UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-QSB





[X]Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the quarterly period ended March 31, 2008



[  ]Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934

For the transition period __________ to __________



Commission File Number: 333-133710







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|-----------------------------------------------------------------
|CLEAN POWER CONCEPTS INC.                                        
|(Exact name of small business issuer as specified in its charter)



|                                                         |                                     
|-------------------------------------------------------- | ------------------------------------
|Nevada                                                   | 98-0490694                          
|(State or jurisdiction of incorporation or organization) | (I.R.S. Employee Identification No.)



|                                                                                   
|-----------------------------------------------------------------------------------
|                                                                                   
|Suite 1404  510 West Hastings Street, Vancouver, British Columbia, Canada, V6B 1L8
|(Address of  principal executive offices)                                          



|                           
|---------------------------
|1-604-682-5925             
|(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
Exchange Act | Securities registered under Section 12(g) of the
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).

[X] Yes[  ] 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 May 9, 2008



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





1



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INDEX

|         |                                                                                                                                                                            | Page
|-------- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ----
|PART I.  | FINANCIAL INFORMATION                                                                                                                                                      |     
|         |                                                                                                                                                                            |     
|ITEM 1.  | Financial Statements                                                                                                                                                       | 3   
|         |                                                                                                                                                                            |     
|         | Consolidated Balance Sheets As at March 31, 2008 with comparative figures as at June 30, 2007                                                                              | 4   
|         |                                                                                                                                                                            |     
|         | Consolidated Statement of Operations For the three and nine months ended March 31, 2008 and 2007 for the period October 17, 2005 (Date of Inception) to March 31, 2008     | 5   
|
|
|         |                                                                                                                                                                            |     
|         | Consolidated Statement of Cash Flows For the three and nine months ended March 31, 2008 and 2007 and for the period October 17, 2005 (Date of Inception) to March 31, 2008 | 6   
|
|
|         |                                                                                                                                                                            |     
|         | Notes to the Financial Statements                                                                                                                                          | 7   
|         |                                                                                                                                                                            |     
|ITEM 2.  | Managements Discussion and Analysis or Plan of Operation                                                                                                                  | 10  
|         |                                                                                                                                                                            |     
|ITEM 3.  | Controls and Procedures                                                                                                                                                    | 16  
|         |                                                                                                                                                                            |     
|PART II. | OTHER INFORMATION                                                                                                                                                          |     
|         |                                                                                                                                                                            |     
|ITEM 1.  | Legal Proceedings                                                                                                                                                          | 18  
|         |                                                                                                                                                                            |     
|ITEM 2.  | Unregistered Sales of Equity Securities and Use of Proceeds                                                                                                                | 18  
|         |                                                                                                                                                                            |     
|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 March 31, 2008 and the consolidated statement of operations and consolidated statement of cash flow for the three and nine months ended March 31, 2008 and March 31, 2007 and for the period from October 17, 2005 (date of incorporation) to March 31, 2008 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 March 31, 2008 include 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
|AS OF MARCH 31, 2008              
|(Unaudited  see Note 1)          
|(Stated in U.S. Dollars)          

|                                                                  |   | March 31 |   |   | June 30  |  
|----------------------------------------------------------------- | - | -------- | - | - | -------- | -
|                                                                  |   | 2008     |   |   | 2007     |  
|                                                                 
|ASSETS                                                            |   |          |   |   |          |  
|Current                                                           |   |          |   |   |          |  
|Cash                                                              | $ | 1,943    |   | $ | 47,340   |  
|Prepaid expenses                                                  |   | -        |   |   | 8,075    |  
|Accounts receivable  Note 3                                      |   | -        |   |   | 72,120   |  
|                                                                 
|Total Current Assets                                              | $ | 1,943    |   | $ | 127,535  |  
|                                                                 
|LIABILITIES                                                       |   |          |   |   |          |  
|Current                                                           |   |          |   |   |          |  
|Accounts payable and accrued liabilities                          | $ | 14,922   |   | $ | 13,960   |  
|Accounts payable  related party  Note 4                         |   | 20,183   |   |   | 20,183   |  
|Demand loans  Note 5                                             |   | 388,400  |   |   | 238,400  |  
|Interest payable  Note 5                                         |   | 30,933   |   |   | 4,492    |  
|Total Current Liabilities                                         | $ | 454,438  |   | $ | 277,035  |  
|                                                                 
|SHAREHOLDERS (DEFICIENCY) EQUITY                                 |   |          |   |   |          |  
|                                                                 
|Share Capital Note 6                                             |   |          |   |   |          |  
|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                  |   | (485,295 | ) |   | (182,300 | )
|Total Shareholders Deficiency                                    | $ | (452,495 | ) | $ | (149,500 | )
|                                                                 
|                                                                  | $ | 1,943    |   | $ | 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                      

|                                              |   |                    |   |   |             |   |   |             |   |   |             |   |   | CumulativeFromInceptionOctober 17,2005 toMarch 31,2008 |  
|--------------------------------------------- | - | ------------------ | - | - | ----------- | - | - | ----------- | - | - | ----------- | - | - | ------------------------------------------------------ | -
|                                              |   |                    |   |   |             |   |   | Nine months |   |   | Nine months |   |   |                                                       
|                                              |   | THREE MONTHS ENDED |   |   | Ended       |   |   | Ended       |   |   |            
|                                              |   | March 31           |   |   | March 31,   |   |   | March 31,   |   |   |            
|                                              |   |                    |   |   |             |   |   |             |   |   |             |   |   |                                                       
|                                              |   | 2008               |   |   | 2007        |   |   | 2008        |   |   | 2007        |   |   |                                                       
|                                              |   |                    |   |   |             |   |   |             |   |   |             |   |   |                                                       
|                                              |   | $                  |   |   | $           |   |   | $           |   |   | $           |   |   | $                                                      |  
|Revenue                                       |   | -                  |   |   | -           |   |   | -           |   |   | -           |   |   | -                                                      |  
|                                             
|                                             
|General and Administrative Expenses           |   | 15,287             |   |   | 52,402      |   |   | 276,554     |   |   | 63,669      |   |   | 454,362                                                |  
|                                              |   | (15,287            | ) |   | (52,402     | ) |   | (276,554    | ) |   | (63,669     | ) |   | (454,362                                               | )
|Loss for the Period Before                    |   |                    |   |   |             |   |   |             |   |   |             |   |   |                                                        |  
|Other Expenses                                |   | (15,287            | ) |   | (52,420     | ) |   | (276,554    | ) |   | (63,669     | ) |   | (454,362                                               | )
|Interest Expense                              |   | 11,397             |   |   | -           |   |   | 26,441      |   |   | -           |   |   | 30,933                                                 |  
|Net Loss for the Period                       |   | (26,684            | ) |   | (52,402     | ) |   | (302,995    | ) |   | (63,669     | ) | $ | (485,295                                               | )
|Basic and Diluted Loss per Share              | $ | (0.00              | ) | $ | (0.00       | ) | $ | (0.00       | ) | $ | (0.00       | ) |   |                                                        |  
|Weighted average number of Shares outstanding |   | 50,196,000         |   |   | 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 October 17, 2005 to March 31, |  
|------------------------------------------------------------------------------------- | - | ------------------------- | - | - | ------- | - | - | -------------------------------------------------------------- | -
|                                                                                      |   | For the Nine months Ended |   |   |        
|                                                                                      |   | March 31                  |   |   |        
|                                                                                      |   | 2008                      |   |   | 2007    |   |   | 2008                                                           |  
|                                                                                     
|Cash Flows From Operating Activities                                                  |   |                           |   |   |         |   |   |                                                                |  
|Net loss for the period                                                               | $ | (302,995                  | ) | $ | (63.669 | ) | $ | (485,295                                                       | )
|                                                                                     
|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                                   |   | 962                       |   |   | 4,057   |   |   | 14,922                                                         |  
|Changes in interest payable                                                           |   | 26,441                    |   |   | -       |   |   | 30,933                                                         |  
|Capital contributions  expenses                                                      |   | -                         |   |   | 6,000   |   |   | 15,000                                                         |  
|                                                                                      |   | (195,397                  | ) |   | (53,612 | ) |   | (424,440                                                       | )
|                                                                                     
|Cash Flows From Financing Activities                                                  |   |                           |   |   |         |   |   |                                                                |  
|                                                                                     
|Paid-in capital                                                                       |   | -                         |   |   | -       |   |   | 17,800                                                         |  
|Demand loan                                                                           |   | 150,000                   |   |   | 138,400 |   |   | 388,400                                                        |  
|Due to related party                                                                  |   | -                         |   |   | 14,260  |   |   | 20,183                                                         |  
|                                                                                      |   |                           |   |   |         |   |   |                                                                |  
|                                                                                      |   | 150,000                   |   |   | 152,660 |   |   | 426,383                                                        |  
|                                                                                     
|Cash Flows From Investing Activities                                                  |   | -                         |   |   | -       |   |   | -                                                              |  
|                                                                                      |   |                           |   |   |         |   |   |                                                                |  
|                                                                                     
|Net (Decrease) Increase In Cash For The Period                                        |   | (45,397                   | ) |   | 99,048  |   |   | 1,943                                                          |  
|Cash, Beginning Of Period                                                             |   | 47,340                    |   |   | 1,169   |   |   | -                                                              |  
|Cash, End Of Period                                                                   | $ | 1,943                     |   | $ | 100,217 |   | $ | 1,943                                                          |  

See the accompanying notes to the consolidated financial statements

6



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CLEAN POWER CONCEPTS INC.

(A Development Stage Company)



NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS

MARCH 31, 2008

(Unaudited)(Stated in U.S. Dollars)



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



The unaudited consolidated financial statements as of March 31, 2008 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 abandonment of its mineral claims, the Company is 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 Policy



The Company has not yet adopted a policy regarding payment of dividends.



Basic and Diluted Net Income (loss) Per Share



7



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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 March 31, 2008, the Company had a net operating loss carry forward of $485,295for income tax purposes.  The tax benefit of approximately $145,000 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 Development



The 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.



8



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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 | ACCOUNTS RECEIVABLE



Accounts receivable of $72,170 at June 30, 2007 was received in full as at March 31, 2008.



|       |                                            
|------ | -------------------------------------------
|Note 4 | 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 5 | 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 $30,933 as at March 31, 2008. It is anticipated that these loans will be paid down through the proceeds from a private placement equity financing with accredited investors.



|       |              
|------ | -------------
|Note 6 | 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 March 31, 2008, 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 March 31, 2008 amounted to 50,016,000.  The March 31, 2008 weighted average number of shares outstanding shows the effect of the forward stock split from date of inception.



|       |              
|------ | -------------
|Note 7 | 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 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 March 31, 2008, the Company has not yet achieved profitable operations, has accumulated losses of $485,295since its inception, has a working capital deficiency of $452,495 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.



9



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|        |                                                          
|------- | ---------------------------------------------------------
|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.

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,



10



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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 nine months ended March 31, 2008 and March 31, 2007

As the Company is in the start up stage, revenues for the nine months ended March 31, 2008 were Nil.  Total expenses, including interest expense of $26,441, for the nine months ended March 31, 2008 amounted to $302,995, as compared to $63,669 for the nine months ended March 31, 2007.  General and Administrative Expenses amounted to $276,554 compared to $63,669 in the same period in 2007.  General and Administrative Expenses consist of $193,266 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 $7,595 in accounting fees, $14,090 in investor relations fees, $4,129 in legal fees, $8,381in trade show attendance costs aimed at identifying business opportunities and strategic partnerships, $7,710 in regulatory and state filing fees, $10,473 in office rent, $15,064 in web site development costs, $8,905 in travel costs and $6,941 in telephone and general office expenses.

Net loss for the nine months ended amounted to $302,995 compared to $63,699 for the nine months ended March 31, 2007.

Results of Operations for the three months ended March 31, 2008 and March 31, 2007

Revenues for the three months ended March 31, 2008 were Nil.  Total expenses for the three months ended March 31, 2008, including interest expense of $11,396, amounted to $26,684 compared to $52,402 for the comparable three month period ended March 31, 2007. General and administrative expenses for the three months ended March 31, 2008 amounted to $15,288 compared $52,402 for the same period in fiscal 2007.  General and administrative expenses consist of $2,366 in consulting fees, $3,050 in accounting fees, $2,268 in office rent, $2,457 in travel expenses, $1,236 in convention expenses, $791 in filing fees, $595 in web development expenses, $528 in telecommunications expenses and the remainder of $1,997 in office and general expenses.



11



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Net loss for the three months ended amounted to $26,684 compared to $52,402 for the three months ended March 31, 2007.



Plan of Operation



As of March 31, 2008 our Company had cash of $1,943 and a working capital deficiency of $425,495.  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             | $ | 50,000 
| | ----------------------------------- | - | -------
| | Professional Fees                   | $ | 50,000 
| | General and Administrative Expenses | $ | 50,000 
| | Total                               | $ | 150,000



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 agreement 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 $50,000.

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 $50,000 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 March 31, 2008, we had cash of $1,943 and $454,438 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 $425,495 as of March 31, 2008.

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 $302,995 for the nine months ended March 31, 2008.  As indicated above, we anticipate that our estimated working capital requirements and projected operating expenses for the next twelve months will be $150,000.  As we had a working capital deficiency of $425,495 as of March 31, 2008, 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.



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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 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 $425,495 as of March 31, 2008.  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.



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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 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.



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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 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



Managements Report on Internal Control over Financial Reporting

Management is responsible for establishing and maintaining adequate internal control over financial reporting as defined in Rules 13a-15(f) and 15d-15(f) under the Securities Exchange Act of 1934, as amended. Our internal control over financial reporting is designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with U.S. generally accepted accounting principles. Our internal control over financial reporting includes those policies and procedures that:



- pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of our assets;



- provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with U.S. generally accepted accounting principles, and that receipts and expenditures are being made only in accordance with authorizations of management and directors; and



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- provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of assets that could have a material effect on the financial statements.



As of March 31, 2008 we conducted an  evaluation, under the supervision and with the participation of our president (also our principal executive officer) and our secretary, treasurer and chief financial officer (also our principal financial and accounting officer), of the effectiveness of our internal control over financial reporting based on the criteria for effective internal control over financial reporting established in Internal Control  Integrated Framework, issued by the Committee of Sponsoring Organizations (COSO) of the Treadway Commission. Based upon this assessment, we determined that there are material weaknesses affecting our internal control over financial reporting.



The matters involving internal controls and procedures that the Companys management consider to be  material weaknesses under COSO and SEC rules are: (1) lack of a functioning audit committee and lack of a majority of independent directors on the Company's board of directors, resulting in ineffective oversight in the establishment and monitoring of required internal controls and procedures; (2) inadequate segregation of duties consistent with control objectives; (3) insufficient written policies and procedures for accounting and financial reporting with respect to the requirements and application of US GAAP and SEC disclosure requirements; and (4) ineffective controls over period end financial disclosure and reporting processes. The aforementioned potential material weaknesses were identified by the Company's Chief Financial Officer in connection with the preparation of our financial statements as of March 31, 2008 and communicated the matters to our management and board of directors.



Management believes that the material weaknesses set forth in items (2), (3) and (4) above did not have an affect on the Company's financial results. However, the lack of a functioning audit committee and lack of a majority of independent directors on the Company's board of directors, resulting in ineffective oversight in the establishment and monitoring of required internal controls and procedures, can impact the Company's financial statements for the future years.



Managements Remediation Initiatives



Although the Company is unable to meet the standards under COSO because of the limited funds available to a shell company of our size and stage of development, we are committed to improving our financial organization. As funds become available, we will undertake to: (1) create a position to  segregate duties consistent with control objectives, (2) increase our personnel resources and technical accounting expertise within the accounting function (3) appoint one or more outside directors to our board of directors who shall be appointed to the audit committee of the Company resulting in a fully functioning audit committee who will undertake the oversight in the establishment and monitoring of required internal controls and procedures; and (4) prepare and implement sufficient written policies and checklists which will set forth procedures for accounting and financial reporting with respect to the requirements and application of US GAAP and SEC disclosure requirements.



We will continue to monitor and evaluate the effectiveness of our internal controls and procedures and our internal controls over financial reporting on an ongoing basis and are committed to taking further action and implementing additional enhancements or improvements, as necessary and as funds allow.  However, because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that misstatements due to error or fraud will not occur or that all control issues and instances of fraud, if any, within the Company have been detected.  These inherent limitations include the realities that judgments in decision making can be faulty and that breakdowns can occur because of simple error or mistake. The design of any system of controls is based in part on certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions.  Projections of any evaluation of controls effectiveness to future periods are subject to risks.



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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



|        |                                
|------- | -------------------------------
|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
|------- | --------





|                 |  |                                                                                                                                                                                       | 
|---------------- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | 
|Exhibit   Number |  | Description of Exhibit                                                                                                                                                               
|                 |  |                                                                                                                                                                                      
|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





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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: May  13, 2008                                          









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