UNITED
      STATES


SECURITIES
      AND EXCHANGE COMMISSION


Washington,
      D.C. 20549





**FORM
      10-Q**





(Mark
      One)


x QUARTERLY
      REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES


EXCHANGE
      ACT OF 1934





For
      the
      quarterly period ended: September 30, 2008





OR





o TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT





For
      the
      transition period from _________ to _________





Commission
      file number: **333-141010**




**JUHL
      WIND, INC.**


(Name
      of
      small business issuer in its charter)





**Delaware**
            
            **20-4947667**(State
                or other jurisdiction of
            
            (I.R.S.
                Employerincorporation
                or organization)
            
            Identification
                No.)





**996
                190th Avenue****Woodstock,
                Minnesota**
            
            **56186**(Address
                of principal executive offices)
            
            (Zip
                code)




Issuer's
      telephone number: ( **507)
      777-4310**




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




Yes x No o




Indicate
      by check mark whether the registrant is a large accelerated filer, an
      accelerated filer, a non-accelerated filer, or a smaller reporting company.
      See
      the definitions of “large accelerated filer”, “accelerated filer” and “smaller
      reporting company” in Rule 12b-2 of the Exchange Act.




Large
                accelerated filero
            
            Accelerated
                fileroNon-accelerated
                filero
            
            Smaller
                reporting companyx




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


Yes o No x




Indicate
      the number of shares outstanding of each of the issuer's classes of common
      stock, as of the latest practicable date:




Common
      Stock, 20,050,000 shares outstanding as of September 30, 2008.









**TABLE
      OF CONTENTS**





PART
                I - FINANCIAL INFORMATIONItem
                1. Unaudited Financial Statements
            
            1Item
                2. Management's Discussion and Analysis of Financial Condition and
                Results
                of Operations
            
            14Item
                3. Quantitative and Qualitative Analysis About Market Risk
            
            19Item
                4. Controls and Procedures
            
            19PART
                II - OTHER INFORMATIONItem
                1. Legal Proceedings
            
            21Item
                1A. Risk Factors
            
            21Item
                2. Unregistered Sales of Equity Securities and Use of
                Proceeds
            
            21Item
                3. Defaults Upon Senior Securities
            
            21Item
                4. Submission of Matters to a Vote of Security Holders
            
            21Item
                5. Other Information
            
            21Item
                6. Exhibits
            
            22Signatures
            
            23Exhibits










**PART
      I - FINANCIAL INFORMATION**




**Item
                1.**
            **FINANCIAL
                STATEMENTS (UNAUDITED)**





The
      accompanying unaudited financial statements of Juhl Wind, Inc. (“Juhl Wind” or
      the “Company”) have been prepared in accordance with generally accepted
      accounting principles in the United States for interim financial reporting
      and
      pursuant to the rules and regulations of the Securities and Exchange Commission
      ("Commission"). While these statements reflect all normal recurring adjustments
      which are, in the opinion of management, necessary in order to make the
      financial statements not misleading and for fair presentation of the results
      of
      the interim period, they do not include all of the information and footnotes
      required by generally accepted accounting principles for complete financial
      statements. For further information, refer to the financial statements and
      footnotes thereto, for the fiscal year ended December 31, 2007, previously
      filed
      with the Commission, which are included in the Form 8-K filed on or about June
      25, 2008.




1




**JUHL
      WIND INC.**


**CONSOLIDATED
      BALANCE SHEETS**


**SEPTEMBER
      30, 2008 (UNAUDITED) AND DECEMBER 31, 2007**




**September
                  30,**
              
              **December
                  31,****2008**
              
              **2007****(Unaudited)****ASSETS****CURRENT
                  ASSETS**Cash
                  and cash equivalents
              
              $
              3,693,281
              
              $
              131,255Restricted
                  Cash
              
              
              318,715
              
              
              -Accounts
                  Receivable
              
              
              82,149
              
              
              188,772Unbilled
                  Receivables
              
              
              49,275
              
              
              287,000Project
                  Deposits
              
              
              147,000
              
              
              -Project
                  Development Costs
              
              
              118,873
              
              
              -Prepaid
                  Expenses
              
              
              90,926
              
              
              3,626Current
                  Deferred Income Taxes
              
              
              170,000
              
              
              -**TOTAL
                  CURRENT ASSETS**
              
              
              **4,670,219**
              
              
              **610,653****PROPERTY
                  AND EQUIPMENT (Net)**
              
              
              **125,552**
              
              
              **135,024****OTHER
                  ASSETS**Deferred
                  Income Tax Asset
              
              
              9,000
              
              
              **-**Unbilled
                  Receivable - Non-Current PortionNet
                  of an Allowance for Doubtful Accounts of $45,446
              
              
              226,554
              
              
              **-****TOTAL
                  OTHER ASSETS**
              
              
              **235,554**
              
              
              **-****TOTAL
                  ASSETS**
              
              $
              5,031,325
              
              $
              745,677**LIABILITIES
                  AND STOCKHOLDERS' EQUITY****CURRENT
                  LIABILITIES**Accounts
                  Payable
              
              $
              206,925
              
              $
              29,280Accrued
                  Expenses
              
              
              24,021
              
              
              6,095Deferred
                  Revenue
              
              
              142,814
              
              
              32,367**TOTAL
                  CURRENT LIABILITIES**
              
              
              **373,760**
              
              
              **67,742****DEFERRED
                  INCOME TAX LIABILITY**
              
              
              **18,000**
              
              
              **-****CONVERTIBLE
                  PREFERRED STOCK**$.0001
                  par value; 20,000,000 authorized, 5,160,000 issued and
              
              
              **3,239,754**
              
              
              **-**outstanding
                  with detachable warrants as of September 30, 2008**STOCKHOLDERS'
                  EQUITY**Common
                  Stock - $.0001 par value; 100,000,000 shares authorized,20,050,000
                  issued and outstanding as of September 30, 2008
              
              
              2,005
              
              
              1,010Additional
                  Paid-In Capital
              
              
              1,721,585
              
              
              104,859Retained
                  Earnings (Accumulated Deficit)
              
              
              (323,779
              )
              
              572,066**TOTAL
                  STOCKHOLDERS' EQUITY**
              
              
              **1,399,811**
              
              
              **677,935****TOTAL
                  LIABILITIES AND STOCKHOLDERS' EQUITY**
              
              $
              5,031,325
              
              $
              745,677




2




**JUHL
      WIND INC.**


**CONSOLIDATED
      STATEMENT OF OPERATIONS**


**FOR
      THE QUARTER ENDED SEPTEMBER 30, 2008 AND 2007**




**2008**
              
              **2007****(Unaudited)**
              
              **(Unaudited)****REVENUE**Consulting
                  Services
              
              $
              53,265
              
              
              35.65
              %
              $
              117,017
              
              
              55.35
              %Windfarm
                  Management
              
              
              90,796
              
              
              60.76
              
              
              94,178
              
              
              44.55Other
                  Operating Revenue
              
              
              5,344
              
              
              3.59
              
              
              200
              
              
              0.10**TOTAL
                  REVENUE**
              
              
              **149,405**
              
              
              **100.00**
              
              
              **211,395**
              
              
              **100.00****OPERATING
                  EXPENSES**General
                  and Administrative Expenses
              
              
              194,943
              
              
              130.48
              
              
              26,635
              
              
              12.60Investor
                  Relations Expenses
              
              
              181,285
              
              
              121.34
              
              
              -
              
              
              0.00Payroll
                  and Employee Benefits
              
              
              234,014
              
              
              156.63
              
              
              45,044
              
              
              21.31Windfarm
                  Management Expenses
              
              
              41,287
              
              
              27.63
              
              
              28,833
              
              
              13.64**TOTAL
                  OPERATING EXPENSES**
              
              
              **651,529**
              
              
              **436.08**
              
              
              **100,512**
              
              
              **47.55****OPERATING
                  INCOME (LOSS)**
              
              
              **(502,124**
              **)**
              
              **(336.08**
              **)**
              
              **110,883**
              
              
              **52.45****INTEREST
                  INCOME**
              
              
              **19,813**
              
              
              **13.26**
              
              
              **-**
              
              
              **0.00****NET
                  INCOME (LOSS) BEFORE INCOME TAXES**
              
              
              **(482,311**
              **)**
              
              **(322.82**
              **)**
              
              **110,883**
              
              
              **52.45****INCOME
                  TAX BENEFIT**
              
              
              **99,000**
              
              
              **66.26**
              
              
              **-**
              
              
              **0.00****NET
                  INCOME (LOSS)**
              
              
              **(383,311**
              **)**
              ****
              **(389.08**
              **)%**
              ****
              **110,883**
              ****
              ****
              **52.45**
              **%****PREFERRED
                  DIVIDENDS**
              
              
              **103,200**
              
              
              
              
              
              **-****NET
                  INCOME (LOSS) AVAILABLE FOR COMMON****STOCKHOLDERS**
              
              **$**
              **(486,511**
              **)**
              
              
              
              **$**
              **110,883****WEIGHTED
                  AVERAGE SHARES****OUTSTANDING
                  - BASIC AND DILUTED**
              
              
              **20,050,000**
              
              
              
              
              
              **3,027,778****NET
                  INCOME (LOSS) PER SHARE - BASIC****AND
                  DILUTED**
              
              **$**
              **(0.02**
              **)**
              ****
              ****
              ****
              **$**
              **0.04**


3




**JUHL
      WIND INC.**


**CONSOLIDATED
      STATEMENT OF OPERATIONS**


**FOR
      THE NINE MONTHS ENDED SEPTEMBER 30, 2008 AND 2007**




**2008**
                
                **2007****(Unaudited)**
                
                **(Unaudited)****REVENUE**Consulting
                    Services
                
                $
                165,282
                
                
                35.62
                %
                $
                201,051
                
                
                39.55
                %Windfarm
                    Management
                
                
                287,185
                
                
                61.88
                
                
                299,470
                
                
                58.92Other
                    Operating Revenue
                
                
                11,576
                
                
                2.50
                
                
                7,775
                
                
                1.53**TOTAL
                    REVENUE**
                
                
                **464,043**
                
                
                **100.00**
                
                
                **508,296**
                
                
                **100.00****OPERATING
                    EXPENSES**General
                    and Administrative Expenses
                
                
                486,466
                
                
                104.83
                
                
                67,221
                
                
                13.22Investor
                    Relations Expenses
                
                
                181,285
                
                
                39.07
                
                
                -
                
                
                0.00Payroll
                    and Employee Benefits
                
                
                433,930
                
                
                93.51
                
                
                122,427
                
                
                24.09Windfarm
                    Management Expenses
                
                
                112,044
                
                
                24.15
                
                
                80,250
                
                
                15.79**TOTAL
                    OPERATING EXPENSES**
                
                
                **1,213,725**
                
                
                **261.56**
                
                
                **269,898**
                
                
                **53.10****OPERATING
                    INCOME (LOSS)**
                
                
                **(749,682**
                **)**
                
                **(161.56**
                **)**
                
                **238,398**
                
                
                **46.90****INTEREST
                    INCOME**
                
                
                19,813
                
                
                4.27
                
                
                102
                
                
                0.02**NET
                    INCOME (LOSS) BEFORE INCOME TAXES**
                
                
                **(729,869**
                **)**
                
                **(157.29**
                **)**
                
                **238,500**
                
                
                **46.92****INCOME
                    TAX BENEFIT**
                
                
                **161,000**
                
                
                **34.70**
                
                
                **-**
                
                
                **0.00****NET
                    INCOME (LOSS)**
                
                
                **(568,869**
                **)**
                ****
                **(122.59**
                **)%**
                ****
                **238,500**
                ****
                ****
                **46.92**
                **%****PREFERRED
                    DIVIDENDS**
                
                
                **110,080**
                
                
                
                
                
                **-****NET
                    INCOME (LOSS) AVAILABLE FOR COMMON****STOCKHOLDERS**
                
                **$**
                **(678,949**
                **)**
                ****
                ****
                ****
                **$**
                **238,500****WEIGHTED
                    AVERAGE SHARES****OUTSTANDING
                    - BASIC AND DILUTED**
                
                
                **16,692,284**
                
                
                
                
                
                **2,841,912****NET
                    INCOME (LOSS) PER SHARE - BASIC****AND
                    DILUTED**
                
                **$**
                **(0.04**
                **)**
                ****
                ****
                ****
                **$**
                **0.08**
  **The
            accompanying notes are an integral part of these
            statements.**


4




**JUHL
      WIND INC.**


**CONSOLIDATED
      STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY**


**FOR
      THE YEAR ENDED DECEMBER 31, 2007 AND NINE MONTHS ENDED SEPTEMBER 30,
      2008**




**Additional****Common

                  Stock**
              
              **Paid-In**
              
              **Retained**
              
              **Total****Shares**
              
              **Amount**
              
              **Capital**
              
              **Earnings**
              
              **Equity****BALANCE
                  - December 31, 2006**
              
              
              1,000
              
              $
              1,000
              
              $
              20,075
              
              $
              737,830
              
              $
              758,905Net
                  Income
              
              
              -
              
              
              -
              
              
              -
              
              
              296,767
              
              
              296,767Stockholder's
                  ContributionsJuhl
                  Energy Development, Inc.
              
              
              1,000
              
              
              10
              
              
              84,784
              
              
              -
              
              
              84,794Stockholder's
                  Distributions
              
              
              -
              
              
              -
              
              
              -
              
              
              (462,531
              )
              
              (462,531
              )**BALANCE
                  - December 31, 2007**
              
              
              2,000
              
              
              1,010
              
              
              104,859
              
              
              572,066
              
              
              677,935Net
                  Loss
              
              
              -
              
              
              -
              
              
              -
              
              
              (568,869
              )
              
              (568,869
              )Stockholder's
                  ContributionsJuhl
                  Energy Development, Inc.
              
              
              -
              
              
              -
              
              
              5,438
              
              
              -
              
              
              5,438Shares
                  Redeemed in the Reverse Merger
              
              
              (2,000
              )
              
              (1,010
              )
              
              (990
              )
              
              -
              
              
              (2,000
              )Shares
                  issued during the Reverse Merger
              
              
              20,050,000
              
              
              2,005
              
              
              62,495
              
              
              -
              
              
              64,500Issuance
                  of Common Stock Warrants
              
              
              -
              
              
              -
              
              
              1,438,200
              
              
              -
              
              
              1,438,200Stock-Based
                  Compensation
              
              
              -
              
              
              -
              
              
              48,231
              
              
              -
              
              
              48,231Non-Employee
                  Stock-Based Compensation
              
              
              -
              
              
              -
              
              
              63,352
              
              
              -
              
              
              63,352Preferred
                  Dividends
              
              
              -
              
              
              -
              
              
              -
              
              
              (110,080
              )
              
              (110,080
              )Stockholder's
                  Distributions
              
              
              -
              
              
              -
              
              
              -
              
              
              (216,896
              )
              
              (216,896
              )**BALANCE
                  - September 30, 2008 (unaudited)**
              
              
              **20,050,000**
              
              **$**
              **2,005**
              ****
              **$**
              **1,721,585**
              ****
              **$**
              **(323,779**
              **)**
              **$**
              **1,399,811**
  The
          accompanying notes are an integral part of these
          statements.




5





**JUHL
      WIND INC.**


**CONSOLIDATED
      STATEMENTS OF CASH FLOWS**


**FOR
      THE NINE MONTHS ENDED SEPTEMBER 30, 2008 AND 2007**




**2008**
              
              **2007**(unaudited)
              
              (unaudited)**CASH
                  FLOWS FROM OPERATING ACTIVITIES**Net
                  Income (Loss)
              
              $
              (568,869
              )
              $
              238,500Adjustments
                  to Reconcile Net Income (Loss) to Net CashProvided
                  by Operating Activities:Depreciation
                  and Amortization
              
              
              23,336
              
              
              22,788Allowance
                  for Doubtful Accounts
              
              
              45,446
              
              
              -Stock-Based
                  Compensation to Employees
              
              
              48,231
              
              
              -Stock-Based
                  Compensation to Non-employees
              
              
              125,852
              
              
              -Change
                  in assets and liabilities, net of contributed company:Accounts
                  Receivable
              
              
              96,354
              
              
              83,860Unbilled
                  Revenue
              
              
              (34,275
              )
              
              (79,275
              )Project
                  Deposits
              
              
              (147,000
              )
              
              -Deposits
                  with Vendor
              
              
              (118,873
              )
              
              -Prepaid
                  Expenses
              
              
              (87,300
              )
              
              3,014Accounts
                  Payable
              
              
              145,698
              
              
              (3,598
              )Accrued
                  Expenses
              
              
              17,926
              
              
              (4,750
              )Deferred
                  Income Taxes
              
              
              (161,000
              )
              
              -Deferred
                  Revenue
              
              
              110,447
              
              
              (45,525
              )**NET
                  CASH (USED IN) FROM BY OPERATING ACTIVITIES**
              
              
              **(504,027**
              **)**
              
              **215,014****CASH
                  FLOWS FROM INVESTING ACTIVITIES**Cash
                  Acquired from Community Wind Development Group, LLC
              
              
              13,108
              
              
              -Payments
                  for Property and Equipment
              
              
              (11,268
              )
              
              -**NET
                  CASH FROM INVESTING ACTIVITIES**
              
              
              **1,840**
              
              
              **-****CASH
                  FLOWS FROM FINANCING ACTIVITIES**Checks
                  in excess of bank balance
              
              
              
              
              
              5,288Change
                  in restricted cash
              
              
              181,285
              
              
              -Proceeds
                  received through the issuance of Preferred Stock
              
              
              4,099,825
              
              
              -Distributions
                  to Shareholders
              
              
              (216,897
              )
              
              (481,626
              )**NET
                  CASH (USED IN) FROM FINANCING ACTIVITIES**
              
              
              **4,064,213**
              
              
              **(476,338**
              **)****NET
                  INCREASE (DECREASE) IN CASH**
              
              
              **3,562,026**
              
              
              **(261,324**
              **)****CASH
                  BEGINNING OF THE PERIOD**
              
              
              **131,255**
              
              
              **261,324****CASH
                  END OF THE PERIOD**
              
              **$**
              **3,693,281**
              
              **$**
              **-****NONCASH
                  INVESTING ACTIVITY**Equity
                  Contribution of Net Assets and Liabilities of CommonOwned
                  Company by Shareholder
              
              **$**
              **5,438**
              
              **$**
              **-****NONCASH
                  FINANCING ACTIVITY**Private
                  Placement Offering Costs Paid Directly fromPreferred
                  Stock Proceeds
              
              **$**
              **560,175**
              
              **$**
              **-**Cumulative
                  8% Preferred Stock Dividend Accrued
              
              **$**
              **110,080**
              
              **$**
              **-**Private
                  Placement Offering Restricted Cash Deposit
              
              **$**
              **500,000**
              
              **$**
              **-**




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


6


**JUHL
      WIND, INC.**


**NOTES
      TO CONSOLIDATED FINANCIAL STATEMENTS**


**FOR
      THE NINE MONTHS ENDED SEPTEMBER 30, 2008 AND 2007**




**1.**
              **BACKGROUND,
                  CHANGE OF CONTROL AND BASIS OF
                  PRESENTATION**
  Juhl
        Wind, Inc. conducts business under two subsidiaries, DanMar and Associates,
        Inc.
        and Juhl Energy Development, Inc. Operating under its subsidiaries, the company
        is primarily involved in providing development, management, and consulting
        services to various windfarm projects throughout the Midwest.
 On June
            24,
            2008, the owners of DanMar
            and Associates, Inc. and Juhl Energy Development, Inc., both privately
            held
            companies, exchanged
            all of their outstanding shares of common stock in the companies for
            15,250,000
            shares of common stock of MH&SC,
            Inc., a public company. Upon the exchange transaction (transaction),
            MH&SC,
            Inc. changed its name to Juhl Wind, Inc. As
            a
            result of the transaction, DanMar
            and Associates, Inc. and Juhl Energy Development, Inc. (the Companies)
            are now
            wholly-owned subsidiaries of Juhl Wind, Inc. Immediately following the
            closing
            of the transaction, pursuant to a purchase and sale agreement, MH & SC, Inc.
            sold all of the outstanding membership interest of its wholly owned subsidiary,
            My Health & Safety Supply Company, LLC, an Indiana limited liability
            company, to its former CEO. The subsidiary was the only operational activities
            of MH & SC, Inc. In essence, DanMar
            and Associates, Inc. and Juhl Energy Development, Inc. merged
            into a public shell company with no or nominal remaining operations;
            and no or
            nominal assets and liabilities.
 
 In
        accordance with Statement of Financial Accounting Standards No. 141, *Business
        Combinations,* the
        Companies are considered the accounting acquirer in the exchange transaction.
        Because the Companies owners as a group retained or received the larger portion
        of the voting rights in the combined entity and the Companies senior management
        represents a majority of the senior management of the combined entity, the
        Companies are considered the acquirer for accounting purposes and will account
        for the transaction as a reverse acquisition. The acquisition will be accounted
        for as a recapitalization, since at the time of the transaction, MH & SC,
        Inc. was a company with no or nominal operations, assets and liabilities.
        Consequently, the assets and liabilities and the historical operations that
        will
        be reflected in future consolidated financial statements will be those of
        the
        Companies and will be recorded at its historical cost basis. The
        financial statements have been prepared as if DanMar and Associates, Inc.
        and
        Juhl Energy Development, Inc had always been the reporting company and, on
        the
        share transaction date, changed its name and reorganized its capital
        stock.
 
 The
                  accompanying unaudited condensed consolidated interim financial
                  statements
                  have been prepared pursuant to the rules and regulations of the
                  Securities
                  and Exchange Commission. Certain information and footnotes disclosures
                  normally included in annual financial statements prepared in accordance
                  with accounting principles generally accepted in the United States
                  of
                  America have been condensed or omitted as permitted by such rules
                  and
                  regulations. These financial statements and related notes should
                  be read
                  in conjunction with the financial statements and notes thereto
                  included in
                  the Company’s audited financial statements for the year ended December 31,
                  2007 and 2006, contained in Form 8-K filed with the Securities
                  and
                  Exchange Commission on or around June 24,
                  2008.
 
 In
                  the opinion of management, the interim financial statements reflect
                  all
                  adjustments considered necessary for fair presentation. The adjustments
                  made to these statements consist only of normal recurring adjustments.
                  The
                  results reported in these condensed interim financial statements
                  should
                  not be regarded as necessarily indicative of results that may be
                  expected
                  for the year ended December 31,
                  2008.
 
 **2.**
              **SUMMARY
                  OF SIGNIFICANT ACCOUNTING
                  POLICIES**
 
 **CASH
        AND CASH EQUIVALENTS**
 The
                  Company maintains cash balances at one financial institution located
                  in
                  Minnesota. Accounts are insured by the Federal Deposit Insurance
                  Corporation (FDIC) up to $250,000. At times throughout the year
                  cash
                  balances may exceed the FDIC insurance limits. In August 2008,
                  the Company
                  obtained an excess deposit insurance bond to insure deposits up
                  to
                  $4,500,000. The bond is effective August 2008 through February
                  2011.
 
 **RESTRICTED
                  CASH**
 The
            Company maintains an escrow cash account funded by the proceeds received
            from
            the preferred stock private placement. The funds are to be used for only
            investor relations initiatives with the approval of the largest investor
            in the
            private placement. Also, 15% of the gross proceeds generated from the
            exercise
            of the warrants attached to the private placement preferred stock shall
            be
            placed in the account.
 7
  **JUHL
          WIND, INC.**
 **NOTES
          TO CONSOLIDATED FINANCIAL STATEMENTS**
 **FOR
          THE NINE MONTHS ENDED SEPTEMBER 30, 2008 AND 2007**
 **ACCOUNTS
        RECEIVABLE**
 Credit
                  terms are extended to customers in the normal course of business.
                  The
                  Company performs ongoing credit evaluations of its customers’ financial
                  condition and, generally, requires no
                  collateral.
 
 Trade
                  accounts receivable are recorded at their estimated net realizable
                  value,
                  net of an allowance for doubtful accounts. The Company follows
                  a policy of
                  providing an allowance for doubtful accounts; however, based on
                  historical
                  experience, and its evaluation of the current status of receivables,
                  the
                  Company is of the belief that such accounts will be collectible
                  in all
                  material respects and thus an allowance is not necessary. Accounts
                  are
                  considered past due if payment is not made on a timely basis in
                  accordance
                  with the Company’s credit terms. Accounts considered uncollectible are
                  written off.
 
 **UNBILLED
                  RECEIVABLES**
 Unbilled
                  receivables are generated when the revenue from a project has been
                  earned
                  but has not been formally billed by the Company due to project
                  relations
                  with the owners of the project. The unbilled receivables are recorded
                  at
                  their estimated realizable value, net of an allowance for doubtful
                  accounts. The Company follows a policy providing an allowance for
                  doubtful
                  accounts reserving forsignificant
                  timing risk and other risks associated with energy project
                  development.
 
 **STOCK
        OPTION PLANS**
 Upon
        issuing stock options June 24, 2008, the Company adopted FASB Statement No.
        123(R), Share-Based Payment (Statement 123(R)). This statement replaces FASB
        Statement No. 123, Accounting for Stock-Based Compensation (Statement 123)
        and
        supersedes APB No. 25. Statement 123(R) requires that all stock-based
        compensation be recognized as an expense in the financial statements and
        that
        such cost be measured at the fair value of the award. The Company recognizes
        compensation expense based on the estimated grant date fair value using the
        Black-Scholes option-pricing model.
 
 The
        Company accounts for unit based instruments granted to nonemployees under
        the
        fair value method of EITF 96-18, Accounting for Equity Instruments that are
        Issued to Other Than Employees for Acquiring, or in Conjunction with Selling,
        Goods or Services and EITF 00-18, Accounting for Recognition for Certain
        Transactions Involving Equity Instruments Granted to Other than Employees. 
Under EITF 96-18 and EITF 00-18, unit based instruments usually are recorded
        at
        their underlying fair value.  In certain instances the fair value of the
        goods or services is used to determine the value of the equity instrument
        as it
        is a better measure of fair value.
 
 **USE
                  OF ESTIMATES**
 We
        review
        all significant estimates affecting out consolidated financial statements
        on a
        recurring basis and record the effect of any necessary adjustment prior to
        their
        publication. Uncertainties with respect to such estimates and assumptions
        are
        inherent in the preparation of financial statements; accordingly, it is possible
        that actual results could differ from those estimates and changes to estimates
        could occur in the near term. The preparation of our financial statements
        requires management to make estimates and assumptions that affect the reported
        amounts of assets and liabilities and disclosure of the contingent assets
        and
        liabilities at the date of the financial statements and the reported amounts
        of
        revenue and expenses during the reporting period. Estimates and judgments
        are
        used when accounting for revenue, stock-based compensation, accounts receivable
        and allowance for doubtful accounts, impairment of long-lived assets,
        depreciation and amortization, deferred income taxes, and contingencies among
        others.
 
 **FAIR
        VALUE OF FINANCIAL INTRUMENTS**
 The
        carrying values of cash, accounts receivable and accounts payable approximate
        their fair value.
 
 **REVENUE
        RECOGNITION**
 The
        Company receives a down payment upon the acceptance of a development contract
        by
        the wind farm owner. With no work performed on the contract to date, the
        down
        payment is considered deferred revenue and is recognized over the estimated
        life
        of the contract. The Company recognizes additional revenue from development
        contracts upon completion of each of the two deliverables in the development
        contract. Revenue is recognized upon completion due to inherent uncertainties
        relating to the wind energy market. The first deliverable is the acceptance
        of
        the power purchase agreement (PPA) by the wind farm owner and power company.
        The
        revenue relating to the acceptance of the PPA is recognized on the date the
        PPA
        is signed and collectability is reasonably assured. The second deliverable
        is
        when the project becomes commercially operational according to the power
        company.
  8
  **JUHL
          WIND, INC.**
 **NOTES
          TO CONSOLIDATED FINANCIAL STATEMENTS**
 **FOR
          THE NINE MONTHS ENDED SEPTEMBER 30, 2008 AND 2007**
  The
        Company has signed administrative services agreements with seven wind turbine
        projects to provide management and bookkeeping services. The administrative
        services agreements call for quarterly payments in advance of services rendered.
        The administrative services payments are carried as deferred revenue and
        recognized monthly as services are performed.
 
 **EARNINGS
        PER SHARE**
 Basic
        net
        income (loss) per share is computed by dividing net income by the weighted
        average number of shares outstanding during the period. Diluted net income
        (loss) per share is computed by dividing net income by the weighted average
        number of shares and share equivalents outstanding during the period. As
        of
        September 30, 2008, the Company had 8,310,000 unit equivalents outstanding
        relating to outstanding unit options and warrants. As of September 30, 2007,
        the
        Company had no share equivalents outstanding. At September 30, 2008, the
        effects
        of the share equivalents were excluded from the computation of diluted units
        outstanding as their effects would be anti-dilutive, due to the Company’s net
        loss for the periods ended September 30, 2008.
 
 **INCOME
        TAXES**
 The
          Company records income tax in accordance with FAS No. 109, “Accounting for
          Income Taxes”. Under the provisions of FAS 109, deferred income taxes are
          provided for timing differences between financial statements and income
          tax
          reporting, primarily from the valuation of inventory and the use of accelerated
          depreciation methods for income tax purposes. The measurement of deferred
          tax
          assets and liabilities is based on provisions of the enacted tax law; the
          effects of future changes in tax laws or rates are not
          anticipated.
 
 **RECENTLY
        ISSUED ACCOUNTING PRONOUNCEMENTS**
 In
        September 2006, the FASB issued Statement of Financial Accounting Standards
        No.
        157, "Fair Value Measurements" ("SFAS 157"). SFAS 157 defines fair value,
        establishes a framework for measuring fair value, and expands disclosure
        about
        fair value measurements. The Company adopted SFAS 157 as of January 1,
        2008 **** except
        as
        noted below, and it did not have a material impact on its financial position
        and
        results of operations.
 
 Relative
        to SFAS 157, the FASB issued FASB Staff Positions (FSP) 157-1 and 157-2.
        FSP
        157-1 amends SFAS 157 to exclude SFAS No. 13, "Accounting for Leases," (SFAS
        13)
        and its related interpretive accounting pronouncements that address leasing
        transactions, while FSP 157-2 delays the effective date of the application
        of
        SFAS 157 to fiscal years beginning after November 15, 2008 for all nonfinancial
        assets and nonfinancial liabilities that are recognized or disclosed at fair
        value in the financial statements on a nonrecurring basis.
 
 The
        Company adopted SFAS 157 as of January 1, 2008, with the exception of the
        application of the statement to non-recurring nonfinancial assets and
        nonfinancial liabilities. The Company is currently evaluating the impact
        of SFAS
        157 for non-financial assets and liabilities. **
  **3.**
              **PRIVATE
                  PLACEMENT OF SERIES A 8% CONVERTIBLE PREFERRED STOCK AND COMMON
                  STOCK
                  WARRANTS**
 At
                  the time of the transaction, the Company completed a private placement
                  consisting of shares of newly-created series A 8% convertible preferred
                  stock (Series A), and detachable, five-year class A, class B and
                  Class C
                  warrants to purchase shares of common stock at an exercise price
                  of $1.25
                  (class A), $1.50 (class B) and $1.75 (class C) per share. In total,
                  we
                  sold 5,160,000 shares of our Series A convertible preferred stock
                  (convertible at any time into a like number of shares of common
                  stock) and
                  class A, class B and class C warrants to each purchase 2,580,000
                  shares of
                  common stock, or an aggregate of 7,740,000 shares of common stock.
                  We
                  received gross proceeds of $5,160,000 less total offering costs
                  of
                  $592,125. The net proceeds of $4,567,875 were allocated to Series
                  A and
                  the detachable common stock warrants as follows based on their
                  relative
                  fair value:
  Convertible
                Preferred Stock
              
              $
              3,129,675Detachable
                Warrants
              
              $
              1,438,200
  9
  **JUHL
          WIND, INC.**
 **NOTES
          TO CONSOLIDATED FINANCIAL STATEMENTS**
 **FOR
          THE NINE MONTHS ENDED SEPTEMBER 30, 2008 AND 2007**
 We
        also
        issued 2,250,000 shares of our common stock to Greenview Capital, LLC and
        unrelated designees at the closing of the transaction in consideration for
        merger advisory services.
 
 *Conversion
        Rights of Series A*
 
 At
        any
        time, each share of Series A is convertible into one share of common stock. However,
        the number of
        shares
        of common stock issuable upon conversion of Series A is subject to adjustment
        upon the occurrence of certain customary events, including, among others,
        a
        stock split, reverse stock split or combination of our common stock; an issuance
        of our common stock or other securities as a dividend or distribution on
        the
        common stock; a reclassification, exchange or substitution of the common
        stock;
        or a capital reorganization of our company. Additionally, until June 24,
        2010, ,
        the holders of Series A will have “full-ratchet” anti-dilution price protection,
        with limited exceptions for issuances under employee benefit plans and pursuant
        to transactions involving a strategic partner preapproved by the holders
        on a
        case-by-case basis. After June 24, 2010, the holders of Preferred Stock will
        have “weighted average” anti-dilution price protection.
 
 *Voting
        Rights of Series A*
 
 Holders
        of Series A are not entitled to vote their shares with the holders of our
        common
        stock, except for certain extraordinary corporate transactions, in which
        case
        they vote as a separate class. Holders of Series A shall also have any voting
        rights to which they are entitled by Delaware law.
 
 *Liquidation
        Rights* *of
        Series A*
 
 In
        the
        event of any voluntary or involuntary liquidation, dissolution or winding-up
        of
        our company, including a merger or consolidation of our company with or into
        another company, or any transfer, sale or lease by us of substantially all
        of
        our assets, the holders of Series A will be entitled to receive out of our
        assets available for distribution to stockholders, before any distribution
        is
        made to holders of our common stock or any other series of our preferred
        stock,
        liquidating distributions in an amount equal to $1.20 per share, plus accrued
        but unpaid dividends.
 
 *Redemption
        Rights of Series A*
 
 Series
        A
        may not be redeemed by us at any time. Shareholders of Series A could require
        cash redemption if the underlying common stock shares are not declared effective
        by the SEC within 270 days of the original issue date.
 
 *Dividends
        Rights of Series A*
 
 Series
        A
        will be entitled to receive dividends at a rate of 8% per year, payable
        quarterly in arrears in cash or shares of our common stock. The Company has
        accrued dividends to Series A totaling $110,080 as of September 30,
        2008.
 
 *Certain
        Covenant Rights and Registration Rights of Series A*
 
 Series
        A
        contains certain negative covenants, such as a limitation on indebtedness,
        a
        limitation on increases in executive compensation, an incentive compensation
        plan not to exceed 10% of our outstanding common equivalent shares, and
        restrictions on mergers, acquisitions and other fundamental transactions,
        without the prior
        written consent of a majority of the holders of Series A, and certain other
        affirmative covenants. All covenants expire if Series A position held by
        its
        majority original investor falls below 20% of the original Series A position
        held by it immediately following the closing of the original offering. The
        Corporation is also required to issue registered common shares upon conversion
        of Series A and exercise of the class A, class B and class C warrants. If
        the
        underlying shares are not registered as required in the Series A offering
        document, the Corporation would be required to pay liquidated damages of
        2% of
        the original purchase price per each 30 day period or part thereof for any
        registration default up to a maximum of 12%, in addition to the contingent
        redemption option discussed above.
  10
  **JUHL
            WIND, INC.**
 **NOTES
            TO CONSOLIDATED FINANCIAL STATEMENTS**
 **FOR
            THE NINE MONTHS ENDED SEPTEMBER 30, 2008 AND 2007**
 *Common
        Stock Reorganized*
 
 As
        of the
        transaction date, the Corporation authorized 100 million shares of common
        stock
        with 20,050,000 shares outstanding as of September 30, 2008.
  **4.**
              **INCOME
                  TAXES**
 In
                  June 2008, the shareholders for DanMar and Associates, Inc. and
                  Juhl
                  Energy Development, Inc. transferred a portion of their shares
                  to a Family
                  Limited Partnership. A Family Limited Partnership is a disqualified
                  S
                  shareholder under the Internal Revenue Code and comparable state
                  law, thus
                  the S election was terminated and the companies are taxed as regular
                  C
                  Corporations from transfer date forward.
 
 We
                  adopted to provisions of FIN No. 48 in June 2008 with no cumulative
                  effect
                  adjustment required. In accordance with FIN No. 48, we have adopted
                  a
                  policy under which, if required to be recognized in the future,
                  we will
                  classify interest related to the underpayment of income taxes as
                  a
                  component of interest expense and we will classify any related
                  penalties
                  in general and administrative expenses in the consolidated statement
                  of
                  operations.
 
 At
                  the time the S corporation election was terminated the Company
                  recorded
                  deferred tax assets and liabilities arising from the timing differences
                  recorded in the financial statements and income tax returns for
                  various
                  accrued expenses and the methods used in computing
                  depreciation.
 
 The
        components of the deferred income tax asset and liability are as
        follows:




Current
                    Deferred Income Tax Benefit (Asset):Accrued
                    Vacation and Officer’s Compensation
                
                $
                22,000Net
                    Operating Loss Carryforward
                
                
                148,000TOTAL
                
                $
                170,000Non-Current
                    Deferred Income Tax Benefit (Asset):Stock
                    Option Expense
                
                $
                9,000Noncurrent
                    Deferred Income Tax (Liability):Depreciation
                
                $
                18,000


The
                  benefit for income taxes charged to operations for the period ended
                  September 30, 2008 is due to the current period operating loss.
                  In
                  assessing the realization of deferred tax assets, the Company’s management
                  considers whether it is more likely than not that some portion
                  or all of
                  the deferred tax assets will not be realized. The ultimate realization
                  of
                  deferred tax assets is dependent upon the generation of future
                  taxable
                  income during the periods in which those temporary differences
                  become
                  deductible. The Company’s management considers the scheduled reversal of
                  deferred tax liabilities, projected future taxable income, and
                  tax
                  planning strategies in making this
                  assessment.
 
 **5.**
              **STOCK****-BASED
                  COMPENSATION**
 The
        Company has a non-qualified incentive compensation plan to provide stock
        options, stock issuances and other equity interests in the Company to employees,
        directors, consultants, independent contractors, and advisors of the Company
        and
        other person who is determined by the Committee of the Board of Directors
        of the
        Company to have made (or expected to make) contributions to the Company.
        As of
        September 30, 2008, the Company has 2,377,111 shares available for award
        under
        the plan.
 
 On
        June
        24, 2008, the Company granted to key employees and directors of the Company,
        520,000 options to purchase common shares under the above plan. These options
        carry an exercise price of $1.00 per share a vest over a two or three year
        period beginning June 24, 2008 and expire ten years from the date of grant.
        The
        fair value of each option grant is estimated on the date of grant using the
        Black-Scholes option-pricing model with the following assumptions, underlying
        price $1.25, dividend yield of 0%, expected volatility of 96%, risk-free
        interest rate of 4%, and expected life of 6 years. Based on pricing model
        and
        vesting terms, it was determined that $48,231 of option related compensation
        expense was recognized in the nine-month period ending September 30,
        2008.
  11
  **JUHL
          WIND, INC.**
 **NOTES
          TO CONSOLIDATED FINANCIAL STATEMENTS**
 **FOR
          THE NINE MONTHS ENDED SEPTEMBER 30, 2008 AND 2007**
  A
        summary
        of the Company’s stock option plan as of September 30, 2008 and changes during
        the period then ended is listed below:
  Outstanding
                    at December 31, 2007
                
                -Granted
                    on June 24, 2008
                
                
                520,000Exercised
                
                
                -Expired
                
                
                -Forfeited
                
                
                -Outstanding
                    at September 30, 2008
                
                
                520,000Options
                    exercisable at the end of the period
                
                
                -
  As
        of
        September 30, 2008, there was approximately $480,000 of total unrecognized
        compensation expense cost. This cost is expected to be recognized over a
        weighted-average period of 3 years.
  In
        addition, during the quarter ended June 30, 2008, the Corporation issued
        50,000
        common stock warrants to an investor relations consulting firm. These warrants
        vest over the six-month service period. The Company recognized $63,352 related
        to the portion earned during the nine-month period ended September 30, 2008.
        These warrants which vest in December 2008 and allow the holder to purchase
        common stock at an exercise price of $7.00 for 25,000 and $10.00 for the
        other
        25,000 shares. To determine fair value of the warrants t he
        Company uses the Black-Scholes pricing model with the following assumptions,
        dividend yield of 0%, expected volatility of 96%, risk-free interest rate
        of 4%,
        and expected life of 5 years.
 
 The
        unrecognized compensation expense cost related
        to these warrants is approximately $52,000 based on the September 30, 2008
        value
        of these warrants. This
        cost
        is expected to be recognized over a weighted-average period of 0.25
        years.
 
 **6.**
              **FAIR
                  VALUE MEASUREMENTS**
 Effective
        January 1, 2008, we adopted Statement of Financial Accounting Standard No.
        157,
“Fair Value Measurements” (SFAS 157), as it applies to our financial
        instruments, and Statement of Financial Accounting Standard No. 159, “The Fair
        Value Option for Financial Assets and Financial Liabilities - Including an
        amendment of FASB Statement No. 115” (SFAS 159). SFAS 157 defines fair value,
        outlines a framework for measuring fair value, and details the required
        disclosures about fair value measurements. SFAS 159 permits companies to
        irrevocably choose to measure certain financial instruments and other items
        at
        fair value. SFAS 159 also establishes presentation and disclosure requirements
        designed to facilitate comparison between entities that choose different
        measurement attributes for similar types of assets and liabilities.
 
 Under
        SFAS 157, fair value is defined as the price that would be received to sell
        an
        asset or paid to transfer a liability in an orderly transaction between market
        participants at the measurement date in the principal or most advantageous
        market. SFAS 157 establishes a hierarchy in determining the fair value of
        an
        asset or liability. The fair value hierarchy has three levels of inputs,
        both
        observable and unobservable. SFAS 157 requires the utilization of the lowest
        possible level of input to determine fair value. Level 1 inputs include quoted
        market prices in an active market for identical assets or liabilities. Level
        2
        inputs are market data, other than Level 1, that are observable either directly
        or indirectly. Level 2 inputs include quoted market prices for similar assets
        or
        liabilities, quoted market prices in an inactive market, and other observable
        information that can be corroborated by market data. Level 3 inputs are
        unobservable and corroborated by little or no market data.
 
 Except
        for those assets and liabilities which are required by authoritative accounting
        guidance to be recorded at fair value in our Consolidated Balance Sheets,
        we
        have elected not to record any other assets or liabilities at fair value,
        as
        permitted by SFAS 159. No events occurred during the first quarter 2008 which
        would require adjustment to the recognized balances of assets or liabilities
        which are recorded at fair value on a nonrecurring basis.
 
 The
        Company has no assets and liabilities measured at fair value on a recurring
        basis that would require disclosure under this pronouncement.
  12
  **JUHL
          WIND, INC.**
 **NOTES
          TO CONSOLIDATED FINANCIAL STATEMENTS**
 **FOR
          THE NINE MONTHS ENDED SEPTEMBER 30, 2008 AND 2007**
 
 **7.**
              **SUBSEQUENT
                  EVENT**
 On
        October 31, 2008, the Company acquired all of the issued and outstanding
        shares
        of common stock of Next Generation Power Systems, Inc., a South Dakota
        corporation (“NextGen”), in exchange for an aggregate purchase price of $322,500
        (the “Purchase Price”) payable by delivery of an aggregate of 92,143
        unregistered shares of common stock allocated among certain of the NextGen
        selling shareholders.  The Purchase Price included repayment of the note
        payable from NextGen to certain selling shareholders (the “Shareholder
        Note”).  The purchase also included the purchase of a commercial building
        located in Pipestone, Minnesota (the “Real Estate”) from a related company, Next
        Generation Power Properties, LLC for a purchase price of $144,000 payable
        by
        delivery of an aggregate of 41,070 unregistered shares of common stock allocated
        among certain individuals, who are also the NextGen selling shareholders. 
The purchase transaction also included assumption of certain liabilities
        of
        NextGen including a note payable to First Farmers and Merchant’s National
        Bank.  Further, Dan Juhl, the Chairman and Chief Executive Officer of the
        Company, is a NextGen selling shareholder, holding a minority interest in
        both
        selling companies.  Mr. Juhl’s shares in the selling companies are included
        in the transaction with no additional cash as stock outlay to the Company. 
NextGen is in the business of renewable energy design and advanced conservation
        technologies focused on community scaled wind turbine and solar systems.
  13





**Item
                2.**
            **MANAGEMENT'S
                DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
                OPERATIONS**





The
      following discussion should be read in conjunction with our financial statements
      and the notes thereto which appear elsewhere in this report. The results shown
      herein are not necessarily indicative of the results to be expected in any
      future periods. This discussion contains forward-looking statements based on
      current expectations, which involve uncertainties. Actual results and the timing
      of events could differ materially from the forward-looking statements as a
      result of a number of factors.





**Forward-Looking
      Statements**





The
      following discussion and analysis is provided to increase the understanding
      of,
      and should be read in conjunction with, the Financial Statements of the Company
      and Notes thereto included elsewhere in this Report. Historical results and
      percentage relationships among any amounts in these financial statements are
      not
      necessarily indicative of trends in operating results for any future period.
      The
      statements, which are not historical facts contained in this Report constitute
      "forward-looking statements" within the meaning of the Private Securities
      Litigation Reform Act of 1995. Such statements are based on currently available
      operating, financial and competitive information, and are subject to various
      risks and uncertainties. Future events and the Company's actual results may
      differ materially from the results reflected in these forward-looking
      statements. Factors that might cause such a difference include, but are not
      limited to, dependence on existing and future key strategic and strategic
      end-user customers, limited ability to establish new strategic relationships,
      ability to sustain and manage growth, variability of operating results, the
      Company's expansion and development of new service lines, marketing and other
      business development initiatives, the commencement of new engagements,
      competition in the industry, general economic conditions, dependence on key
      personnel, the ability to attract, hire and retain personnel who possess the
      technical skills and experience necessary to meet the service requirements
      of
      its clients, the potential liability with respect to actions taken by its
      existing and past employees, risks associated with international sales, and
      other risks described herein and in the Company's other SEC
      filings.





**Overview**





**Our
      Company**





We
      were
      incorporated in Delaware on January 30, 2006 and have conducted a wind energy
      business since our exchange transaction with Juhl Energy Development, Inc.
      and
      DanMar and Associates, Inc. on June 24, 2008. We are a publicly-reporting and
      trading company as a result of the filing of our registration statement with
      the
      U. S. Securities and Exchange Commission on March 1, 2007.




**Our
      Business**





We
      are
      engaged in the development of a type of wind power in various small communities
      in the Midwestern United States and Canada that has been labeled “community wind
      power.” Our ultimate goal is to build medium to large-scale wind farms jointly
      owned by local communities, farm owners and our company. The wind farms are
      connected to the general utility electric grid to produce clean,
      environmentally-sound wind power for use by the electric power industry.





Since
      2003, we have developed 11 wind farms, accounting for more than 117 megawatts
      of
      wind power, that currently operate in the Midwest region of the United States.
      We are presently engaged in various aspects of the development of 16 wind farms
      totaling an additional 400 megawatts of community wind power systems.





Our
      projects are based on the formation of partnerships with the farmers upon whose
      land the wind turbines are installed.  Over the years, this type of wind
      power has been labeled “community wind power” because the systems are actually
      owned by the farmers themselves and the local communities they serve.  The
      concept of “community wind” was created by Daniel J. Juhl, our Chairman and
      Chief Executive Officer. Community wind is a specialized sector in the wind
      energy industry that differs from the large, utility-owned wind power systems
      that are also being built in the United States.  Our goal is to share
      ownership with farmers and to build a network of farmer-owned community wind
      power systems.





Our
      management has been involved in the wind power industry for more than 25 years.
      We have experience in the design, manufacture, maintenance and sale of wind
      turbines, as well as the full-scale development of wind farms. We hold contract
      rights, are involved with projects in development and under negotiation, and
      provide development activities in the wind power industry. Our contract rights
      relate to administrative services agreements which call for management and
      administrative services to be provided for several existing Minnesota wind
      farms. Our assets include four wind power development agreements, nine projects
      in development and under negotiation, approximately six agreements to conduct
      wind power feasibility studies and various development activities in the wind
      power industry.




14





**Company
      Structure**





Juhl
      Energy Development, Inc. and DanMar & Associates, Inc. are also our
      wholly-owned subsidiaries. DanMar & Associates, Inc. is engaged in providing
      consulting services to owners and operators of wind energy projects. Juhl Energy
      Development, Inc. is engaged in the development of wind farms. Juhl Energy
      Development, Inc. also has a subsidiary, Community Wind Development Group
      LLC.





**Our
      Community Wind Farm Portfolio**





We
      believe that we have completed and placed into service more community wind
      power
      systems than any other single U.S. enterprise. To date, we have developed 11
      community wind farms located primarily in the “Buffalo Ridge” area of
      southwestern Minnesota. These systems have been developed since the mid-1980s
      and total more than 117 megawatts. They are fully operational today. In
      addition, we provide operating and maintenance services to five of the 11
      existing wind farms.





In
      addition to the first 11 wind farms developed by us, we have another 19
      community wind farms and/or on-site wind projects in various phases of
      development totaling more than 400 megawatts. These projects are primarily
      located in the states of Minnesota, Nebraska and South Dakota.





**Growth
      Strategy**





We
      specialize in the development of community wind power systems, and we believe
      that we are among the leaders in the field. Our growth strategy is anchored
      by
      the competitive advantage of our portfolio of completed projects coupled with
      the projects we currently have under development. Our plan is to continue to
      provide the full range of development services across each phase of development,
      which we expect will grow our revenue and profitability from each project under
      development.





In
      addition to growing our revenue per project, we will continue to grow our
      projects under development by utilizing competitive strengths and taking
      advantage of market conditions to build long-term growth.





**Our
      Competitive Advantages**





We
      believe that we have a number of competitive advantages in the community wind
      energy production sector; one of our key advantages being that we have completed
      11 community wind farm projects to date totaling more than 117 megawatts. We
      expect that when new projects are considering retaining a development
      enterprise, the ability to point to actual projects completed, along with the
      extensive knowledge base developed and relationships necessary to get the job
      done, will provide us an edge in winning projects in the future. These
      relationships include those with utility power purchasers, equity and debt
      project finance sources, turbine suppliers and constructors.





We
      believe that our experience in developing wind farms in new market areas and
      in
      operating energy companies will enable us to continue to successfully expand
      our
      development portfolio. Further, we believe our management’s understanding of
      deregulated energy markets enables us to maximize the value of our development
      portfolio. Our team has experience in site selection, market analysis, land
      acquisition, community relations, permitting, financing, regulation and
      construction.





For
      community wind projects to be completed successfully, projects must be
      constructed in a cost-effective manner. In the course of completing 11 projects
      to date, we have been able to demonstrate to project owners, equity investors
      and lenders, that we can build wind farms on a cost-effective basis.





In
      the
      Midwestern U.S. markets where we are active, our management team maintains
      a
      local presence and promotes community stakeholder involvement. By maintaining
      offices in Woodstock, Minnesota and Chicago, Illinois, and becoming involved
      in
      local community affairs, we develop a meaningful local presence, which we
      believe provides us with a significant advantage when working through the local
      permitting processes and helps to enlist the support of our local communities
      for wind farms. We believe that our local approach has enabled us to secure
      approvals and support for our projects in regions that have historically voiced
      meaningful opposition and has given us a significant advantage over competitors,
      who are not as active in the local communities in which we are developing wind
      farms. Our management’s active participation in the state and local regulatory
      and legislative processes has led to the growth of community wind across the
      Midwest.





As
      a
      result of our project portfolio and industry-respected management team, we
      enjoy
      strong relationships with key trading partners that are required for successful
      wind farm development. These relationships include regulators, turbine
      suppliers, electric component suppliers, equity investors, project lenders,
      engineering firms, constructors, electric transmission operators and electric
      utilities.





**Revenue
      Growth Forecast**





We
      maintain a revenue forecasting model that estimates future revenue of each
      project on a prospective basis. Project by project revenue is then totaled
      to
      arrive at an annual revenue forecast. The revenue model is updated regularly
      to
      account for changes in project parameters and project timing. In our 8K filed
      on
      June 25, 2008, we previously provided estimated revenue for the years 2008,
      2009
      and 2010 based on projects under development. At this time, we are updating
      our
      revenue forecast to adjust for delays in project construction in 2008 and the
      movement of such construction revenue into 2009 and 2010. Therefore, we have
      reduced our 2008 forecast and increased our 2009 and 2010 projections to account
      for such delays. Our 2008 revenue forecast has been adjusted from a previously
      disclosed $4,961,000 full year estimate to an estimated projection of
      approximately $700,000. Our 2009 revenue forecast has been adjusted from a
      previously disclosed $8,972,000 to an estimate of $10,807,000 and our 2010
      revenue forecast has been adjusted from a previously disclosed $13,952,000
      full
      year estimate to an estimated projection of approximately $16,378,000. Our
      revenue forecasts are subject to several significant risk factors outside our
      control led by timing of projects under development and such forecasts should
      be
      viewed as our best estimates at the time they are released which are subject
      to
      future modifications on an ongoing basis.




15





**Basis
      of Presentation**





Our
      financial statements are prepared in accordance with the rules and regulations
      of the Securities and Exchange Commission. Certain information and disclosures
      in our unaudited condensed consolidated interim financial statements have been
      condensed or omitted as permitted by such rules and regulations. The financial
      statements included in this report should be read in conjunction with our
      audited financial statements for the year ended December 31, 2007 and 2006
      contained in the Current Report on Form 8-K of Juhl Wind, Inc. filed
      with the Securities and Exchange Commission on June 25, 2008.





**Significant
      Accounting Estimates**




We
      review
      all significant estimates affecting our consolidated financial statements on
      a
      recurring basis and record the effect of any necessary adjustment prior to
      their
      publication. Uncertainties with respect to such estimates and assumptions are
      inherent in the preparation of financial statements; accordingly, it is possible
      that actual results could differ from those estimates and changes to estimates
      could occur in the near term. The preparation of our financial statements
      requires management to make estimates and assumptions that affect the reported
      amounts of assets and liabilities and disclosure of the contingent assets and
      liabilities at the date of the financial statements and the reported amounts
      of
      revenue and expenses during the reporting period. Estimates and judgments are
      used when accounting for revenue, stock-based compensation, accounts receivable
      and allowance for doubtful accounts, impairment of long-lived assets,
      depreciation and amortization, deferred income taxes, and contingencies among
      others.




Management
      has discussed the development and selection of these significant accounting
      estimates with our Board of Directors and our Board of Directors has reviewed
      our disclosures relating to them.




**Results
      of Operations**




***Comparison
      of Three-Month Periods and Nine-Month Periods Ended September 30, 2008 and
      2007***




**Overview**




Our
      general activity for the three months ended September 30, 2008 was primarily
      focused on the ongoing development of 16 new wind farms we have under
      development with various parties and in various stages of development.
      Management believes the Company is poised for growth as we now have improved
      our
      balance sheet liquidity necessary to work through our current projects under
      development and ability to develop future projects.




We
      are
      engaged in the development of a type of wind power in various small communities
      in the Midwestern United States and Canada that has been labeled “community wind
      power” because the systems are actually owned by the farmers and the local
      communities they serve. Our projects are based on the formation of partnerships
      with the farmers upon whose land the wind turbines are installed.




We
      hold
      contract rights, are involved with projects in development and under
      negotiation, and provide development activities in the wind power industry.
      Our
      contract rights relate to administrative services agreements which call for
      management and administrative services to be provided for several existing
      Minnesota wind farms. Our assets also include four wind power development
      agreements, nine projects in development and under negotiation, agreements
      to
      conduct wind power feasibility studies and various development activities in
      the
      wind power industry.




We
      currently generate a majority of our revenue from wind farm management. Revenue
      is also derived from our work in the development of wind farms throughout the
      development process including four major components: feasibility studies,
      development fees, operations and management oversight and construction
      management fees.




Due
      to
      the anticipated increased demand for electricity from alternative energy sources
      in 2008, 2009 and beyond, we believe the demand for wind power projects and
      the
      related services which we provide, and therefore our revenues, will be stable
      or
      will increase in the foreseeable future. While we anticipate growing revenues
      on
      an annual basis beginning in 2009, revenue per each specific project will be
      subject to shifts in timing due to typical energy project development
      delays.




During
      the third quarter, we continued to add new projects under development
      underscoring the demand in the market and specifically for our form of community
      wind. After signing a financing and construction term sheet during the second
      quarter for our 10 megawatt Valley View, Minnesota wind farm laying out the
      details of the financing group and our role as construction manager,
      construction on this approximately $19 million project could begin in the fourth
      quarter or early part of 2009.




16





**Revenue**




Our
      consolidated revenue for the three months ended September 30, 2008 was $149,405
      a decrease of $61,990 or 29.32% compared to revenue of $211,395 for the three
      months ended September 30, 2007. Our consolidated revenue was $464,043 for
      the
      nine months ended September 30, 2008, a decrease of $44,253 or 8.71% compared
      to
      revenue of $508,296 for the nine months ended September 30, 2007. These
      variances were primarily due to the timing of specific services when compared
      to
      the year earlier.




Our
      revenue from wind farm management was $90,796 for the three months ended
      September 30, 2008, a slight decrease of $3,382 or 3.59% compared to revenue
      from wind farm management of $94,178 for the three months ended September 30,
      2007. Our revenue from wind farm management was $287,185 for the nine months
      ended September 30, 2008, a decrease of $12,285 or 4.1% compared to revenue
      from
      wind farm management of $299,470 for the nine months ended September 30, 2007.
      The decrease was primarily due to timing of specific services under these
      contracts when compared to the same periods in 2007.




Our
      revenue from consulting services was $53,265 for the three months ended
      September 30, 2008, a decrease of $63,752 or 54.48% compared to revenue from
      consulting services of $117,017 for the three months ended September 30, 2007.
      Our revenue from consulting services was $165,282 for the nine months ended
      September 30, 2008, a decrease of $35,769 or 17.79% compared to revenue from
      consulting services of $201,051 for the nine months ended September 30, 2007.
      The decrease was primarily due to timing of various project work and some
      specific services related to existing wind farms.




Our
      revenue from other operating revenue was $5,344 for the three months ended
      September 30, 2008, an increase of $5,144 or 2572% compared to revenue from
      other operating revenue of $200 for the three months ended September 30, 2007.
      Our revenue from other operating income was $11,576 for the nine months ended
      September 30, 2008, an increase of $3,801 or 48.89% compared to revenue from
      other operating revenue of $7,775 for the nine months ended September 30, 2007.
      The increase was primarily due to timing of specific services.




For
      the
      three months ended September 30, 2008 and 2007, revenue from wind farm
      management accounted for 60.76% and 44.55%, respectively, of total revenue.
      For
      the nine months ended September 30, 2008 and 2007, revenue from wind farm
      management accounted for 61.88% and 58.92%, respectively, of total revenue.
      We
      also provide general consulting services to help farmers and communities
      evaluate possible community wind farm projects and initiate their development.
      For the three months ended September 30, 2008 and 2007, revenue from consulting
      services accounted for 35.65% and 55.35%, respectively, of total revenue. For
      the nine months ended September 30, 2008 and 2007, revenue from consulting
      services accounted for 35.62% and 39.55%, respectively, of total
      revenue.




**Operating
      Expenses**




Operating
      expenses were $651,529 for the three months ended September 30, 2008, an
      increase of $551,017 or 548.21% compared to operating expenses of $100,512
      for
      the three months ended September 30, 2007. Operating expenses were $1,213,725
      for the nine months ended September 30, 2008, an increase of $943,827 or 349.7%
      compared to operating expenses of $269,898 for the nine months ended September
      30, 2007. The
      increase was attributable to the specific factors discussed below and included
      a
      significant amount of one-time charges related to professional services fees
      required for the Company’s initial legal, audit and reporting requirements as a
      new public company. These costs also included approximately $181,285 of investor
      relations expense necessary for the Company’s initial public outreach and
      awareness efforts as a new public company. We expect both areas of these
      expenses to step significantly lower in future quarters. Increases
      were also attributable to the specific factors discussed below including
      additional staffing and related compensation expense.




*General
      and Administrative Expenses*




Our
      general and administrative expenses were $194,943 for the three months ended
      September 30, 2008, an increase of $168,308 or 631.91% compared to general
      and
      administrative expenses of $26,635 for the three months ended September 30,
      2007. Our general and administrative expenses were $486,466 for the nine months
      ended September 30, 2008, an increase of $419,245 or 623.68% compared to general
      and administrative expenses of $67,221 for the nine months ended September
      30,
      2007. The
      increase was attributable to the specific factors discussed below and included
      a
      significant amount of one-time charges related to professional services fees
      required for the Company’s initial legal, audit and reporting requirements as a
      new public company. These costs also included approximately $181,285 of investor
      relations expense necessary for the Company’s initial public outreach and
      awareness efforts as a new public company .





*Payroll
      and Employee Benefits*




Our
      payroll and employee benefit expenses were $234,014 for the three months ended
      September 30, 2008, an increase of $188,970 or 419.52% compared to payroll
      and
      employee benefit expenses of $45,044 for the three months ended September 30,
      2007. Our payroll and employee benefit expenses were $433,930 for the nine
      months ended September 30, 2008, an increase of $311,503 or 254.44% compared
      to
      payroll and employee benefit expenses of $122,427 for the nine months ended
      September 30, 2007. The increase was primarily due to the additions to our
      management team of staff required to advance the progress of the various
      projects we have under development.




*Wind
      Farm Management Expenses*




Our
      wind
      farm management expenses were $41,287 for the three months ended September
      30,
      2008, an increase of $12,454 or 43.19% compared to wind farm management expenses
      of $28,833 for the three months ended September 30, 2007. Our wind farm
      management expenses were $112,044 for the nine months ended September 30, 2008,
      an increase of $31,794 or 39.62% compared to wind farm management expenses
      of
      $80,250 for the nine months ended September 30, 2007. The variances are
      primarily due to timing of specific services provided which vary from time
      to
      time and increases to our wind farm management portfolio.




17




**Operating
      Income/Loss**




Our
      operating loss was $502,124 for the three months ended September 30, 2008 as
      compared to an operating profit of $110,883 during the same quarter in 2007.
      Our
      operating loss was $749,682 for the nine months ended September 30, 2008 as
      compared to an operating profit of $238,398 during the nine months ended
      September 30, 2007. This loss was primarily due to the increase in general
      and
      administrative expenses due to an increase in payroll as described above and
      other associated increases in administrative expenses.




**Net
      Income/Loss**




Our
      net
      loss was $383,311 for the three months ended September 30, 2008 as compared
      to
      net income of $110,883 during the same quarter in 2007. Our net loss was
      $568,869 for the nine months ended September 30, 2008 as compared to net income
      of $238,500 during the same nine-month period in 2007. This loss was primarily
      due to the increase in general and administrative expenses, payroll and one-time
      costs as described above.




**Liquidity
      and Capital Resources**




Historically,
      we have financed our operations and growth from cash flow from operations.
      Due
      to the anticipated increased demand for power from alternative energy sources
      in
      2008 and 2009, we believe the demand for our services, and therefore our
      revenues, will be stable or will increase considerably in the foreseeable future.
      Based on our anticipated level of revenues, we believe that funds generated
      from
      operations, together with existing cash and cash available from financing
      activities in 2008, will be sufficient to finance our operations and planned
      capital expenditures through the next twelve months. We ended the quarter with
      $3,693,281 in cash primarily dueto
      our
      financing activities and as described below. In order to provide additional
      protection to the Company’s cash,the
      Company obtained an excess deposit insurance bond (the “Bond”) for its
      wholly-owned subsidiary, Juhl Energy Development, Inc. (“JEDI”), with respect to
      JEDI’s accounts at First Farmers and Merchants National Bank. The Bond increased
      the limit from $2,000,000 to $4,500,000 and is effective during the period
      August 19, 2008 through February 25, 2011 with payment of the Bond premium
      in
      the amount of $7,089




We
      will
      continue to pursue new wind power developments and actively seek new customers
      for the energy we currently produce. We believe these actions will position
      us
      to capitalize on opportunities as they arise in the industry. However, there
      can
      be no assurance that these actions will be successful. Should volumes and
      revenues decline to a level significantly below our current expectations, we
      would reduce capital expenditures and implement cost-reduction initiatives
      which
      we believe would be sufficient to ensure that funds generated from operations,
      together with existing cash and available borrowings under our credit agreement,
      would be sufficient to finance our current operations through the third quarter
      of 2009.




Net
      cash
      used in operating activities was $504,027 in the nine months ended September
      30,
      2008, and net cash generated from operating activities was $215,014 in the
      nine
      months ended September 30, 2007. The change in net cash (used in) from
      operations is primarily due to the change in net income and the timing of
      accounts receivable collections and disbursements of accounts payable and
      accrued expenses. Net cash used in operating activities includes $174,083 for
      non-cash stock based compensation expenses.




We
      believe cash flow from operations will be sufficient to finance our current
      operations through the third quarter of 2009.




Our
      investing activities generated net cash of $1,840 in the nine months
      ended September 30, 2008 consisting of cash received from Community Wind
      Development Group, LLC net of payments for property and equipment. There was
      no
      use of cash in investing activities in the nine months ended September 30,
      2007.




Our
      net
      cash flow from financing activities was $4,064,213 for the nine months ended
      September 30, 2008 attributable to proceeds through the issuance of preferred
      stock and common stock warrants net of distributions to shareholders. For the
      nine months ended September 30, 2007 there were checks in excess of bank balance
      in the amount of $5,288 and distributions to shareholders in the amount of
      $481,626 resulting in net cash used in financing activities of $476,338 during
      the period ended on September 30, 2007.





The
      Company maintains an escrow cash account (“Restricted
      Cash
      Account”) funded
      by
      the proceeds received from the preferred stock private placement, which occurred
      during the second quarter of 2008. The funds are to be used only for investor
      relations initiatives with the approval of the trustee of the escrow
      account. As of September 30, 2008, we had a balance of $318,715 in the
      account. Also, 15% of the gross proceeds generated from the exercise of the
      warrants attached to such preferred stock private placement shall be placed
      in
      the account.




**Off-Balance-Sheet
      Arrangements**




As
      of
      September 30, 2008, we did not have any significant off-balance-sheet
      arrangements, as defined in section 303(a)(4)(ii) of Regulation S-K of
      the SEC.




18





**Item
                3.**
            **QUANTITATIVE
                AND QUALITATIVE ANALYSIS ABOUT MARKET
                RISK**





Not
      applicable.




**Item
                4.**
            **CONTROLS
                AND PROCEDURES**




An
      evaluation was carried out under the supervision and with the participation
      of
      the Company's management, including the Chief Executive Officer ("CEO") and
      President of the effectiveness of the Company's disclosure controls and
      procedures as of September 30, 2008. Based on that evaluation, the CEO and
      President have concluded that the Company’s disclosure controls and
      procedures are not yet fully effective to provide reasonable assurance that:
      (i)
      information required to be disclosed by the Company in reports that it files
      or
      submits under the Securities Exchange Act of 1934 is accumulated and
      communicated to the Company's management, including the CEO and President as
      appropriate to allow timely decisions regarding required disclosure by the
      Company; and (ii) information required to be disclosed by the Company in reports
      that it files or submits under the Securities Exchange Act of 1934 is recorded,
      processed, summarized and reported within the time periods specified in
      Securities and Exchange Commission rules and forms. The Board has directed
      that
      a formal Disclosure Controls and Procedures policy be prepared for the Company
      and presented to the Board at its next meeting. We expect to have such a policy
      in place by the end of the first quarter, 2009 and to continue to take
      additional steps necessary to ensure all controls and procedures are in place
      for full compliance with a goal to have all of our remediation measures in
      place
      by the end of the first quarter of 2009. Management is in the process of
      implementing a remediation plan of the above-mentioned weakness in our internal
      control over financial reporting which includes but is not limited to the
      following steps:




**•**
            Implementing
                a search for a full-time controller or CFO with appropriate U.S.
                GAAP and
                SEC experience**•**
            Purchase
                and install additional accounting software to upgrade internal controls
                capabilities;**•**
            Establish
                and implement a detailed timeline for review and completion of financial
                reports to be included in our Forms 10-Q and 10-K (established in
                connection with this Form 10-Q); and**•**
            Employ
                the use of appropriate supplemental SEC and U.S. GAAP checklists
                in
                connection with our closing process and the preparation of our Forms
                10-Q
                and 10-K.




19




The
      implementation of these remediation plans has been initiated and will continue
      during the remainder of fiscal 2008 and possibly through the first half of
      fiscal 2009. The material weakness will not be considered remediated until
      the
      applicable remedial procedures are tested and management has concluded that
      the
      procedures are operating effectively. Management recognizes that use of our
      financial resources will be required not only for implementation of these
      measures, but also for testing their effectiveness and may seek the assistance
      of an outside service provider to assist in this process.





If
      we are
      not able to implement controls to avoid the occurrence of material weaknesses
      in
      our internal control over financial reporting in the future, then we might
      report results that are not consistent with our actual results and we may need
      to restate results that will have been previously reported.





*Changes
      in Internal Control over Financial Reporting*





The
      following changes in our internal control over financial reporting were
      implemented during the nine months ended September 30, 2008 that have materially
      affected, or are reasonably likely to materially affect, our internal control
      over financial reporting:





**•**
            Engaged
                the use of a third party accounting service
                provider




On
      June
      24, 2008, we terminated McElravy, Kinchen & Associates, P.C. (“McElravy
      Kinchen”), as our independent registered public accounting firm. McElravy
      Kinchen audited our financial statements for the fiscal year ended December
      31,
      2007. The reason for the replacement of McElravy Kinchen was that the
      independent registered public accountants for Juhl Energy Development,
      Inc. and DanMar and Associates, Inc. is the firm of Boulay,
      Heutmaker, Zibell & Co. P.L.L.P. (“Boulay Heutmaker”). We believed that it
      was in our best interest to have Boulay Heutmaker continue to work with our
      business, and we therefore retained Boulay Heutmaker as our new independent
      registered public accounting firm effective as of June 24, 2008. Boulay
      Heutmaker is located at 7500 Flying Cloud Drive, Suite 800, Minneapolis,
      Minnesota 55344.





The
      appointment of Boulay Heutmaker was recommended and approved by our board of
      directors. During our two most recent fiscal years, and the subsequent interim
      periods, prior to June 30, 2008, we did not consult Boulay Heutmaker regarding
      either: (i) the application of accounting principles to a specified transaction,
      completed or proposed, or the type of audit opinion that might be rendered
      on
      our company’s financial statements, or (ii) any matter that was either the
      subject of a disagreement as defined in Item 304(a)(1)(iv) of Regulation S-K
      or
      a reportable event as described in Item 304(a)(1)(v) of Regulation
      S-K.




McElravy
      Kinchen’s report on our financial statements for the year ended December 31,
      2007 did not contain any adverse opinion or disclaimer of opinion and was not
      qualified as audit scope or accounting principles, however such year-end report
      did contain a modification paragraph that expressed substantial doubt about our
      ability to continue as a going concern.




During
      the most recent fiscal year ended December 31, 2007, (i) there were no
      disagreements between us and McElravy Kinchen on any matter of accounting
      principles or practices, financial statement disclosure or auditing scope or
      procedure which, if not resolved to the satisfaction of McElravy Kinchen, would
      have caused McElravy Kinchen to make reference to the subject matter of the
      disagreement in connection with its reports and (ii) there were no “reportable
      events,” as described in Item 304(a)(1)(iv) of Regulation S-B of the Securities
      Exchange Act of 1934, as amended, or the Exchange Act. The decision to replace
      McElravy Kinchen was not the result of any disagreement between us and McElravy
      Kinchen on any matter of accounting principle or practice, financial statement
      disclosure or audit procedure. Our board of directors deemed it in our best
      interest to change independent auditors following the closing of the exchange
      transaction.




We
      furnished McElravy Kinchen with a copy of our current report prior to filing
      that report with the SEC and requested that McElravy Kinchen furnish a letter
      addressed to the SEC stating whether it agreed with the statements made in
      the
      report. A copy of McElravy Kinchen’s letter to the SEC was filed with the
      Company’s Current Report on Form 8-K as Exhibit 16.1.




20




**PART
      II - OTHER INFORMATION**


**Item
      1. LEGAL PROCEEDINGS**





None




**Item
      1A. RISK FACTORS**





Not
      applicable.




**Item
      2. UNREGISTERED SALES OF EQUITY 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.**





a)
      none


b)
      none





Subsequent
      to the period ended on September 30, 2008, on October 31, 2008, we acquired
      all
      of the issued and outstanding shares of common stock of Next Generation Power
      Systems, Inc., a South Dakota corporation (“NextGen”), in exchange for an
      aggregate purchase price of $322,500 (the “Purchase Price”) payable by delivery
      of an aggregate of 92,143 unregistered shares of our common stock allocated
      among certain of the NextGen selling shareholders.  The Purchase Price
      included repayment of the note payable from NextGen to certain selling
      shareholders (the “Shareholder Note”).  Such purchase transaction also
      included our purchase of a commercial building located in Pipestone, Minnesota
      (the “Real Estate”) from a related company, Next Generation Power Properties,
      LLC for a purchase price of $144,000 payable by delivery of an aggregate of
      41,070 unregistered shares of our common stock allocated among certain
      individuals (who are also the NextGen selling shareholders).  The purchase
      transaction also included assumption of certain liabilities of NextGen including
      notes payable in the aggregate amount of $496,790.87 to First Farmers and
      Merchant’s National Bank   We expect to reduce such amount by the value of
      the Real Estate, approximately $172,500, when converted into a traditional
      mortgage.  Further, Dan Juhl, our Chairman and Chief Executive Officer, is
      a NextGen selling shareholder, holding a minority interest in both selling
      companies.  Mr. Juhl’s shares in the selling companies are included in the
      transaction with no additional cash or stock outlay to us.  Mr. Juhl was
      not significantly involved in the negotiation of the transaction and did not
      participate as a director in our approval of the transaction.  NextGen is
      in the business of renewable energy design and advanced conservation
      technologies focused on smaller, community scaled wind turbine and solar
      systems.  We intend to integrate NextGen’s business into our wind energy
      company and NextGen will be operated as our wholly-owned subsidiary. Such
      purchase transaction was reported on Form 8-K, which was filed with the SEC
      on
      November 4, 2008.




21




**Item
      6. EXHIBITS**





Exhibits
      required by Item 601 of Regulation S-K





No.
            
            Description(3)
            (i)
            Articles
                of Incorporation of the Company1(ii)
            Certificate
                of Amendment to Certificate of Incorporation amending, among other
                things,
                the name of MH & SC, Incorporated to Juhl Wind, Inc. filed June 20,
                2008, and effective June 24, 2008, with the Delaware Secretary of
                State2(iii)
            Bylaws
                of the Company1




(4)
            
            Form
                of Common Stock Certificate3(31.1)
            Certification
                of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley
                Act of 2002(31.2)
            Certification
                of President and Chief Financial Officer Pursuant to Section 302
                of the
                Sarbanes-Oxley Act of 2002(32.1)
            Certification
                of Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, as
                Adopted
                Pursuant to Section 906 of the Sarbanes-Oxley Act of
                2002(32.2)
            Certification
                of President and Chief Financial Officer Pursuant to 18 U.S.C. Section
                1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act
                of
                2002


1 Incorporated herein by reference from the Company’s Registration Statement on
      Form S-B filed with the Securities and Exchange Commission on March, 31,
      2007.




2 Incorporated herein by reference from the Company’s Current Report on Form 8-K
      filed with the Securities and Exchange Commission on June 24, 2008.





3 Incorporated
      herein by reference from the Company’s Quarterly Report on Form 10-Q filed with
      the Securities and Exchange Commission on August 14, 2008.




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**SIGNATURES**





In
      accordance with the requirements of the Securities Exchange Act of 1934, the
      registrant caused duly caused this report to be signed on its behalf by the
      undersigned thereunto duly authorized.





JUHL
                WIND, INC.(Registrant)Date:
                November 11, 2008
            /s/
                Daniel J. JuhlDaniel
                J. JuhlChief
                Executive OfficerDate:
                November 11, 2008
            /s/
                John P MitolaJohn
                P. MitolaPresident
                and Chief Financial Officer





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