competitors, and our ability to manage growth. We
can offer no assurance that our Company will generate cash flow sufficient to
achieve profitable operations or that our expenses will not exceed our
projections. If our expenses exceed estimates, we will require additional monies
during the next twelve months to execute our business plan.

There are no assurances that we will be able to
obtain funds required for our continued operation. There can be no assurance
that additional financing will be available to us when needed or, if available,
that it can be obtained on commercially reasonable terms. If we are not able to
obtain additional financing on a timely basis, we will not be able to meet our
other obligations as they become due and we will be forced to scale down or
perhaps even cease the operation of our business.

There is substantial doubt about our ability to
continue as a going concern as the continuation of our business is dependent
upon obtaining further long-term financing, successful operation or our
reclaimed textiles business or successful development of a suitable alternative
business and, finally, achieving a profitable level of operations. The issuance
of additional equity securities by us could result in a significant dilution in
the equity interests of our current stockholders. Obtaining commercial loans,
assuming those loans would be available, will increase our liabilities and
future cash commitments.

Due to the uncertainty of our ability to meet our
current operating expenses and the capital expenses noted above, in their report
on the annual financial statements for the year ended June 30, 2007, our
independent auditors included an explanatory paragraph 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.

Future Financings

We anticipate that additional funding, when
required, will be in the form of equity financing from the sale of our common
stock or through debt financing. However, we cannot provide investors with any
assurance that we will be able to raise sufficient funding from the sale of our
common stock or through debt financing on commercially reasonable terms to fund
operations. We do not currently have any arrangements in place for any future
equity or debt financing. Our limited operating history and our lack of
significant tangible capital assets makes it unlikely that we will be able to
obtain significant debt financing in the near future.

Off-Balance Sheet Arrangements

We have no off-balance sheet arrangements that
have or are reasonably likely to have a current or future effect on our
financial condition, changes in financial condition, revenues or expenses,
results of operations, liquidity, capital expenditures or capital
resources

Critical Accounting Policies

The preparation of financial statements in
conformity with United States generally accepted accounting principles requires
management to make estimates and assumptions that affect the amounts reported in
the financial statements and accompanying disclosures of our Company. Although
these estimates are based on management's knowledge of current events and
actions that our Company may undertake in the future, actual results may differ
from such estimates.

New Accounting Pronouncements

We have determined that there were no new
accounting pronouncements as of February 11, 2008 which have a material effect
on our Company or our operations.

RISKS FACTORS

Much of the information included in this quarterly
report includes or is based upon estimates, projections or other
forward-looking statements. Such forward-looking statements include any
projections and estimates made by us and our management in connection with our
business operations. While these forward-looking statements, and any assumptions
upon which they are

14

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based, are made in good faith and reflect our
current judgment regarding the direction of our business, actual results will
almost always vary, sometimes materially, from any estimates, predictions,
projections, assumptions or other future performance suggested
herein.

Such estimates, projections or other
forward-looking statements involve various risks and uncertainties as outlined
below. We caution the reader that important factors in some cases have affected
and, in the future, could materially affect actual results and cause actual
results to differ materially from the results expressed in any such estimates,
projections or other forward-looking statements.

An investment in our securities involves an
exceptionally high degree of risk and is extremely speculative. In addition to
the other information regarding our Company contained in this Form 10Q-SB, you
should consider many important factors in determining whether to purchase the
shares of our Company. The following risk factors reflect the potential and
substantial material risks which could be involved if you decide to purchase
shares in our Company.

We have had negative cash flows from operations
and if we are not able to obtain further financing, our business operations may
fail.

We had a working capital deficiency of $425,810 as
of December 31, 2007. We do not have sufficient funds to independently finance
the acquisition and development of prospective business opportunities in
alternative industries. We do not expect to generate any revenues for the
foreseeable future. Accordingly, we will require additional funds, either from
equity or debt financing, to maintain our daily operations and to locate,
acquire and develop a prospective property or consummate alternative business
opportunities. Obtaining additional financing is subject to a number of factors,
including economic factors, investor sentiment and any business opportunities or
prospective property interests that we may enter into in the future. Financing,
therefore, may not be available on acceptable terms, if at all. The most likely
source of future funds presently available to us is through the sale of equity
capital. Any sale of share capital, however, will result in dilution to existing
shareholders. If we are unable to raise additional funds when required, we may
be forced to delay our plan of operation and our entire business may
fail.

We currently do not generate revenues, and as a
result, we face a high risk of business failure.

We do not hold an interest in any revenue
generating property and we have not identified a suitable alternative business
opportunity from our mining interests. From the date of our incorporation, we
have primarily focused on the location and acquisition of mineral properties. We
have not generated any revenues to date. In order to generate revenues, we will
incur substantial expenses in the location, acquisition and development of a
prospective property or alternative business. We therefore expect to incur
significant losses into the foreseeable future. We recognize that if we are
unable to generate significant revenues from our activities, our entire business
may fail. There is no history upon which to base any assumption as to the
likelihood that we will be successful in our plan of operation, and we can
provide no assurance to investors that we will generate any operating revenues
or achieve profitable operations.

Upon completion of a business opportunity or
combination, there can be no assurance that we will be able to successfully
manage or achieve growth of that business opportunity or
combination.

Our ability to achieve growth upon the acquisition
of a suitable business opportunity or business combination will be dependent
upon a number of factors including our ability to hire and train management and
other employees and the adequacy of our financial resources. There can be no
assurance that we will be able to successfully manage any business opportunity
or business combination. Failure to manage anticipated growth effectively and
efficiently could have a material adverse effect on our Company.

If we complete a business opportunity or
combination, management of our Company may be required to sell or transfer
common shares and resign as members of our board of directors.

A business combination or acquisition of a business
  opportunity involving the issuance of our common shares may result in new shareholders
  obtaining a controlling interest in our Company. Any such business combination
  or acquisition of a business opportunity may require management of our Company
  to sell or transfer all or a portion of the shares they hold in our Company
  and require such individuals to resign as members of our board. The resulting
  change in control of our Company

15

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could result in the removal of one or more of our present officers and directors and a corresponding reduction in or elimination of their participation in the future affairs of our Company.

If we complete a business opportunity or combination, we may be required to issue a substantial number of common shares which would dilute the shareholdings of our current shareholders and result in a change of control of our
Company.

We may pursue the acquisition of a business opportunity or a business combination with a private company. The likely result of such a transaction would result in our Company issuing common shares to shareholders of such private company.
Issuing previously authorized and unissued common shares in the capital of our Company will reduce the percentage of common shares owned by existing shareholders and may result in a change in the control of our Company and our management.

We have no agreement for a business combination or other transaction and there can be no assurance that we will be able to successfully identify and evaluate a suitable business opportunity.

As at the date of this report, we have no arrangement, agreement or understanding with respect to acquiring a business opportunity or engaging in a business combination with any private entity. The success of our Company following an
entry into any business opportunity or business combination will depend to a great extent on the operations, financial condition and management of any identified business opportunity. While management intends to seek business opportunities and/or
business combinations with entities with established operating histories, there is no assurance that we will successfully locate business opportunities meeting such criteria.  In the event that we complete a business combination or otherwise acquire
a business opportunity, the success of our operations may be dependent upon management of the successor firm or venture partner firm, together with a number of other factors beyond our control.

As there are a large number of established and well-financed entities actively seeking suitable business opportunities and business combinations, we are at a competitive disadvantage in identifying and completing such
opportunities.

We are, and will continue to be, an insignificant participant seeking a suitable business opportunity or business combination. A large number of established and well-financed entities, including venture capital firms, are active in
seeking suitable business opportunities or business combinations which may also be desirable target candidates for our Company. Virtually all such entities have significantly greater financial resources, technical expertise and managerial
capabilities than our Company. Consequently, we are at a competitive disadvantage in identifying possible business opportunities and completing a business combination.  In addition, we will also compete with numerous other small public companies
seeking suitable business opportunities or business combinations.

Our common stock is illiquid and shareholders may be unable to sell their shares.

There is currently a limited market for our common stock and we can provide no assurance to investors that a market will develop. If a market for our common stock does not develop, our shareholders may not be able to re-sell the shares
of our common stock that they have purchased and they may lose all of their investment.  Public announcements regarding our Company, changes in government regulations, conditions in our market segment or changes in earnings estimates by analysts may
cause the price of our common shares to fluctuate substantially. These fluctuations may adversely affect the trading price of our common shares.

Penny stock rules will limit the ability of our stockholders to sell their stock.

The Securities and Exchange Commission has adopted
  regulations which generally define penny stock to be any equity
  security that has a market price (as defined) less than $5.00 per share
  or an exercise price of less than $5.00 per share, subject to certain exceptions.
  Our securities are covered by the penny stock rules, which impose additional
  sales practice requirements on broker-dealers who sell to persons other than
  established customers and accredited investors. The term accredited
  investor refers generally to institutions with assets in excess of $5,000,000
  or individuals with a net worth in excess of $1,000,000 or annual income
  exceeding $200,000 or $300,000 jointly with their spouse. The penny
  stock rules require a broker-dealer, prior to a transaction in a penny stock
  not otherwise exempt from the rules, to deliver a standardized risk disclosure
  document in a form prepared by the Securities and Exchange Commission which
  provides information about penny stocks and the nature and level of risks in
  the penny stock market. The broker-dealer also must provide the customer with
  current bid and offer quotations for the penny stock, the compensation of the
  broker-dealer and its salesperson in the

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transaction and monthly account statements showing
the market value of each penny stock held in the customers account. The bid and
offer quotations, and the broker-dealer and salesperson compensation
information, must be given to the customer orally or in writing prior to
effecting the transaction and must be given to the customer in writing before or
with the customers confirmation. In addition, the penny stock rules require
that prior to a transaction in a penny stock not otherwise exempt from these
rules, the broker-dealer must make a special written determination that the
penny stock is a suitable investment for the purchaser and receive the
purchasers written agreement to the transaction. These disclosure requirements
may have the effect of reducing the level of trading activity in the secondary
market for the stock that is subject to these penny stock rules. Consequently,
these 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.

The National Association of Securities Dealers,
or NASD, has adopted sales practice requirements which may also limit a
shareholders ability to buy and sell our stock.

In addition to the penny stock rules described
above, the NASD has adopted rules that require that in recommending an
investment to a customer, a broker-dealer must 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. Under interpretations of these rules, the NASD believes that
there is a high probability that speculative low priced securities will not be
suitable for at least some customers. The NASD 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 and have an
adverse effect on the market for its shares.

|ITEM 3. | CONTROLS AND
      PROCEDURES
|------- | -----------------------------

As required by Rule 13a-15 under the Securities
Exchange Act of 1934, as of the end of the period covered by this report, being
December 31, 2007, we have carried out an evaluation of the effectiveness of the
design and operation of our Companys disclosure controls and procedures. This
evaluation was carried out under the supervision and with the participation of
our Chief Executive Officer and Chief Financial Officer. Based upon that
evaluation, our Chief Executive Officer and Chief Financial Officer concluded
that our disclosure controls and procedures are effective as of the end of the
period covered by this report. There have been no changes in our internal
controls over financial reporting that occurred during the period covered by
this report that have materially affected, or are reasonably likely to
materially affect our internal controls over financial reporting.

Disclosure controls and procedures are controls
and other procedures that are designed to ensure that information required to be
disclosed in our Companys reports filed or submitted under the Securities
Exchange Act of 1934 is recorded, processed, summarized and reported, within the
time periods specified in the Securities and Exchange Commissions rules and
forms. Disclosure controls and procedures include controls and procedures
designed to ensure that information required to be disclosed in our reports
filed under the Securities Exchange Act of 1934 is accumulated and communicated
to management, including our Chief Executive Officer, to allow timely decisions
regarding required disclosure.

PART 11  OTHER INFORMATION

|ITEM 1. | LEGAL PROCEEDINGS
|------- | -----------------

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

|ITEM 2. | UNREGISTERED SALES OF
      SECURITIES AND USE OF PROCEEDS
|------- | ----------------------------------------------------------

None

17

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|ITEM 3. | DEFAULTS UPON SENIOR
      SECURITIES
|------- | -------------------------------------

None

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

None

|ITEM 5. | OTHER INFORMATION
|------- | -----------------

None

|ITEM 6. | EXHIBITS                            
|------- | ------------------------------------
|        |                                     
|(a)     | Exhibits and Index of
      Exhibits

|Exhibit | Description of
      Exhibit                                                                                                                                                                           
|------- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Number  |                                                                                                                                                                                                        
|        |                                                                                                                                                                                                        
|3.(i)1  | Certificate of Incorporation
      (incorporated by reference from the Registration Statement on Form SB-2
      filed on May 1, 2006)                                                                 
|        |                                                                                                                                                                                                        
|3.(i)2  | Articles of Incorporation
      (incorporated by reference from the Registration Statement on Form SB-2
      filed on May 1, 2006)                                                                    
|        |                                                                                                                                                                                                        
|3.(i)3  | Certificate of Change
      (incorporated by reference from the Current Report on Form 8-K filed on
      March 22, 2007)                                                                              
|        |                                                                                                                                                                                                        
|3.(i)4  | Articles of Merger (incorporated
      by reference from the Current Report on Form 8-K filed on April 4,
      2007)                                                                                  
|        |                                                                                                                                                                                                        
|3.(ii)1 | Bylaws (incorporated by reference
      from the Registration Statement on Form SB-2 filed on May 1, 2006)                                                                                             
|        |                                                                                                                                                                                                        
|31.1*   | Certification
      of Principal Executive Officer and Principal Financial Officer pursuant
      to Section 302 of the Sarbanes- Oxley Act of 2002                                                    
|        |                                                                                                                                                                                                        
|32.1*   | Certification
      of Principal Executive Officer and Principal Financial Officer pursuant
      to 18 U.S.C. Section 1350, as adopted pursuant to Section
      906 of the Sarbanes-Oxley Act of 2002

* Filed Herewith

18

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SIGNATURES

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

|    | CLEAN POWER CONCEPTS
      INC.                                    
|--- | -------------------------------------------------------------------
|    |                                                                    
|    |                                                                    
|By: | /s/ Cory Turner                                                  
|    | Cory Turner                                                        
|    | President, Chief Executive
      Officer,                          
|    | Chief Financial Officer and
      Director                         
|    | (Principal Executive Officer and
      Principal Financial Officer)
|    | Date: February 14, 2008                                            

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