SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 10-Q ~~Quarterly Report Under Section 13 or 15(d) Of the Securities Exchange Act of 1934~~

~~For~~Quarterly ~~the~~Report ~~Quarter~~Under ~~Ended~~Section ~~September~~13 ~~30,~~or ~~2009~~15(d) ~~Commission~~Of ~~File~~the ~~No.~~Securities ~~0-9996~~Exchange Act of 1934

~~WIND~~For ~~ENERGY~~the ~~AMERICA,~~Quarter ~~INC.(Exact~~Ended ~~Name~~December of31, ~~Registrant~~2009 Commission asFile ~~specified~~No. ~~in its charter)~~0-9996

WIND ENERGY AMERICA INC.

(Exact Name of Registrant as specified in its charter)

(State or other jurisdiction of incorporation or organization)		(Federal IRS Identification No.)

Minnesota		41-1387074

12100 Singletree Lane, Suite 100, Eden Prairie, MN 55344 ~~(Address of principal executive offices)~~

(Address of principal executive offices)

(952) 746-1313
(Issuer’s telephone number)

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~~

YES x NO o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of accelerated filer and large accelerated filer in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer o Accelerated filer o Non-accelerated filer o Smaller Reporting Company x

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.

Class

5960,~~126~~767,~~881~~841 Common Shares (par value $.05/share) Outstanding at ~~September~~February 3012, ~~2009~~2010

Transitional Small Business Disclosure Format (check One): YES o NO x

~~WIND~~PART ~~ENERGY AMERICA INC~~I.~~CONSOLIDATED~~ ~~BALANCE~~FINANCIAL ~~SHEETS~~INFORMATION

		September 30,			June 30,
		2009			2009
		(UNAUDITED)
ASSETS
Current Assets:
Cash		$	66,492		$	—
Advances to Vendor for Construction			35,882			—
Advances to affiliates			214,319			159,764
	Total Current Assets		316,693			159,764
Property, Plant & Equipment
Building			8,272,813			8,260,295
Accumulated Depreciation			—			—
	Net Equipment		8,272,813			8,260,295
Investments:
Mortgage Receivable			1,600,000			1,600,000
Investments in Wind Energy Power Projects			5,342,103			5,342,103
Investment in Grand Sierra Resort Corporation			15,000			15,000
	Total Investments		6,957,103			6,957,103
	Total Assets	$	15,546,609		$	15,377,162
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current Liabilities:
Checks Written in Excess of Cash in Bank		$	—		$	5,110
Accounts Payable			6,098			45,498
Accrued Liabilities			7,529			5,516
Note Payable			277,000			267,000
Convertible Notes			70,000			114,152
	Total Current Liabilities		360,627			437,276
Deferred Compensation			45,000			—
Sale/Leaseback Rent Accrual			179,974			117,333
Sale/Leaseback Deferred Gain			640,040			651,402
	Total Liabilities		1,225,641			1,206,011
Stockholders’ Equity:
Preferred stock: no par value, authorized 10,000,000 shares, none issued
Common stock: $.05 par value, authorized 100,000,000 shares 59,126,881 and 54,696,165 shares outstanding as of September 30, 2009 and June 30, 2009			2,956,344			2,734,808
Additional paid -in capital			32,481,655			29,464,524
Accumulated deficit			(21,117,031	)		(18,028,181	)
	Total Stockholders’ Equity		14,320,968			14,171,151
	Total Liabilities and Stockholders’ Equity	$	15,546,609		$	15,377,162

Item 1. Financial Statements

~~See~~WIND ~~accompanying~~ENERGY ~~notes~~AMERICA ~~to the consolidated financial statements~~INC.

~~WIND~~CONSOLIDATED ~~ENERGY~~BALANCE ~~AMERICA INC.UNAUDITED STATEMENTS OF OPERATIONS~~SHEETS

			FOR THE THREE MONTHS ENDED
		December 31			June 30
			September 30,			September 30,
		2009			2009
			2009			2008
		(UNAUDITED)
ASSETS
Revenue:
Current Assets:
Rental Income			$	20,285		$	20,738
Cash		$	111,596		$	—
Farm Lease Income				7,695			—
Advances to Vendor for Construction			26,749			—
	Total revenues			27,980			20,738
Total Current Assets			138,345			—
Expenses:
Property, Plant & Equipment:
General & Administrative				171,316			94,313
Wind Power Projects Under Construction			10,293,494			8,397,815
Professional Fees				12,290			35,036
Wind Power Projects In Development			289,275			464,347
Management Fees				2,898,071			108,803
Accumulated Depreciation			—			—
Impairment and Abondonment Expense				—			—
Net Property, Plant & Equipment			10,582,769			8,862,162
	Total expenses			3,081,677			238,152
Investments:
Net Operating Loss				(3,053,697	)		(217,414	)
Mortgage Receivable			1,600,000			1,600,000
Other Income and Expenses:
Investments in Operating Wind Power Projects			4,900,000			4,900,000
Interest Income				30,000			—
Investment in Grand Sierra Resort Corporation			—			15,000
Amortization of Deferred Gain				11,362			—
Total Investments			6,500,000			6,515,000
Warrant & Debt Discount Expense				(79,050	)		—
Total Assets		$	17,221,114		$	15,377,162
Interest Expense				(5,902	)		—
LIABILITIES AND STOCKHOLDERS’ EQUITY
Total Other Income and Expenses				(43,590	)		—
Current Liabilities:
	Net Loss		$	(3,097,287	)	$	238,152
Checks Written in Excess of Cash in Bank		$	—		$	5,110
Per Share Data:
Accounts Payable			92,620			45,498
Net Loss per Common Share:			$	(0.05	)	$	—
Accrued Interest			21,991			5,516
Weighted Average Shares Outstanding				56,500,000			50,005,648
Notes Payable			112,000			131,152
Deferred Compensation			90,000			—
Payroll Taxes Payable			6,670			—
Deferred Rental Income - Current Portion			10,552			—
Loans Payable on Projects - Current Portion			134,184			250,000
Total Current Liabilities			468,017			437,276
Deferred Rental Income - Long-Term Portion			24,656			—
Loans Payable on Projects - Long-Term Portion			1,960,713			—
Sale/Leaseback Rent Accrual			205,173			117,333
Sale/Leaseback Deferred Gain			628,290			651,402
Total Liabilities			3,286,849			1,206,011
Stockholders’ Equity:
Preferred stock: no par value, authorized 10,000,000 shares, none issued			—			—
Common stock: $.05 par value, authorized 100,000,000 shares 60,767,841 and 54,696,165 shares outstanding as of December 31, 2009 and June 30, 2009			3,037,892			2,734,808
Additional paid-in capital			33,010,504			29,464,524
Accumulated deficit			(22,114,131	)		(18,028,181	)
Total Stockholders’ Equity			13,934,265			14,171,151
Total Liabilities and Stockholders’ Equity		$	17,221,114		$	15,377,162

See accompanying notes to the consolidated financial statements.

~~Wind~~WIND ~~Energy~~ENERGY ~~America~~AMERICA ~~Inc~~INC. ~~UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS~~

	Three Months Ended			Three Months Ended
	September 30, 2009			September 30, 2008
Cash Flows used in Continuing Operations:
Net Loss	$	(3,088,850	)	$	(220,976	)
Adjustments to Reconcile Net Loss to Net Cash Used in Operations Activities
Amortization of Deferred Gain		11,362			—
Deferred Compensation		45,000
Depreciation Expense		—			15,098
Warrants Issued for Debt & Equity Transactions		80,815			—
Warrants for Stock Issued for Compensation		2,627,075
Stock Based Compensation		103,750			18,000
Changes in Operating Assets and Liabilities:
Increase in Advances to Affiliates		(54,555	)		(14,077	)
Decrease in Acounts Payable and Accrued Liabilities		(2,580	)		(19,714	)
Net Cash used in Operating Activities		(277,983	)		(221,669	)
Cash Flows used in Investing Activities:
Advances to vendors forCnstruction		(35,882	)		—
Additions to Equipment		(12,518	)		—
Investments in Wnd Energy Assets		—			(15,200	)
Net Cash used in Investing Activities		(48,400	)		(15,200	)
Cash Flows provided by Financial Activities:
Common Sock Issued for Cash		332,875			148,700
Loan and convertible note proceeds		60,000			—
Net Cash provided by Financial Activities		392,875			148,700
Net Increase (decrease) in Cash and Cash Equivalents		66,492			(88,169	)
Cash and Cash Equivalents at Beginning of Period		—			97,459
CASH AND CASH EQUIVALENTS AT END OF PERIOD	$	66,492		$	9,290
Supplemental Non Cash Flow Information:
Cash Paid During the Three Months Ended September 30:
Interest Expense	$	300		$	3,562
Income Taxes	$	—		$	—
Stock Issued for Debt Payment	$	94,152		$	—

UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS

See accompanying notes to the consolidated financial statements.

FOR THE THREE MONTHS ENDED

FOR THE SIX MONTHS ENDED

December 31

2009

2008

2009

2008

Revenue:

Rental Income

10,556

23,584

30,841

35,817

Farm Lease Income

—

7,695

8,505

Total revenues

10,556

23,584

38,536

44,322

Expenses:

General & Administrative

647,956

187,325

819,272

324,811

Professional Fees

51,821

62,256

112,405

105,222

Management Fees

135,317

51,968

2,976,657

109,668

Impairment and Abandonment Expense

212,240

—

212,240

—

Total expenses

1,047,334

301,549

4,120,574

539,701

Net Operating Loss

(1,036,778

)

(277,965

)

(4,082,038

)

(495,379

)

Other Income and Expenses:

Interest Income

30,000

19,625

60,000

19,625

Amortization of Deferred Gain

11,750

—

23,112

—

Warrant & Debt Discount Expense

—

(79,050

)

—

Interest Expense

(2,072

)

(1,412

)

(7,974

)

(4,975

)

Total Other Income and Expenses

39,678

18,213

(3,912

)

14,651

Net Loss

(997,100

)

(259,752

)

(4,085,950

)

(480,728

)

Per Share Data:

Net Loss per Common Share:

(0.02

)

(0.01

)

(0.07

)

(0.01

)

Weighted Average Shares Outstanding

59,847,361

50,605,093

57,732,003

50,305,392

~~WIND~~See ~~ENERGY~~accompanying ~~AMERICA~~notes ~~INC.~~to the consolidated financial statements

~~NOTES~~WIND TOENERGY ~~UNAUDITED~~AMERICA ~~CONSOLIDATED FINANCIAL STATEMENTS~~ INC.

~~Periods~~UNAUDITED ~~Ended~~CONSOLIDATED ~~September~~STATEMENTS ~~30,~~OF ~~2009~~CASH ~~and 2008~~FLOWS

A. Nature of Business and Summary of Significant Accounting Policies

	FOR THE SIX MONTHS ENDED
	December 31			December 31
	2009			2008
Cash flows used in continuing operations:
Net Loss:	$	(4,085,950	)	$	(480,728	)

Adjustments to Reconcile Net Loss to Net Cash Used in Operating Activities:
Amortization of Deferred Gain		(23,112	)		—
Depeciation Expense		—			20,130
Warrant and Debt Discount Expense		79,050			—
Warrants for Stock Issued for Compensation to Non-Employees		2,627,075			—
Stock Based Compensation to Non-Employees		103,750			33,000
Options Issued to Employees		417,102			—
Impairment and Abandonment Expense		212,240			—
Changes in Operating Assets and Liabilities:
Increase in Accounts Receivable		—			(117,467	)
Increase in Advances to Vendor for Construction		(26,750	)		—
Decrease in Checks Written in Excess of Cash in Bank		(5,110	)		—
Increase in Accounts Payable		47,122			3,370
Increase in Accrued Interest		16,475			—
Increase in Payroll Taxes Payable		6,670			—
Increase in Sale Leaseback Rent Expense Accrual		87,840			—
Increase in Deferred Compensation		90,000			—
Increase in Deferred Rental Income		35,208			—
Net Cash Used in Operating Activities		(418,390	)		(541,695	)

Cash Flows Used in Investing Activities:
Sale and Leaseback of Building		—			1,380,650
Proceeds from Mortgage Receivable		—			10,375
Additions to Wind Power Projects Under Construction		(200,782	)		(1,105,830	)
Investments in Wind Power Projects In Development		(22,169	)		—
Net Cash Provided by (Used in) Investing Activities		(222,951	)		285,195

Cash Flows Provided by Financing Activities:
Common Stock Issued for Cash		526,170			248,700
Payment of Convertible Debenture		—			(15,000	)
Principal Repayment of Notes Payable		(15,000	)		—
Proceeds from Loans Payable on Projects		150,000			—
Proceeds from Notes Borrowing		91,767			—
Net Cash Provided by Financing Activities		752,937			233,700

Net Increase (Decrease) in Cash and Cash Equivalents		111,596			(22,800	)

Cash and Cash Equivalents at Beginning of Period		—			97,459
Cash and Cash Equivalents at End of Period	$	111,596		$	74,659

Supplemental Cash Flow Information:
Cash Paid During the Six Months Ended December 31, 2009:
Interest Expense	$	1,713		$	3,562
Income Taxes	$	—		$	—
Stock Issued for Debt Payment	$	94,152		$	—
Loans Payable Assumed with Acquisition of LLC’s	$	1,945,087		$	—
Loan Payable Issued to Payoff Note Payable	$	250,000		$	—

~~The~~See ~~primary strategy~~accompanying ofnotes ~~the Company is~~ to create and manage effectively a large and diversified portfolio of profitable wind energy assets, both through acquisition of existing wind farm assets and through development of new wind farms. Since early 2007, the ~~Company~~consolidated ~~has~~financial acquired substantial wind farm assets including interests in completed wind farms and a “pipeline” of wind farm projects in various stages of design and development. The Company’s wind energy assets are located primarily along Buffalo Ridge, a geological formation which extends southeasterly from eastern South Dakota across southwestern Minnesota and into northwestern Iowa. Buffalo Ridge is well-known in the alternative energy industry for its high quality wind energy resources.statements

~~Wind~~WIND ~~Energy America~~ENERGY ~~Inc.~~AMERICA ~~(formerly Dotronix,Inc) (the “Company”) was founded in 1980 as a Minnesota corporation~~INC. As Dotronix, Inc., the Company designed, manufactured and marketed cathode ray tube (“CRT”) displays. In 2006 the Company also commenced developing over-the-counter healthcare products under the PuraMed BioScience brand, but did not realize any revenues from PuraMed products. In 2006 the Company discontinued its CRT business and in 2007 spun-off its PuraMed business and repositioned itself in the business of generating electricity by wind turbines.

~~PuraMed~~NOTES ~~BioScience,~~TO ~~Inc.~~UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

~~In April 2006, the Company acquired three over-the-counter consumer healthcare products and conducted its healthcare operations through PuraMed BioScience Inc~~A. ( “~~PuraMed”),~~Plain a wholly owned subsidiary of the Company. In April 2007, the Company spun-off PuraMed on the basis of 1 share of common stock of PuraMed for every 5 shares of common stock of Wind Energy America Inc. The operations of PuraMed were consolidated through April 12, 2007 as discontinued operations. English”

~~Grand~~We ~~Sierra~~will ~~Resort~~use ~~Corp~~such terms as “we”, “our” and “us” in place of Wind Energy America Inc. or “the Company.” When such terms are used in this manner throughout this document they are in reference only to the corporation, Wind Energy America Inc. and its subsidiaries, and are not used in reference to the board of directors, corporate officers, management, or any individual employee or group of employees.

~~In 2006, the Company purchased for $415,000 a total of 1,037,500 shares of common stock of Grand Sierra Resort Corp~~B., Forward-Looking resulting in an ownership interest in Grand Sierra of slightly less than 1%. Grand Sierra is a private company incorporated in the State of Nevada. The Company accounted for its investment in Grand Sierra using the cost method. During the past fiscal year ended June 30, 2009, the Company recorded an impairment expense of $400,000 regarding its Grand Sierra investment, which is no longer a material asset of the Company. Statements

~~Wind~~This ~~Energy~~Form ~~Business~~10-Q includes “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements other than statements of historical fact included in this Form 10-Q, including, without limitation, the statements under both “Notes to Unaudited Consolidated Financial Statements” and “ Management’s Discussion and Analysis and Results from Operations” located elsewhere herein regarding our financial position and liquidity, the amount of and our ability to make debt service payments, our strategies, financial instruments, and other matters, are forward-looking statements. Although we believe that the expectations reflected in such forward-looking statements are reasonable, we can give no assurance that such expectations will prove to have been correct.

~~Averill~~C. Nature ~~Wind Farm - In early 2007, the Company entered into its first transaction to engage in the industry~~ of generating electricity from wind power turbines, which consisted of its purchase of a $200,000 equity interest in Averill Wind, LLC, a 10-megawatt (10,000 kilowatts) wind farm under development in Minnesota near Fargo/Moorhead. Business

~~Shaokatan~~Since ~~Hills/Lakota~~early ~~Ridge~~2007, ~~and~~we ~~CHI~~have ~~Energy Wind~~been ~~Farms~~engaged –solely ~~During~~in the ~~second~~wind ~~half~~power segment of ~~calendar~~the ~~2007~~renewable energy industry. We own, ~~the~~ ~~Company~~either ~~purchased~~through ~~from~~wholly-owned ~~Northern~~subsidiaries, ~~Alternative~~or ~~Energy~~through ~~Inc~~“developer’s interests”, portions of 59.2 ~~its~~megawatts ~~subsidiary Northern~~(MW) ~~Alternative~~of ~~Energy~~nameplate ~~Shaokatan~~wind ~~LLC~~generating (capacity. Through wholly-owned subsidiaries, 4.0MW of this wind energy generating capacity was under construction as of December 31, 2009 in Osceola County, Iowa. Also through wholly-owned subsidiaries, we had 1.6MW of this capacity under construction in Lincoln County, Minnesota as of December 31, 2009. We also own “~~NAE~~developer’s ~~Shaokatan~~interests”), ~~for~~in two groups of wind farms in Minnesota in an active wind energy production region called Buffalo Ridge. These projects in which ~~the Company~~we ~~paid~~own a ~~total~~“developer’s interest” have a capacity of 53.5MW. We will not receive any material revenue from these developer’s interests until these projects reach certain milestones, the projects reach their “flip” dates, and our developer’s interests are converted into larger percentage ownership.

~~$2,500,000 in cash and 4,000,000 shares of its common stock valued at $~~D.60 Current ~~per~~Strategy share. From this purchase, the Company obtained the “developer’s stake” in two groups of wind farms in Minnesota on Buffalo Ridge, the first group being two adjoining wind farms known as Shaokatan Hills and Lakota Ridge and the second group consisting of 16 small wind farms collectively known and managed as CHI Energy. Further detailed information on these wind farms and a description of the developer’s stakes in them is contained in Item 2 (Management’s Discussion and Analysis of Financial Condition and Results of Operations) following in this quarterly report.

~~Acquisition~~Our ofcurrent ~~Boreal~~strategy ~~Assets -~~is In February 2008, the Company acquired assets from Boreal Energy, Inc. (“Boreal”) consisting primarily of a “pipeline” of proposed projects in various stages of design, and other assets exchanged by Boreal with a third party prior to ~~the~~create ~~final~~value ~~closing of this acquisition in September 2008. These Boreal assets were purchased~~ by the Company in consideration for 28,500,000 shares of unregistered common stock of the Company. There was no material relationship between Boreal and the Company or their respective officers, directors or affiliates prior to this transaction. :

~~Through an~~Ÿ ~~exchange~~completing ~~transaction~~construction ~~conducted~~and bycommissioning ~~Boreal~~of ~~prior~~our to4.0MW ~~the~~wind ~~final~~project ~~closing~~in ofOsceola ~~the Boreal asset purchase~~County, ~~the~~Iowa ~~Company~~Ÿ ~~acquired~~completing ~~the~~construction ~~Midwest~~and ~~Wind~~commissioning ~~Energy~~of ~~Center (MWEC)~~our ~~and~~1.6MW ~~adjoining~~wind ~~160~~project ~~acres~~ in Lincoln County MN, ~~four~~Minnesota ~~GAMESA~~Ÿ ~~modern~~applying ~~wind turbines~~for ~~having~~and ~~aggregate~~receiving ~~rated~~cash ~~capacity~~grants from the United States government under Section 1603 of ~~approximately~~the ~~5.5MW~~American Recovery and Reinvestment Act of 2009 (~~megawatts~~ARRA 2009)~~, and~~ upon the ~~Viking~~commissioning ~~Wind~~of ~~Farm~~the above mentioned wind power project in ~~Martin~~Osceola County, ~~Minnesota.~~Iowa ~~For~~Ÿ aassuring ~~more detailed~~the ~~description~~“flip” ofevents ~~this~~in ~~Boreal~~the ~~asset~~three ~~purchase,~~projects ~~the~~in ~~assets~~which ~~acquired~~we ~~and exchanged~~own ~~thereby,~~a ~~and~~“developer’s ~~the~~interest” ~~accounting~~on ~~treatment~~Buffalo ofRidge, ~~the~~Minnesota ~~transaction,~~Ÿ ~~see~~developing ~~the following~~our ~~Item~~current 2pipeline of ~~this~~early-stage ~~quarterly~~wind ~~report~~power asdevelopment ~~well~~projects asin ~~the~~Minnesota ~~annual~~and ~~report~~Pennsylvania ofŸ ~~the Company~~developing ~~filed~~other ~~with~~early-stage ~~the~~wind ~~SEC~~power ondevelopment ~~Form~~projects ~~10-K~~that ~~for~~are ~~the~~currently ~~fiscal~~under ~~year~~negotiation ~~ended~~Ÿ ~~June~~selling ~~30, 2009,~~selected assets which ~~can~~may be ~~accessed~~more atvaluable ~~www.sec.gov.~~to certain buyers than they are to us on a case-by-case basis

~~Carrying~~In ~~Value~~order ofto execute this strategy, Wind Energy ~~Assets –~~America AInc. ~~detailed~~hired ~~breakdown~~three ofexecutives ~~the~~as ~~carrying~~full-time ~~value~~employees ofin November ~~the~~2009. These ~~various~~executives ~~wind~~were ~~energy~~elected ~~assets of~~to the ~~Company~~officer ispositions ~~contained~~of inChief ~~the~~Executive ~~footnotes~~Officer, toChief ~~the~~Development ~~audited~~Officer ~~financial~~and ~~statements of~~Chief ~~the~~Financial ~~Company~~Officer. ~~included~~The inprofessional ~~its~~biographies ~~annual~~of ~~report~~these onexecutives are included in Form 108-K ~~for~~filed with the ~~fiscal~~Securities ~~year ended~~and ~~June~~Exchange ~~30,~~Commission ~~2009.~~on November 23, 2000)

~~Basis~~E. Summary of ~~Presentation~~Significant Accounting Policies

~~The financial~~Basis ~~information included herein for the Company’s first quarter~~ of its fiscal year ended June 30, 2010 is unaudited. However, such information includes all adjustments (consisting solely of normal recurring adjustments) which are, in the opinion of management of the Company, necessary for a fair presentation of the Company’s financial position, results of operations and cash flows for this interim period. The results of operations for interim periods are not necessarily indicative of the results to be expected for an entire year. Certain information, accounting policies and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the USA have been condensed or omitted in this Form 10-Q pursuant to rules and regulations of the SEC. These financial statements should be considered in conjunction with the audited financial statements and notes thereto of the Company for the year ended June 30, 2009, which were included in our Annual Report on Form 10-K for our 2009 fiscal year. Presentation

~~Accounting~~The ~~Estimates~~unaudited interim financial statements included herein have been prepared by us in accordance with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission. The consolidated financial statements include the accounts of Wind Energy America Inc. and its various wholly-owned subsidiaries. Significant inter-company accounts and transactions have been eliminated. We suggest that these interim financial statements be read in conjunction with the audited financial statements and notes thereto included in our Form 10-K and Form 10-K/A for the year ended June 30, 2009, as filed with the SEC. We believe that all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the interim periods presented have been reflected herein and that the disclosures made are adequate to make the information not misleading. The results of operations for interim periods are not necessarily indicative of the results to be expected for the full year. Notes to the financial statements which would substantially duplicate the disclosure contained in the audited financial statements for the most recent fiscal year as reported in Form 10-K and Form 10-K/A have been omitted.

~~The preparation~~Consolidation ~~of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported~~ Policy

~~amounts~~The ~~of assets~~consolidated ~~and~~financial ~~liabilities~~statements include Wind Energy America Inc. and ~~disclosure~~our ofwholly ~~contingent~~owned ~~assets~~subsidiaries Northern Alternative Energy Shaokatan, LLC (“Shaokatan”), NAE Shaokatan Power Partners LLC (“Power Partners”), Zachary Ridge, LLC (“ZR”) and ~~liabilities~~LJ ~~at the~~Trust, ~~date~~LLC of(“LJT”), ~~the~~all ~~financial~~being ~~statements~~Minnesota limited liability companies. All liabilities incurred and ~~the~~activities ~~reported~~in ~~amount~~which ofWind ~~revenue~~Energy America Inc. and ~~expenses~~ ~~during~~our LLC subsidiaries are involved, have been conducted in the ~~reporting~~name ~~period~~of Wind Energy America Inc. through December 31, 2009.

~~The Company~~Shaokatan holds the developer’s ~~investments~~interest ~~are~~in ~~carried~~two atgroups of wind farms, one group being two adjoining wind farms known as Shaokatan Hills and Lakota Ridge, and the ~~lower~~other ofgroup ~~cost~~being or16 ~~fair~~small ~~value~~wind ~~in accordance~~farms ~~with~~which ~~SFAS~~are Nomanaged collectively and known as CHI Energy. ~~144,~~These ~~“Accounting~~LLC ~~for~~developers’ interests owned by Shaokatan will not materially participate in the ~~Impairment~~revenues, liabilities, operations, or ~~Disposal~~net income or loss of ~~Long-Lived~~ ~~Assets”.~~each ~~The~~particular ~~carrying~~wind ~~values~~farm ofLLC until the ~~Company~~developer’s ~~cash~~interest ~~investments~~converts ~~in its~~or ~~wind~~“flips” ~~farm~~into ~~interests~~a material interest, and ~~assets~~accordingly ~~are~~we ~~carried~~had atno ~~cost~~material ~~which~~revenues ~~may~~or ~~differ significantly~~liabilities ~~from~~to ~~their~~consolidate ~~economic~~regarding ~~values.~~Shaokatan ~~The~~as ~~Company’s~~of ~~common~~December ~~stock~~31, ~~issued~~2009. ~~to acquire~~A adetailed ~~portion~~description of ~~its~~these ~~purchase~~developer’s ofinterests ~~Northern~~owned ~~Alternative~~by ~~Energy~~us via Shaokatan ~~LLC and~~is tocontained ~~purchase~~in ~~the~~Item ~~assets~~1 of ~~Boreal~~the ~~Energy~~report ~~have~~on ~~been~~Form ~~valued~~10-K atfor ~~the~~fiscal ~~estimated fair~~year ~~value~~ended ofJune ~~the~~30, ~~asset~~2009 ~~transaction~~and atare ~~the~~an ~~time~~integral ~~the~~part ~~transaction~~to ~~was~~these ~~finalized.~~notes to our financial statements.

~~Cash~~Power ~~Equivalents~~Partners consists of a small wind farm currently being developed by us in Lincoln County, Minnesota containing two wind turbines of a total 1.6 MW capacity. We expect to begin receiving revenues from Power Partners in the first half of calendar year 2010.

~~The Company~~Shaokatan ~~considers~~and ~~all~~Power ~~highly~~Partners ~~liquid~~will ~~debt~~each ~~instruments~~account ~~purchased~~for ~~with~~their arespective ~~maturity of~~future ~~three~~operations ~~months~~when their wind power assets become operational or ~~less~~whenever tothe various developer’s stake interests convert into material ownership interests, and thereafter any assets, liabilities, income and losses will be ~~cash~~consolidated ~~equivalents.~~into our financial statements.

~~Stock-Based~~ZR ~~Compensation~~and -LJT ~~Stock Options/Warrants~~are ortwo ~~Common~~wind ~~Stock~~farms ~~Grants~~each consisting of one 2.0MW turbine located in Osceola County, Iowa. ZR was commissioned on January 30, 2010 and is operating as designed. We expect LJT to be commissioned in the first half of calendar year 2010.

In 2006, the Company adopted the fair value recognition provision of Statement of Financial Accounting Standards (SFAS) No. 123(R). SFAS No. 123(R) requires the Company to recognize in its financial statements the cost of employee or director or consulting services received in exchange for awards of equity instruments, based on the grant date fair value of those awards. The Company currently uses the Black-Scholes option valuation model to calculate equity based compensation at the date of grant. All outstanding warrants and options of the Company were fully vested as of their respective grant dates. Reclassifications

~~Fair~~Certain ~~Value~~prior ofperiod ~~Financial~~amounts ~~Instruments~~have been reclassified to conform with the current period presentation.

~~Cash, receivables,~~Critical ~~accounts~~Accounting ~~payable~~Estimates ~~and accrued liabilities are carried at amounts that reasonably approximate their fair value due to the short-term nature of these amounts.~~

~~Impairment~~The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amount of revenue and expenses during the reporting period. Some significant estimates are the valuation or impairment of property and equipment, the valuation of warrants and options issued for compensation, and deferred income taxes.

~~The~~Our ~~carrying value~~investments ofare ~~assets~~stated isat ~~reviewed~~the ~~periodically~~lower orof ~~when~~cost ~~factors~~or ~~indicating~~fair ~~impairment become~~value ~~present.~~in ~~Any~~accordance ~~impairment~~with ~~loss~~Statement isof ~~measured~~Financial asAccounting ~~the~~Standards ~~amount~~(“SFAS”) byNo. 144, ~~which~~“Accounting for the ~~carrying~~ ~~value~~Impairment or Disposal of ~~the~~Long-Lived ~~assets~~Assets” ~~exceeds~~(“SFAS 144”). ~~the~~The ~~fair~~carrying value of ~~the~~our investments in wind energy assets. are carried at cost.

~~Loss~~Cash ~~per~~Equivalents ~~Common Share~~

~~Basic~~We ~~loss~~consider ~~per common~~all ~~share~~highly isliquid ~~computed~~debt byinstruments ~~dividing~~purchased ~~net~~with ~~loss~~a bymaturity ~~the weighted average number~~ of ~~common~~ ~~shares~~three ~~outstanding.~~months ~~Diluted~~or ~~loss~~less ~~per common share is not shown, as the exercise of stock options and warrants using the treasury stock method are dilutive~~ to ~~the~~be ~~computation~~cash ~~of loss per share~~equivalents.

~~Recent~~Carrying ~~Accounting~~Value ~~Pronouncements~~of Wind Energy Assets

InA ~~December 2007,~~detailed ~~the~~breakdown ~~FASB~~of ~~issued SFAS No 141(R), “Business Combinations.” SFAS 141(R) changes~~ the ~~accounting~~carrying ~~for~~value ~~and reporting~~ of ~~business~~our ~~combination~~various ~~transactions as~~wind ~~follows:~~energy ~~Recognition with certain exceptions, of 100% of the fair values of~~ assets is ~~acquired,~~contained ~~liabilities assumed, and non controlling interests of acquired businesses; measurement of all acquirer shares issued~~ in ~~consideration for a business combination at fair value on~~ the ~~acquisition~~footnotes ~~date; recognition~~ of ~~contingent~~ ~~consideration~~our ~~arrangements~~audited atfinancial ~~their~~statements ~~acquisition~~included ~~date fair values, with subsequent changes~~ in ~~fair~~our ~~value~~annual ~~generally~~report ~~reflected~~on inForm ~~earnings; recognition of pre~~10-~~acquisition~~K ~~gain~~ and ~~loss~~Form ~~contingencies~~10-K/A atfor ~~their~~the ~~acquisition date~~fiscal ~~fair~~year ~~value;~~ended ~~capitalization~~June of30, ~~in-process~~ 2009.

~~research~~Depreciation and development assets acquired at acquisition date fair value; recognition of acquisition-related transaction costs as expense when incurred; recognition of acquisition-related restructuring cost accruals in acquisition accounting only if certain criteria are met as of the acquisition date; and recognition of changes in the acquirer’s income tax valuation allowance resulting from the business combination separately from the business combination as adjustments to income tax expense. SFAS 141(R) is effective for the first annual reporting period beginning on or after December 15, 2008 with earlier adoption prohibited. The adoption of SFAS 141(R) will affect valuation of any business acquisitions made by the Company after June 30, 2009. Expense

InAll ~~December 2007,~~of ~~the~~our ~~FASB~~depreciable ~~issued~~assets ~~SFAS~~have ~~No.~~not ~~160,~~been ~~“Noncontrolling~~placed ~~Interests~~ in ~~Consolidated Financial~~service ~~Statements”~~as ~~(“SFAS~~of ~~160”),~~December ~~which requires~~31, ~~among~~2009 ~~other~~and ~~provisions, that~~therefore ahave ~~noncontrolling~~not orbeen ~~minority~~depreciated. ~~interest~~The inonly adepreciation ~~subsidiary~~expense ~~must~~recorded beon ~~classified as~~our ~~equity~~books ~~and~~during ~~any~~fiscal ~~amount~~year of2008 ~~consolidated~~related ~~net income attributable~~ to the ~~minority~~ ~~interest~~building ~~must~~(Midwest beCenter ~~clearly~~for ~~identified~~Wind inEnergy) ~~the~~which ~~consolidated~~was ~~statement~~sold ~~of operations.~~in ~~SFAS~~a ~~160~~sale-leaseback ~~will~~transaction bein ~~effective~~November, ~~for~~2008. ~~the~~We ~~Company’s~~depreciated ~~fiscal~~the ~~year~~building ~~beginning July~~on ~~1, 2009, and~~ the ~~Company~~straight isline ~~currently~~method ~~evaluating~~over ~~the~~40 ~~impact~~years ofduring ~~the adoption~~its ~~of SFAS 160~~ownership.

In March 2008, the FASB issued SFAS No. 161, “Disclosures About Derivative Instruments and Hedging Activities” (“SFAS 161”) which is intended to improve financial reporting about derivative instruments and hedging activities by requiring enhanced disclosures to enable investors to better understand their effects on an entity’s financial results and position. SFAS 161 is effective for financial statements issued for fiscal years and interim periods beginning after November 15, 2008. The Company does not anticipate that SFAS No. 161 will have a material impact on its business. Acquisitions

On November 10, 2009 we completed the acquisitions of certain limited liability companies which are necessary to complete our 4.0MW project in Osceola County, Iowa. The ~~Company has~~sellers ~~reviewed~~of these LLCs are shareholders in Wind Energy America Inc. The agreement to purchase these LLCs was signed in March 2009 and included a cash payment of $355,000, a note payable of $250,000, and assumption of certain ~~other~~loans ~~recent~~resulting ~~accounting~~in ~~pronouncements~~a total acquisition price of $2.6 million. An independent appraisal of the project values the LLCs at about $2.6 million, therefore, the acquisition has been recorded at cost. In order to complete this project and ~~determined~~reach ~~that they~~commercial ~~will~~operation, we have noincurred ~~present~~additional orcosts ~~future~~which ~~impact~~have onbeen added to the ~~business~~carrying value of ~~the~~this ~~Company.~~project including labor and materials, capitalized insurance, interest and other costs.

B.Impairment ~~Income Taxes~~

~~The~~We ~~Company accounts~~review our assets on at least an annual basis for ~~income~~potential ~~taxes~~economic impairment. As the majority of our assets have not been placed in ~~accordance~~service ~~with~~as ~~SFAS~~of NoDecember 31, 2009 we must evaluate the remaining costs to complete the projects as well as the currently capitalized costs. ~~109~~Our wind assets, when completed, have a megawatt generating capacity which ~~provides~~determines ~~that deferred~~their ~~income~~current ~~tax~~economic ~~assets~~value. ~~and~~This ~~liabilities~~value ~~are~~is ~~computed~~generally ~~annually~~determined ~~for differences~~via ~~between~~a discounted cash flow analysis of the ~~financial~~future ~~statement~~electric ~~and~~revenues, ~~income~~net ~~tax~~of ~~bases~~the costs of ~~assets~~operating ~~and liabilities~~the ~~that~~wind ~~will~~turbines. During ~~result~~the inthree ~~taxable~~months orended ~~deductible~~December ~~amounts~~31, in2009 we recognized an impairment expense of $212,240. This charge was to reduce the ~~future based~~carrying value on ~~enacted~~our ~~tax~~books ~~laws~~to ~~and~~zero ~~rates~~of ~~applicable~~the capitalized development costs of Zulu Wind LLC, NAE Allendorf, NAE Sibley, Sibley Hills, Henry Hills, in addition to the ~~periods~~investment in ~~which~~Grand Sierra Resort Corp. Henry Hills is not the ~~differences~~ ~~are~~Osceola ~~expected~~County, Iowa 4.0MW project which was referred to ~~affect~~as ~~taxable~~“Henry ~~income~~Hills 4MW” in previous filings, but rather was intended to be an expansion project adjacent to the Osceola County, Iowa 4.0MW project. The ~~valuation~~impairment ~~allowances have~~expense ~~been~~was recognized as ~~equal~~we tobelieve ~~the~~that ~~income~~it ~~tax~~is ~~benefits~~unlikely inthat ~~order~~we towill ~~reduce~~develop these projects or that any amount could be realized by the ~~deferred~~ ~~tax~~potential sale of these projects and assets. Other tothan ~~zero~~these impairments recognized, we believe our wind assets can be completed at costs that are less than their current economic value. Wind assets that generate electricity can generally be sold in a marketplace based upon their discounted cash flows.

AtStock-Based ~~June~~Compensation ~~30, 2009~~- ~~the~~Stock ~~Company has federal income tax operating loss carryforwards of approximately $13~~Options,~~050,000~~ ~~Million~~Warrants ~~that expire through 2027~~ and ~~State~~Common ~~of Minnesota~~Stock ~~similar~~Grants loss carryforwards of about $4,050,000 expiring through 2021. Future utilization of these loss carryforwards by the Company, however, could be limited under Internal Revenue Code rules for significant changes of ownership.

CIn 2006, we adopted the fair value recognition provision which requires us to recognize in our financial statements the cost of employee or director or consulting services received in exchange for awards of equity instruments, based on the grant date fair value of those awards. ~~Common~~We ~~Stock~~currently ~~Issued~~use the Black-Scholes option valuation model to calculate equity based compensation at the date of grant. The cost of these equity awards will be recognized over the period during which an employee, director or consultant is required to provide service in exchange for ~~Services~~the award.

During the ~~three~~ six months ended ~~September~~December 3031, 2009, ~~the~~we ~~Company~~ issued 475,000 unregistered common shares for services, of which 400,000 shares were issued to independent directors for serving on ~~the~~our Board of Directors ~~of the Company~~, and 75,000 shares were issued to anindependent consultants for financial services. These transactions were recorded as management fees valued at $.21 to $.25 per share. These awards of shares did not require any additional performance for service after the grant date, therefore the entire value of these grants were recognized during the six months ended December 31, 2009.

~~independent consultant~~In ~~for~~July ~~financial~~2009, ~~services.~~we ~~These~~granted ~~transactions~~a ~~were~~five-year ~~recorded~~warrant ~~as management~~to orour ~~administrative~~Chairman ~~expenses~~of ~~valued~~the Board to purchase 1,000,000 of shares of our common stock at ~~$.21~~an toexercise price of $.25 per share. This warrant does not require any additional performance for service after the grant date, therefore the entire value of this grant was recognized during the six months ended December 31, 2009.

DIn September 2009, we granted five-year warrants to three directors, two former directors and a former executive officer to purchase a total of 18,750,000 shares of our common stock at an exercise price of $.20 ~~Common~~per ~~Stock~~share. These ~~Sales~~warrants do not require any additional performance of service after the grant date, therefore the entire value of these grants were recognized during the six months ended December 31, 2009.

During the ~~three~~ ~~months~~six-month period ended ~~September~~December 3031, 2009, ~~the~~we ~~Company~~granted ~~sold~~five-year warrants to three unaffiliated lenders to purchase a total of ~~3,202,~~500 ~~unregistered~~,000 shares of our common ~~shares~~stock toat ~~various~~an ~~accredited~~exercise ~~investors~~price inof ~~private~~$.20 ~~placement transactions~~per ~~for~~share. ~~aggregate~~These ~~proceeds~~warrants ofwere ~~$332~~fully vested on the grant date,~~875,~~ ~~resulting~~therefore inthe anentire ~~average~~value ~~price~~ of ~~$.104~~these ~~per~~grants ~~share.~~were recognized during the six months ended December 31, 2009.

EOn November 11, 2009 we awarded stock options to our Chief Executive Officer and Chief Development Officer, both of whom had been appointed to our Board of Directors on October 2, 2009. We ~~Satisfaction~~also awarded stock options to our Chief Financial Officer. Each of ~~Note~~these three officers received a quantity of stock options in the amount of one-twelfth of the total number of shares, warrants and options outstanding as of October 1, 2009 and would carry an exercise price of $0.20 per share, which was our closing stock price on the grant date. Twenty percent of these options would vest on the grant date. The remaining eighty percent of these options would become exercisable ratably over a 48-month period starting on the grant date. These options expire at the end of five years. Since these options have a service requirement, the cost of these options will be recognized on the same basis as their vesting schedule described above.

AsIncome ofTaxes June 30, 2009 the Company had borrowed $94,152 from an individual Lender at 9% per annum on an unsecured promissory note, which loan was callable by the lender upon 30 days notice to the Company. As of September 15, 2009, the outstanding principal balance and accrued interest of this loan was $95,917. All principal and accrued interest of this loan was satisfied in full by the Company in September 2009 through issuance of 753,216 shares of restricted common stock of the Company to the Lender, approximately $.127 per share.

FWe account for income taxes in accordance with ASC 740, which provides that deferred income tax assets and liabilities are computed annually for differences between the financial statement and income tax bases of assets and liabilities that will result in taxable or deductible amounts in the future based on enacted tax laws and rates applicable to the periods in which the differences are expected to affect taxable income. ~~Stock~~The ~~Purchase~~valuation ~~Warrants~~allowances have been recognized as equal to the income tax benefits in order to reduce the deferred tax assets to zero.

InCommon ~~July~~Stock ~~2009, the~~Sales ~~Company granted a five-year warrant to its Chairman of the Board to purchase 1,000,000 shares of common stock of the Company at an exercise price of $.25 per share.~~

InDuring ~~September, 2009,~~ the ~~Company~~six ~~granted~~months ~~five-year~~ended ~~warrants~~December to31, ~~three directors~~2009, ~~two~~we ~~former directors~~sold ~~and~~ a ~~former~~total ~~executive~~of ~~officer~~4,833,460 unregistered common shares to ~~purchase~~various aaccredited ~~total~~investors ofin ~~18,750,000 shares~~private ofplacement ~~common~~transactions ~~stock~~for aggregate proceeds of ~~the~~$526,170, ~~Company~~resulting atin an ~~exercise~~average price of $.2011 per share.

~~During~~Satisfaction ~~the three-month period ended September 30, 2009, the Company granted five-year warrants to three unaffiliated lenders to purchase a total~~ of ~~500,000~~Note ~~shares of common stock of the Company at an exercise price of $.20 per share.~~

GAs of June 30, 2009 we had borrowed $94,152 from an individual lender at 9% per annum on an unsecured promissory note, which loan was callable by the lender upon 30 days notice to us. ~~Subsequent~~As ~~Event~~of September 15, 2009, the outstanding principal balance and accrued interest of this loan was $95,917. All principal and accrued interest of this loan was satisfied in full by us in September 2009 through issuance of 753,216 shares of our restricted common stock to the lender, approximately $.127 per share.

~~Subsequent~~Loss ~~to September~~per ~~30,~~Common ~~2009,~~Share ~~the Company raised additional capital of $210,000 through the sale of its common stock in private placement transactions to accredited investors.~~

~~ITEM~~Basic 2loss per common share is computed by dividing net loss by the weighted average number of common shares outstanding. ~~MANAGEMENT’S~~ ~~DISCUSSION~~Diluted ~~AND~~loss ~~ANALYSIS~~per OFcommon ~~FINANCIAL~~share ~~CONDITION~~is ~~AND~~not ~~RESULTS~~shown, ~~OF OPERATIONS~~as the exercise of stock options and warrants using the treasury stock method are dilutive to the computation of loss per share.

~~Description~~Recent ofAccounting ~~Business~~Pronouncements

~~Since early~~In ~~2007~~June 2009, the ~~registrant~~Financial ~~Wind~~Accounting ~~Energy~~Standards ~~America~~Board ~~Inc.~~(“FASB”) issued an update of Accounting Standards Codification 105, “Generally Accepted Accounting Principles” (“ASC 105”) which establishes the FASB Accounting Standards Codification TM (the “~~Company~~ASC”). The ~~has~~ASC ~~been engaged~~is ~~solely~~the sole source of authoritative U.S. generally accepted accounting principles (“GAAP”) recognized by the FASB to be applied by nongovernmental entities. The ASC superseded all then-existing non-SEC accounting and reporting standards. All other non-grandfathered, non-SEC accounting literature not included in the ~~wind~~ASC ~~power~~is ~~segment~~no longer authoritative. While the ASC does not change GAAP, it introduces a new structure that reorganizes the GAAP pronouncements into accounting topics. All content of the ~~alternative~~ASC ~~renewable~~carries ~~energy industry~~the same level of authority. The ASC is effective for our financial statements as of September 30, 2009.

~~Overview~~We have reviewed certain other recent accounting pronouncements and determined that they will have no present or future impact on our business.

~~The Company was founded and incorporated in Minnesota in 1980 under its former name Dotronix Inc~~F. For over 25 years, the Company designed, manufactured and marketed a line of cathode ray tube (CRT) displays and digital signs. In 2005, the Company discontinued its CRT business and began developing non-prescription healthcare products to be marketed under the PuraMed brand, which business was conducted through PuraMed BioScience Inc. (“PuraMed’), a wholly-owned subsidiary Minnesota corporation. In late 2006, the Company decided to focus entirely on entering the wind energy business, and accordingly further decided to spin off its PuraMed business. History

~~Spin-off~~Operations ofPrior ~~PuraMed~~to Entering the Wind Power Business

~~In April~~Wind ~~2007~~Energy America, ~~the~~Inc. ~~Company~~(formerly ~~completed~~Dotronix, Inc), and (“the ~~spin-off~~Company”), ofwas ~~its~~founded ~~PuraMed~~in ~~subsidiary through~~1980 as a ~~pro~~Minnesota ~~rata~~corporation. ~~dividend~~The toCompany ~~all~~changed control in January, 2007 and since then has focused its ~~shareholders~~efforts entirely on the ~~basis~~development ofand ~~one~~acquisition ~~common share~~ of ~~PuraMed~~wind energy assets for ~~each~~electric ~~five~~power ~~common~~production. ~~shares~~As ofDotronix, ~~the~~Inc., ~~Company~~we ~~held~~designed bymanufactured ~~its shareholders.~~and ~~Concurrent~~marketed ~~with~~cathode ~~this~~ray ~~spin-off,~~tube ~~the~~(“CRT”) ~~Company~~displays, ~~changed~~which ~~its~~CRT ~~name~~business ~~from Dotronix~~was ~~Inc.~~discontinued toin ~~Wind~~2005 ~~Energy~~when ~~America~~it ~~Inc~~became unprofitable. ~~Since~~In ~~the~~2006 ~~spin-off,~~we ~~the~~acquired ~~Company~~PuraMed products and ~~PuraMed~~ ~~have~~created ~~operated~~PuraMed ~~separately~~BioScience, ~~with~~Inc. ~~their~~(“PuraMed”) ~~respective~~as ~~managements~~a subsidiary which was spun-off on April 12, ~~businesses,~~ ~~assets~~2007. ~~and~~PuraMed ~~capital~~now ~~structures~~trades ~~being~~separately ~~completely~~as ~~independent~~a ~~from~~publicly ~~each other.~~held company.

~~Strategic~~Grand ~~Plan~~Sierra ofResort ~~the~~Corp. ~~Company~~

~~The primary~~In ~~strategy~~2006, ofwe ~~the~~purchased ~~Company~~for is$415,000 toa ~~create~~total ~~and~~of ~~manage~~1,037,500 ~~effectively~~shares aof ~~large~~common ~~and diversified~~stock ~~portfolio~~ of ~~profitable~~Grand ~~wind~~Sierra ~~energy~~Resort ~~assets,~~Corp. ~~both~~(“Grand ~~through acquisition~~Sierra”), ofresulting ~~existing~~in ~~wind~~an ~~farm~~ownership ~~assets~~interest ~~and~~in ~~through~~Grand ~~development~~Sierra of ~~new~~slightly ~~wind farms~~less than 1%. ~~Since~~Grand ~~early~~Sierra ~~2007,~~is ~~the~~a ~~Company~~private ~~has~~company ~~acquired~~incorporated ~~substantial~~in ~~wind~~the ~~farm~~State ~~assets including~~of ~~interests~~Nevada. inWe ~~completed~~accounted ~~wind~~for ~~farms~~our ~~and~~investment ain ~~significant~~Grand ~~“pipeline”~~Sierra ~~of wind~~using ~~farm~~the ~~projects~~cost inmethod. ~~various~~During ~~stages~~the ofpast ~~design~~fiscal ~~and~~year ~~development.~~ended ~~The~~June ~~Company’s wind~~30, ~~energy~~2009, ~~assets~~we ~~are~~recorded ~~located~~an ~~primarily~~impairment ~~along~~expense ~~Buffalo~~of ~~Ridge~~$400,000 aregarding ~~geological formation~~our ~~which~~Grand ~~extends~~Sierra ~~southeasterly~~investment. During ~~from~~the ~~eastern~~three ~~South~~months ~~Dakota~~ended ~~across southwestern~~December ~~Minnesota~~31, ~~and~~2009, ~~into~~we ~~northwestern~~recorded ~~Iowa.~~an ~~Buffalo~~impairment ~~Ridge~~expense isfor ~~well-known in~~ the ~~alternative~~remaining ~~energy~~$15,000 ~~industry~~carrying ~~for~~value ~~its~~of ~~high~~our ~~quality~~investment ~~wind~~in ~~energy~~Grand ~~resources.~~Sierra Resort Corp.

~~Besides the~~Entry ~~wind~~into ~~power interests now held by~~ the ~~Company~~Wind inEnergy Minnesota and Iowa, the Company intends to acquire or develop additional wind power assets in various Midwestern and Great Plains regions of the USA. These regions targeted by the Company are particularly suitable for generation of electricity from wind energy since they feature sparsely populated and extensive flat prairies having high and consistent wind speeds. Moreover, farmers and ranchers and other rural citizens in these regions generally welcome the profitable additional revenue-producing “crop” of wind farming along with the related new “green collar” local jobs. Business

~~Purchase~~Averill ofWind ~~Boreal Energy Assets~~ Farm

In ~~December~~ early 2007, ~~the~~we ~~Company~~ entered into ~~its~~our ~~principal~~first ~~acquisition~~transaction ~~which resulted~~to engage in ~~its~~the ~~purchase~~industry of ~~substantial~~generating electricity from wind power ~~assets~~turbines, ~~from~~which ~~Boreal~~consisted ~~Energy Inc.~~of ~~(“Boreal”)~~our apurchase ~~Minnesota~~of ~~corporation~~a $200,000 ~~which~~equity ~~purchase~~interest ofin ~~assets~~Averill ~~was~~Wind, ~~not formally~~LLC, ~~completed~~a ~~until~~10MW ~~September~~wind ~~2008.~~farm ~~For~~under ~~these~~development ~~assets,~~in ~~the~~Minnesota ~~Company~~near ~~agreed to~~Fargo/Moorhead. ~~pay~~We ~~Boreal~~still own a ~~total~~minority ofinterest ~~28,500,000~~in ~~shares of~~ the ~~Company’s~~Averill ~~common~~Wind ~~stock.~~Farm ~~The terms~~project ofand ~~the~~intend ~~Asset~~to ~~Purchase~~develop ~~Agreement~~it ~~between~~into ~~Boreal~~an ~~and~~operating ~~the~~wind ~~Company~~energy ~~provided for~~project ~~the~~if ~~division~~preliminary ofevaluations ~~Boreal~~justify ~~assets~~continuance ~~into~~of ~~two~~our ~~categories.~~development efforts.

~~The first~~Shaokatan ~~category~~Hills/Lakota ofRidge ~~Boreal assets purchased by the Company included design~~ and ~~development~~ ~~rights~~CHI toEnergy aWind substantial “pipeline” of various wind farm projects in Upper Midwest and Great Plains regions, which we believe are located in some of the most favorable wind regimes in North America for generation of electricity from modern utility-scale wind power turbines. For this Boreal pipeline of projects, we allocated and paid to Boreal 18,500,000 common shares incident to the first stage closing of this acquisition which took place in February 2008. Farms

~~The~~ During the second ~~category~~half of ~~Boreal~~calendar ~~assets~~2007, ~~consisted~~we ofpurchased afrom ~~contingent~~Northern ~~15%~~Alternative ~~equity~~Energy ~~interest in~~Inc. ~~Navitas~~its subsidiary Northern Alternative Energy ~~Inc.~~Shaokatan LLC (“~~Navitas~~NAE Shaokatan”), afor ~~wind power developer~~ which ~~is majority-owned~~we bypaid ~~Gamesa,~~ a ~~leading~~total ~~Spanish~~of ~~wind turbine manufacturer~~$2,500,000 ~~for which~~in wecash ~~allocated~~and 104,000,000 shares of our common stock valued at $.60 ~~The~~per ~~Boreal~~share. ~~asset~~From this purchase, ~~agreement~~we obtained the “developer’s interest” in two groups of wind farms in Minnesota on Buffalo Ridge, ~~however,~~ ~~granted~~the ~~Boreal~~first group being two adjoining wind farms known as Shaokatan Hills and Lakota Ridge and the ~~option~~second togroup ~~exchange~~consisting ~~this~~of ~~Navitas~~16 ~~equity~~small ~~interest~~wind ~~for substituted~~farms collectively known and managed as CHI Energy. Further detailed information on these wind ~~energy~~farms ~~assets~~and ~~provided~~a description of the ~~Company~~developer’s ~~was~~stakes in them is contained in Item 2 (Management’s Discussion and Analysis of Financial Condition and Results of Operations) following in this quarterly report.

~~satisfied~~Acquisition ~~with the value~~ of ~~such exchanged substituted assets. Pending the evaluation and resolution of this exchange, the balance of 10,000,000 common shares of the Company were placed in escrow.~~ Boreal elected to transfer wind energy assets rather than its Navitas equity interest, and after February 2008, Boreal negotiated and effected an exchange of its Navitas equity interest for wind power assets satisfactory to the Company. Although complete transfer documents for this exchange were not formally completed until September 2008, it was agreed to and reflected in our financial statements for our fiscal year ending June 30, 2008. Upon completing this second stage of the purchase agreement, the 10,000,000 escrowed common shares of our stock were delivered and paid to Boreal. The wind energy assets substituted for Boreal’s equity interest in Navitas were determined by us to have a value of at least $11,000,000, which was approximately the carrying value of the Navitas interest on the financial records of Boreal. Following is a description of these wind energy assets received by us which were exchanged by Boreal for its Navitas equity interest: Assets

~~two~~In ~~Gamesa~~February ~~G-52~~2008, ~~wind~~we ~~turbines~~acquired ~~and~~assets ~~two~~from ~~Gamesa~~Boreal ~~G-80 wind turbines and related equipment located respectively on wind farm projects on Buffalo Ridge in Minnesota and Iowa~~Energy, ~~having a total rated capacity of approximately 5~~Inc.5 MW (~~megawatts~~“Boreal”). ~~the~~consisting ~~Midwest~~primarily ~~Center~~of ~~for~~a ~~Wind~~“pipeline” ~~Energy~~of ~~(MCWE)~~proposed ~~facility~~projects ~~along with the 160 acres where it is situated~~ in ~~Lincoln~~various ~~County,~~stages ~~Minnesota, comprising a modern building~~ of 11development,~~200~~ ~~square~~and ~~feet~~other ~~including~~assets 8exchanged ~~lodging~~by ~~rooms,~~Boreal 4with ~~offices,~~ a ~~large~~third ~~meeting~~party ~~room,~~prior ato ~~conference~~the ~~room,~~final aclosing ~~maintenance~~of ~~shop~~this ~~area,~~acquisition ~~and~~in ~~spaces~~September ~~for~~2008. ~~viewing~~These ~~exhibits~~Boreal onassets ~~wind~~were ~~power.~~purchased ~~the~~by ~~Viking~~us ~~Wind Energy project~~ in ~~Martin~~consideration ~~County~~for MN28,500,000 ~~which~~shares ifof ~~developed~~unregistered ~~could~~common ~~include~~stock ~~a capacity rating~~ of upWind toEnergy ~~100~~America ~~megawatts,~~Inc. ~~including~~There ~~meteorological~~was ~~equipment~~no ~~and~~material ~~permits~~relationship ~~related~~between toBoreal ~~its completed wind studies, all wind data~~ and ~~wind~~Wind ~~power~~Energy ~~capacity~~America ~~forecasts~~Inc. ~~conducted~~or ontheir ~~the~~respective ~~property by Navitas~~officers, ~~and~~directors ~~all~~or ~~interconnection~~affiliates ~~documents~~prior ~~related~~ to ~~the~~this ~~project~~transaction.

~~Valuation~~Through ofan ~~Boreal~~exchange ~~Assets~~transaction —conducted ~~Our~~by ~~valuation of~~ Boreal ~~assets~~prior ~~was~~to ~~based~~the onfinal aclosing ~~number~~ of ~~tangible and intangible factors and considerations including~~ the ~~book value of assets on~~ Boreal’s ~~audited~~asset ~~balance sheet~~purchase, ~~the~~we ~~design~~acquired orthe ~~development~~Midwest ~~status~~Center offor ~~wind~~Wind ~~farm~~Energy ~~projects~~(“MCWE”) ~~held~~and byadjoining ~~Boreal, recent~~160 ~~wind~~acres ~~power~~in ~~industry~~Lincoln ~~transactions~~County, ~~which~~Minnesota, ~~reflect~~four ~~value~~Gamesa ~~creation amounts paid for completed~~ wind ~~farms~~turbines ~~and~~having ~~early~~aggregate ~~stage~~rated ~~pipeline~~capacity ~~projects~~of 5.6MW, and ~~other considerations~~the ofViking ~~the~~Wind ~~Board~~Farm ofproject ~~Directors~~in ofMartin ~~the~~County, ~~Company~~Minnesota. ~~Although~~For ~~many~~a ofmore ~~the valuation~~detailed ~~factors~~description ~~used~~of bythis ~~the~~Boreal ~~Company~~asset ~~are quite subjective in nature~~purchase, the ~~Company~~ ~~believes~~assets ~~that~~acquired ~~its~~and ~~evaluation~~exchanged ~~process~~thereby, ~~was sound~~ and ~~considered~~ the ~~standard~~ ~~factors~~accounting ~~and~~treatment ~~determinations~~of ~~used in~~ the ~~wind~~transaction, ~~power~~see ~~industry~~the tofollowing ~~evaluate wind~~Item ~~energy~~2 ~~assets. In anticipation~~ of ~~closing~~ this ~~transaction,~~quarterly ~~Boreal~~report ~~Energy had~~as ~~performed~~well anas ~~impairment~~our ~~assessment~~annual ~~under~~report ~~which~~filed ~~Boreal~~with ~~wrote~~the ~~down~~SEC ~~its~~on ~~assets to~~Form ~~the~~10-K ~~readily~~and ~~identifiable~~Form ~~market~~10-K/A ~~value~~for ofthe ~~its~~fiscal ~~hard~~year ~~assets~~ended ~~including~~June ~~turbines and~~30, ~~real estate~~2009, which wecan ~~considered~~be inaccessed ~~our~~at ~~evaluation of Boreal assets~~www. ~~The Company did not seek or obtain any independent appraisal of the Boreal assets purchased in this transaction~~sec.gov.

~~Voting Trust~~Acquisition ~~— To ensure that the Company did not sell or transfer control~~ of ~~its~~Zachary ~~business~~Ridge ~~upon~~LLC ~~completing~~and ~~the~~LJ ~~Boreal~~Trust ~~asset purchase, the Asset Purchase Agreement required Boreal to~~ LLC

~~enter~~On ~~into~~November ~~a voting~~10, ~~trust~~2009, ~~provision~~we ~~whereby~~acquired ~~for~~100% aownership ~~two-year~~of ~~period~~Zachary ~~approximately~~Ridge ~~10,000,000 common~~LLC ~~shares~~and ofLJ Trust LLC. These LLC’s hold the ~~Company~~power ~~issued~~purchase inagreements, ~~this~~interconnect ~~transaction~~agreements ~~must~~and beland ~~voted~~leases ~~for~~that ~~any shareholder~~are ~~proposal~~an ~~only~~integral ~~with~~part ~~the~~needed ~~consent~~to complete commissioning of athe ~~current~~4.0 ~~director~~MW project obtained as part of the ~~Company~~ Boreal Asset Acquisition. As ~~This~~part ~~provision~~of isthis ~~now~~acquisition, ~~moot~~we assumed all outstanding loans of the LLC’s and nopaid ~~longer~~an ~~material~~additional $605,000 ~~since~~in acash. Subsequent ~~majority~~to ~~of the~~this ~~common~~acquisition, ~~shares~~one of the ~~Company~~two ~~acquired~~2.0 byMW ~~Boreal~~turbines inhas ~~this~~been ~~transaction~~commissioned ~~have been~~and ~~sold~~will orbegin ~~transferred~~generating bypower ~~Boreal~~in toJanuary 2010 with the other ~~persons,~~turbine ~~none~~expected ofto ~~whom~~be iscommissioned ~~a principal~~in ~~shareholder~~the first half of ~~the~~calendar ~~Company.~~year 2010 once needed repairs and testing are completed.

~~Reasons for~~Item ~~Purchasing~~2. ~~Boreal~~Management’s ~~Assets~~Discussion —and InAnalysis ~~reaching a determination to purchase the Boreal assets, the Board~~ of ~~Directors~~Financial ofCondition ~~the Company~~and ~~considered~~Results ~~a number~~ of ~~material factors, including the following:~~Operations

*Description ~~Certain Boreal ongoing projects provided the Company with immediate access to specific projects already being developed. * Boreal’s proprietary pipeline~~ of ~~wind~~Business farm projects provided the Company with potential future wind energy prospects in leading wind regimes. * The Company believed it would be able to attract and access substantial future capital funding from debt and/or equity financing due to the Boreal transaction. * Future development of Boreal pipeline wind power projects will enable the Company to become a growing and recognized participant in the rapidly growing wind energy industry, thus improving the visibility and status of the Company as a publicly traded entity.

~~Wind~~Since ~~Power Opportunity~~early ~~and~~2007, ~~Industry~~we have been engaged solely in the ~~USA~~wind power segment of the renewable energy industry. We own, either through wholly-owned subsidiaries, or through “developer’s interests”, portions of 59.2MW of nameplate wind generating capacity. Through wholly-owned subsidiaries, 4.0MW of this wind energy generating capacity was under construction as of December 31, 2009 in Osceola County, Iowa. Also through a wholly-owned subsidiary, we had 1.6MW of this capacity under construction in Lincoln County, Minnesota as of December 31, 2009. We also own “developer’s interests” in two groups of wind farms in Minnesota in an active wind energy production region called Buffalo Ridge. These projects in which we own a “developer’s interest” have a capacity of 53.5MW. We will not receive any material revenue from these developer’s interests until these projects reach certain milestones, the projects reach their “flip” dates, and our developer’s interests are converted into larger percentage ownership.

Electric generating capacity of the USA wind power industry has increased significantly over the past few years. In 2006, generating electricity from wind turbines increased almost 30%, and in both 2007 and 2008 there was a substantially larger annual increase of over 40% in new wind farm developments. The Company believes that impressive growth levels of wind farm installations will continue for many future years. There is currently at least 28,000 megawatts of installed wind power capacity in the USA, yet the percentage of electricity provided by wind power in the country is still only approximately 1% of total electricity demands. One megawatt of rated wind power capacity produces enough electricity during a typical year to satisfy the electricity needs of 250-300 residences. History

~~The USA~~Operations ~~has~~Prior ~~enormous~~to ~~wind~~Entering ~~power resources, far exceeding~~ the ~~more~~Wind ~~established European~~Power wind regimes. In particular, the huge and sparsely populated flat and consistently windy plains regions in upper Midwest and Great Plains states provide virtually unlimited wind power resources. Accordingly, the Company has focused its strategic business plan toward wind farm acquisition and development in these plains regions. The Company believes these regions provide the most accessible wind regimes for its operations.Business

~~Factors contributing~~Wind toEnergy America, Inc. (formerly Dotronix, Inc), and ~~driving~~(“the Company”), was founded in 1980 as a Minnesota corporation. The Company changed control in January, 2007 and since then has focused its efforts entirely on the ~~rapid~~development ~~growth~~and acquisition of wind ~~farm~~energy ~~development~~assets for electric power production. As Dotronix, Inc., we designed manufactured and marketed cathode ray tube (“CRT”) displays, which CRT business was discontinued in ~~the USA~~2005 ~~include:~~when it became unprofitable. In 2006 we acquired PuraMed products and created PuraMed BioScience, Inc. (“PuraMed”) as a subsidiary which was spun-off on April 12, 2007. PuraMed now trades separately as a publicly held company.

•Grand ~~The~~Sierra ~~huge~~Resort ~~wind power potential in the USA has been only slightly exploited, especially in our targeted Great Plains region~~Corp. ~~Despite strong recent growth of wind farms in the~~

~~country,~~In ~~actual~~July ~~penetration~~2006 ofwe ~~ample~~formed ~~domestic~~a ~~wind~~Minnesota ~~power~~corporate ~~potential~~subsidiary, isGrand ~~very~~Realty ~~small~~Group Inc., ~~notwithstanding~~for the ~~vast~~purpose ~~areas~~ of ~~excellent~~acquiring ~~and~~an ~~untapped~~equity ~~wind~~interest ~~regimes.~~in •Grand ~~The~~Sierra ~~Federal~~Resort ~~Production~~Corp. ~~Tax Credit~~ (~~PTC~~“Grand Sierra”), ~~provides~~a ~~significant~~private ~~credits~~company ~~for~~incorporated ~~ten~~in ~~years of $~~Nevada.~~021~~ ~~per~~Grand ~~kilowatt~~Sierra ~~hour~~purchased ~~(kwh)~~the ~~for~~Reno ~~wind~~Hilton ~~generated~~Hotel/Casino ~~electricity.~~complex •in AReno, ~~large~~Nevada ~~and~~in ~~growing~~June ~~demand~~2006 from ~~utility~~Harrah’s ~~companies~~Entertainment ~~requires~~Inc. ~~them~~and topromptly ~~obtain~~changed ~~substantial~~its ~~power~~name ~~from~~to ~~renewable~~Grand ~~energy~~Sierra ~~resources~~Resort in& ~~order~~Casino. toThis ~~satisfy~~Grand ~~their~~Sierra ~~mandated~~complex ~~requirements~~includes toa ~~add~~large ~~renewable~~casino ~~electricity~~gaming ~~production~~area, ~~(Renewable~~hotel ~~Portfolio Standards)~~rooms, ~~which~~many ~~wind~~condominium ~~energy~~units, isand ~~uniquely~~various ~~able~~retail ~~to satisfy~~businesses. •Through ~~Since~~certain ~~the~~warrant ~~air~~rights ~~driving~~held ~~wind~~by ~~turbines~~the ~~is essentially a “free” fuel source~~Company, ~~wind~~the ~~power~~Company ~~provides~~in ~~utilities~~2006 ~~with~~purchased a ~~natural~~total ~~hedge~~of ~~against~~1,037,500 ~~the~~shares ~~variable and volatile nature~~ of ~~fossil~~Grand ~~fuel~~Sierra ~~costs.~~common •stock ~~Wind~~for ~~power~~$415,000 ~~constitutes~~representing approximately an ~~important~~ownership ~~element~~ of ~~our~~1% ~~national policy to promote domestic energy independence by reducing the amount~~ of ~~imported~~Grand ~~fossil fuels used by our nation~~Sierra. •Although ~~Strong~~we ~~and~~continue ~~growing~~to ~~public~~hold ~~pressures~~its ~~are~~common ~~being~~stock ~~exerted~~interest onin ~~legislative~~Grand ~~and~~Sierra, ~~executive~~a ~~governmental~~recent ~~bodies~~impairment ~~and~~evaluation ~~all~~of ~~politicians~~this toasset ~~promote~~has ~~and~~resulted ~~develop~~in ~~“green”~~our ~~alternative~~Grand ~~energy~~Sierra ~~sources~~investment tobeing ~~combat~~written ~~global~~down ~~warming and other adverse environmental effects caused by burning fossil fuels~~ to ~~generate electricity~~zero.

~~Developer’s~~Entry ~~Stake Assets~~into ~~Acquired~~the inWind ~~2007~~Energy Business

~~During the~~In ~~second~~early ~~half of~~ 2007, ~~the~~we ~~Company~~ purchased ~~from~~a ~~Northern Alternative Energy Inc. its subsidiary known as Northern Alternative Shaokatan LLC (“NAE Shaokatan”). Through this purchase of NAE Shaokatan~~$200,000 ~~the~~equity ~~Company~~interest ~~obtained assets known as the “developer’s stake”~~ in ~~various~~Averill ~~wind~~Wind, ~~farms located mainly on Buffalo Ridge in southwestern Minnesota~~LLC. ~~These developer stake interests in wind farms initially represents only~~ a ~~minimal~~Minnesota orcompany. ~~immaterial~~Averill ~~ownership~~is ~~of the wind farm, but also represents~~ a ~~substantial~~10MW ~~future ownership of~~ wind farm ~~revenues~~near ~~upon the~~Fargo/Moorhead, ~~occurrence~~Minnesota, of a ~~specified~~region ~~event commonly known also as the “flip” date. When such a flip occurs under the terms~~ of the ~~wind~~country ~~farm~~that ~~ownership~~is ~~agreement, the~~favorable ~~developer’s stake flips or converts into a prescribed ownership interest~~ for ~~the~~electricity ~~remaining~~generation ~~life~~through ~~of the~~ wind ~~farm~~power. ~~Generally~~We ~~this~~have ~~flip~~been does not occur until at least the expiration of the ten-year federal Production Tax Credit (PTC). When the flip occurs, the wind farm ownership interests other than the developer’s stake are decreased in ~~the~~discussion ~~same~~with ~~amount as~~ the ~~increased~~principal ~~developer’s stake.~~equity ~~The~~owners ~~Company~~of ~~anticipates~~Averill ~~that~~regarding aspossible ~~the~~financing ~~future~~and ~~flips~~development of ~~its developer’s stakes occur, the Company will receive substantial revenues from these wind energy assets for many years~~Averill.

~~Through its~~In ~~purchase~~May of2007, ~~NAE~~we ~~Shaokatan~~invested $100,000 ~~the~~in ~~Company~~an ~~obtained~~Interconnection ~~the~~System ~~developer’s~~Impact ~~stakes~~Study ~~in two~~to potentially connect 300MW of wind ~~farm~~generated ~~groups~~electricity ~~owned~~to byExcel ~~different~~Energy’s ~~principals~~ZULU substation in southeast Lincoln County, ~~the~~Minnesota. ~~first~~We ~~being~~must ~~two adjoining~~supply ~~wind~~50% ~~farms~~of ~~known~~the ascapital ~~Shaokatan~~to ~~Hills~~become ~~and~~an ~~Lakota~~equal ~~Ridge,~~partner ~~and~~in the ~~second consisting~~proposed of300MW 16wind ~~small~~farm. This ZULU wind ~~farms~~farm ~~collectively~~cannot ~~known~~be asdeveloped ~~CHI~~until ~~Energy.~~a ~~The developer’s~~planned ~~stakes~~large ~~are~~power ~~identical~~transmission ~~for~~line ~~Shaokatan~~is ~~Hills~~completed ~~and~~from ~~Lakota~~Minneapolis to Buffalo Ridge. In the three months ended December 31, 2009 we recognized an impairment expense and ~~likewise~~ wrote the ~~developer’s~~carrying ~~stakes~~value ~~are~~of ~~the~~this ~~same~~project ~~for~~on ~~all~~our 16books ~~wind~~to ~~farms~~zero ofas ~~CHI Energy~~we believe it is unlikely we will realize any value from this project.

~~The Company~~On ~~paid~~August to30, 2007, we purchased wind energy assets from Northern Alternative Energy, Inc., afor ~~total of~~ $2~~,500,000~~.3 million in cash ~~and~~. ~~4,000,000~~These ~~shares~~wind ofenergy ~~common~~assets ~~stock~~consist of an LLC which owns the ~~Company~~developer’s ~~(valued~~stake atin $two wind farms on Buffalo Ridge in Lincoln County, Minnesota.60 ~~per~~Buffalo ~~share)~~ Ridge in southwestern Minnesota is a prime wind regime in the USA for ~~NAE~~efficient ~~Shaokatan,~~generation of ~~which~~electricity $2from wind power turbines,~~300,000~~ and is well-known in ~~cash~~the ~~was~~alternative ~~paid~~energy industry for ~~the~~its ~~developer’s stakes~~high ofand consistent wind speeds. Known as Shaokatan Hills and Lakota Ridge, ~~and~~these ~~$200,000~~two inwind ~~cash~~farms ~~and~~contain ~~4,000,000 shares~~33 ofmodern ~~common~~wind ~~stock~~turbines having a total rated power capacity of ~~the~~23MW. ~~Company~~We ~~was~~have ~~paid~~only ~~for~~a negligible revenue or profit sharing percentage interest until the ownership of the developer’s ~~stakes~~stake converts into 80% ownership of the 16two wind farms. Over the past few years, these 33 turbines have generated electricity at an average annual rate of ~~CHI~~68,300,000 ~~Energy~~kilowatt hours (kwh).

~~Shaokatan Hills/Lakota~~In ~~Ridge~~2007 ~~contain~~we aalso ~~total~~completed ofacquiring 33the ~~wind~~developer’s ~~turbines~~stake onin ~~agricultural~~CHI ~~land~~Energy, ~~with~~ ~~Shaokatan~~a ~~Hills~~group ~~having~~of 1816 ~~Vestas~~separate ~~660kw~~small wind ~~turbines~~farms onwhich ~~1,000~~are ~~acres~~managed ~~with~~and maintained collectively and contain 46 modern wind turbines having a total rated power capacity of 1130.8836MW. ~~megawatts~~Virtually ~~(MW),~~all ~~and~~of ~~Lakota~~these ~~Ridge~~CHI ~~having~~Energy 15wind ~~Micon 750kw~~farms ~~wind~~are ~~turbines~~located on ~~640~~Buffalo ~~acres~~Ridge ~~with~~in aLincoln ~~total~~County, ~~rated~~Minnesota, ~~capacity~~and offor ~~11.25~~the ~~MW. During~~past aseveral ~~recent~~years ~~four-year~~they ~~period,~~have ~~these 33 turbines~~ generated electricity at an average annual rate of ~~approximately 68~~93,000,000 kilowatt hours (kwh). ~~Lakota Ridge~~We iswill ~~north~~not ofbegin ~~and~~to ~~adjoins~~receive ~~Shaokatan~~any ~~Hills.~~material ~~The~~revenues ~~developer’s~~until ~~stakes~~they of“flip” ~~both Shaokatan~~which ~~Hills~~we ~~and~~estimate ~~Lakota~~will ~~Ridge~~begin ~~provide~~happening aduring ~~0.l%~~2010, ~~ownership~~after inwhich ~~the~~our ~~wind~~revenue ~~farms until~~interest ~~the~~will ~~flip date when they~~ convert to 8030% ~~ownership. The flip for Shaokatan Hills~~ and ~~Lakota~~eventually ~~Ridge~~to ~~does~~49% ~~not occur until the later of the expiration of the ten-year PTC or that date~~ when ~~the~~certain ~~principal~~debt ~~owners receive a prescribed total return~~ on ~~their investments in~~ the wind farms. ~~The~~is ~~Company believes that the flip dates for Shaokatan Hills and Lakota Ridge will occur by 2011~~satisfied.

~~The 16~~In ~~wind~~February ~~farms~~2008, ofBoreal ~~CHI~~ Energy ~~are~~Inc. ~~managed~~(“Boreal”) ~~and~~obtained ~~maintained~~a ~~collectively,~~majority ~~and contain~~interest a(58%) ~~total~~ of 46the ~~Vestas~~Wind ~~660kw~~Energy ~~wind~~America ~~turbines~~Inc. onat ~~various~~the ~~agricultural properties~~time ~~and~~we ~~having~~acquired aBoreal’s ~~total~~wind ~~rated~~energy ~~capacity~~assets for 28,500,000 of ~~30.36~~our ~~megawatts~~common ~~(MW)~~shares. ~~During~~Push ~~a recent~~down ~~four-year~~accounting ~~period,~~was ~~these~~utilized 46to ~~turbines~~value ~~generated~~the ~~electricity~~tangible atassets anof ~~average annual~~Boreal ~~rate~~conservatively ofat ~~approximately~~a ~~93,000,000~~market ~~kilowatt~~value ~~hours~~of ~~(kwh)~~$9,084,503. ~~These~~An 16unaudited ~~wind farms~~financial ~~are~~statement ~~situated~~of inBoreal ~~the~~at ~~north~~June ~~end~~30, of2008 ~~Lincoln~~would ~~County~~have MNreflected ~~directly~~assets ~~north~~ of ~~Lakota~~ ~~Ridge~~$11,550,376, ~~and~~equity inof ~~the~~$8,337,673, ~~south~~revenues ~~end~~ of ~~Lincoln~~$1,456,526 ~~County~~and ~~near~~a ~~the~~net ~~town~~loss ~~of Lake Benton~~$(1,716,034). The ~~developer’s~~major ~~stakes~~tangible asset of ~~these~~Boreal 16was ~~wind~~its ~~farms~~investment ~~provide~~in ~~initial~~Navitas ~~ownership of~~Energy, ~~only 0~~Inc.1% ~~and~~which ~~also~~was ~~contain~~valued aat ~~dual flip~~$11,384,721. ~~with~~During ~~ownership~~2008 ~~increasing~~this toNavitas ~~30% when~~ownership ~~the~~interest ~~first~~was ~~flip~~exchanged ~~occurs~~for ~~and~~assets ~~then further to 49% upon occurrence~~ of ~~the second flip~~Navitas. The ~~first~~principal ~~flip~~Boreal ~~occurs~~shareholders ~~upon~~have ~~the~~since ~~expiration~~liquidated ofa ~~the~~majority ~~ten-year~~of ~~PTC,~~our ~~and the~~common ~~second~~shares ~~flip~~they ~~occurs~~obtained when ~~certain~~the ~~loan~~Boreal ~~financing~~assets ~~covering~~were ~~the~~sold ~~wind~~to ~~farms~~us, ~~is satisfied.~~and ~~The~~they ~~Company~~are ~~anticipates~~no ~~that~~longer ~~the~~involved ~~initial~~with ~~flip~~us ~~dates~~and ~~for~~our ~~these~~business. ~~16 wind~~We ~~farms~~did ~~will~~not ~~occur~~absorb ~~during~~the ~~2010-2011~~personnel ~~depending~~or ~~upon~~operations ~~when~~of ~~each~~Boreal ~~wind~~in ~~farm~~the ~~was commissioned~~transaction, ~~with~~nor ~~the~~did ~~second~~we ~~flip~~assume ~~occurring~~any ~~approximately~~liabilities ~~four~~of ~~years after the first flip~~Boreal.

~~Averill~~Incident to an exchange of assets by Boreal for its interest in Navitas Energy Inc, we acquired these exchanged assets in the Boreal asset purchase transaction. In the exchange we received two turbines and related electric generating equipment with a 4.0MW capacity in Osceola County, Iowa valuated at $4,752,000, two turbines with 1.6MW capacity and electric generating equipment in Lincoln County, Minnesota valuated at $2,019,600. Other assets transferred include 160 acres of land in Lincoln County, Minnesota valued at $320,000, a building with repair facilities and eight motel rooms, a large meeting room, and offices valued at $1,992,905. The remaining value of $583,250 was assigned to a 100MW project in the preliminary engineering phase referred to as the Viking Wind ~~LLC~~Energy Project in Martin County, Minnesota.

~~In 2007~~We reallocated the ~~Company~~value ~~also~~of ~~acquired a~~ $~~200~~11,~~000~~287,250 ~~equity interest~~ in ~~Averill~~Navitas ~~Wind~~Energy ~~LLC, which~~stock isownership aoriginally 10assessed ~~megawatt~~to ~~Minnesota~~Boreal ~~wind farm being developed near Fargo~~Energy, ~~North Dakota~~Inc. ~~Like~~asset ~~Buffalo~~acquisition ~~Ridge,~~to the ~~Averill~~assets ~~site~~received isabove. ~~located~~The inexchange awas ~~particularly favorable~~reflected ~~region~~on ~~for~~our ~~wind~~June ~~power~~30, ~~resources~~2008 balance sheet.

~~Grand~~Current ~~Sierra~~Strategy ~~Resort Corp. Investment~~

~~In July~~Our ~~2006~~current ~~the~~strategy ~~Company~~is formed a Minnesota corporate subsidiary, Grand Realty Group Inc., for the purpose of acquiring an equity interest in Grand Sierra Resort Corp. (“Grand Sierra”), a private company incorporated in Nevada. Grand Sierra purchased the Reno Hilton Hotel/Casino complex in Reno, Nevada in June 2006 from Harrah’s Entertainment Inc. and promptly changed its name to ~~Grand Sierra~~create ~~Resort~~value ~~& Casino. This Grand Sierra complex includes a large casino gaming area, hotel rooms, many condominium units, and various retail businesses. Through certain warrant rights held~~ by the Company, the Company in 2006 purchased a total of 1,037,500 shares of Grand Sierra common stock for $415,000 representing approximately an ownership of 1% of Grand Sierra. Although the Company continues to hold its:

~~common~~Ÿ ~~stock interest~~completing construction and commissioning of our 4.0MW wind project in ~~Grand~~Osceola ~~Sierra~~County, aIowa ~~recent~~Ÿ ~~impairment~~completing ~~evaluation~~construction and commissioning of ~~this~~our ~~asset~~1.6MW ~~has resulted~~wind project in Lincoln County, Minnesota Ÿ applying for and receiving cash grants from the ~~Company~~United States government under the American Recovery and Reinvestment Act (ARRA) of 2009 upon the commissioning of the abovementioned wind power project in Osceola County, Iowa Ÿ assuring the “flip” events in the three projects in which we own a “developer’s ~~Grand~~interest” ~~Sierra~~on ~~investment~~Buffalo ~~being~~Ridge, ~~written~~Minnesota ~~down~~Ÿ developing our current pipeline of early-stage wind power development projects in Minnesota and Pennsylvania Ÿ developing other early-stage wind power development projects that are currently under negotiation Ÿ selling selected assets which may be more valuable to certain buyers than they are to us on a ~~fair value~~case-by-case ofbasis ~~only~~Ÿ ~~$15,000.~~resolve any potential legal disputes arising from the purchase of our assets

~~Sale/Leaseback~~We intend to use our current assets as a starting point from which to develop, acquire, build and operate a large and diversified portfolio of ~~Midwest~~ ~~Wind~~profitable ~~Energy~~wind ~~Center~~energy assets. Since early 2007, we have acquired substantial wind farm assets including interests in operating wind farms, wind farms under construction and wind farms in various stages of design and development. Currently, our wind energy assets are located primarily along Buffalo Ridge, a geological formation which extends southeasterly from eastern South Dakota across southwestern Minnesota and into northwestern Iowa. Buffalo Ridge is well-known in the alternative energy industry for its high quality wind energy resources. We also have an early-stage wind development project in Pennsylvania and are negotiating with landowners in other states to develop additional wind power projects. Attractive wind power projects have a combination of good wind resources, attractive electricity prices, lack of local political opposition, few, if any, environmental sensitivities, available transmission and willing landowners.

AsIn ~~part~~order ofto ~~the Navitas~~execute ~~stock-for-assets~~this ~~exchange included in the purchase of Boreal assets~~strategy, ~~the~~ ~~Company acquired the Midwest Center for~~ Wind Energy ~~(MCWE)~~America ~~and the 160 acres of agricultural land in Lincoln County, Minnesota on which it is situated~~Inc. Inhired ~~November~~three ~~2008~~executives ~~the~~as ~~Company~~full-time ~~closed~~employees ~~a sale/leaseback transaction with an unaffiliated party for the MCWE and its land which resulted~~ in ~~the~~November ~~Company obtaining~~2009. These ~~the~~executives ~~substantial~~were ~~funding~~elected ~~necessary~~ to ~~satisfy~~the ~~substantial~~officer ~~bank~~positions ~~debt secured~~of byChief ~~the~~Executive ~~MCWE property~~Officer, ~~purchase~~Chief ~~parts~~Development ~~and~~Officer ~~materials~~ and ~~pay~~Chief ~~for contractor~~Financial ~~services~~Officer. toThe ~~upgrade~~professional ~~the~~biographies ~~Gamesa~~of ~~wind~~these ~~turbines~~executives ~~acquired~~are included in ~~the~~for ~~Navitas stock~~8-~~for-assets~~K ~~exchange,~~filed ~~and~~with ~~satisfy~~the ~~certain~~Securities ~~other~~and ~~expenses~~Exchange ~~related~~Commission ~~to developing~~on ~~these~~November ~~Gamesa~~23, ~~turbines~~2009.

Comparison of Three-Month Periods Ended ~~September~~December 3031, 2009 and 2008

Revenues - Operating revenues for the three-month period ended September 30, 2009 were $27,980 compared to $20,738 for the comparable 2008 quarterly period. The 2008 operating revenues were all from occupants renting lodging rooms at our Midwest Center for Wind Energy (MCWE) whereas the 2009 operating revenues consisted of $20,285 of such MCWE lodging rentals and $7,695 of farm lease income from the land on which the MCWE is situated.

WeAs ~~also received~~of ~~interest~~December ~~income~~31, of2009 ~~$30,000~~we ~~for~~have ~~the~~not ~~three~~recognized ~~months~~any ~~ended~~material ~~September~~revenue 30from our wind energy assets. Our 5.6MW wholly owned projects were under construction, ~~2009~~ ~~related~~and toour ~~the~~developer’s ~~sale/leaseback~~interests ofhad ~~the~~not ~~MCWE~~yet ~~compared~~reached totheir noflip ~~interest~~dates. Therefore, ~~income~~ the only revenue we recognized in the ~~comparable~~three-month ~~2008~~period ~~quarterly~~ending ~~period~~December 31, ~~due~~2009 tois the ~~lease~~nominal ~~not~~revenue ~~being~~from ~~effective until~~our ~~after~~lodging ~~September~~and ~~30,~~meeting ~~2008~~facility at the Midwest Center for Wind Energy (“MCWE”).

Operating ~~General~~revenues ~~and~~for ~~administrative~~the –three-month ~~These~~period ~~expenses include~~ended ~~administrative,~~December ~~consulting~~31, ~~management~~2009 ~~and~~were ~~professional services and fees, which increased from~~ $~~238~~10,~~152~~556 ~~for~~compared ~~the three months ended September 30, 2008~~ to $323,~~081,677~~584 for the comparable ~~three-month~~2008 period ~~of 2009~~. ~~These substantially~~Lower ~~increased~~lodging ~~expenses~~activity ofas ~~$2,843,525~~a inresult ~~the~~of ~~three-month~~poorer ~~period~~weather ~~ended September 30, 2009 were due almost entirely to non-cash equity-based compensation (stock~~ and ~~warrant~~lower ~~grants)~~meeting involume ~~the~~as ~~aggregate~~a ~~amount~~result of ~~$2,730,825 along~~the ~~with~~general ~~warrants~~economic ~~granted~~slowdown ~~for~~contributed ~~financing~~to ~~transactions~~the ~~which~~decline ~~were~~compared ~~expensed~~to ~~at $80,815~~2008.

~~Net~~General ~~(loss)~~and -Administrative Net loss for the three month period ended September 30, 2008 was $(217,414) compared to $(3,097,287) for the comparable 2009 quarterly period. This substantial increase in loss in the first quarter of fiscal year 2009 was due to the non-cash equity-based transactions described in the preceding paragraph. Expenses

~~Cash~~General ~~Flow~~and ~~Information~~administrative expenses relate to the cost of operating the MCWE, employee expenses including compensation and other employee related costs, and other administrative costs. These expenses in the three months ended December 31, 2009 were $460,631 higher than in the comparable 2008 period. $443,620 of this increase is attributable to employee expenses. In the three months ended December 31, 2009 we hired as full time employees three executives in the positions of Chief Executive Officer, Chief Development Officer and Chief Financial Officer. There were no employees in the comparable 2008 period. Included in the figures for the three months ended December 31, 2009 is $417,102 in option expenses for these three employees. Each of these three officers received a quantity of stock options in the amount of one-twelfth of the total number of shares, warrants and options outstanding as of October 1, 2009 and would carry an exercise price of $0.20 per share, which was our closing stock price on the grant date. Twenty percent of these options would vest on the grant date. The remaining eighty percent of these options would become exercisable ratably over a 48-month period starting on the grant date. These options expire at the end of five years. Since these options have a service requirement, the cost of these options will be recognized on the same basis as their vesting schedule described above. There was no such employee option expense in the 2008 comparable period.

~~Operating~~Professional activities - Net cash consumed by operations during the three-month period ended September 30, 2009 was $277,983 and consisted of a net loss of $3,088,850 along with an increase in advances to affiliates of $54,555, offset by amortization expense of $11,362, deferred compensation of $45,000, equity-based compensation of $2,730,825 and expensed warrants for financing transactions of $80,815. Fees

~~Investing~~Professional ~~activities~~fees relate to third- ~~Net~~party ~~cash~~legal ~~used~~and byaccounting ~~investing~~services ~~activities~~provided ~~during~~to us. In the three~~-month~~ ~~period~~months ended ~~September~~ 30December 31, 2009 our total professional fees was $4851,~~400~~821, ~~and~~which ~~consisted~~was of $3510,~~882~~435 ~~for~~lower ~~development payments~~than tothe ~~outside~~comparable ~~contractors~~period ~~and~~in ~~$12,518~~2008. The ~~for~~hiring ~~purchase~~of three full-time employees allowed us to reduce our use of ~~wind~~some ~~turbine~~third-party ~~components~~service providers.

~~Financing~~Management activities - Net cash provided by financing activities during the three-month period ended September 30, 2009 was $392,875 which consisted of $332,875 in proceeds from the sale of common stock and loan proceeds of $60,000. Fees

~~Plan~~Management offees ~~Operation~~relate to cash and ~~Liquidity~~ other compensation paid to non-employees for certain management and financing services. Some of these service providers are current members of our Board of Directors, past members of our Board of Directors, as well as other third-parties. For the three months ended December 31, 2009 the management fees were $83,349 higher than they were in the comparable 2008 period. The increase in these expenses is due to the increased effort devoted to financing activities.

AsAlso aincluded ~~result~~in of management fees is the ~~preceding~~management ~~described~~and ~~cash~~consulting ~~flows~~agreement ~~for~~between ~~the~~us ~~three-month~~and ~~period~~our ~~ended~~Chairman ~~September 30,~~of ~~2009~~the Board. Under this agreement, our ~~cash~~Chairman ~~position~~earns ~~increased~~$15,000 anper ~~amount~~month offor ~~$66~~management and consulting services,~~492~~ therefore, during ~~this~~ the three~~-month~~ ~~period~~months ~~from~~ended ~~$-0-~~December ~~at June 30~~31, 2009, towe recognized $6645,~~492~~000 atin ~~September~~expense ~~30,~~under ~~2009~~this agreement. ~~Subsequent~~ There towas ~~September~~no ~~30,~~similar ~~2009,~~expense during the ~~Company~~six ~~raised~~months anended ~~additional~~2008. The ~~$210,000 from~~entire ~~sales~~amount ofis ~~our~~deferred ~~common~~and ~~stock~~is topayable ~~accredited~~at ~~investors~~the inend ~~private~~of ~~placement transactions~~calendar year 2010. The Wefull ~~currently~~details ~~have~~of ~~enough~~this ~~cash~~agreement toare ~~support~~included ~~our~~as ~~operations~~an ~~until sometime~~exhibit ~~into~~to Form 8-K filed with the ~~first~~Securities ~~quarter~~and ofExchange ~~calendar~~Commission ~~year~~on ~~2010.~~July 9, 2009.

WeImpairment ~~intend to concentrate our acquisition~~ and ~~development~~Abandonment of wind energy assets primarily toward the Great Plains region of the USA along with certain midwestern and western states. Our targeted regions are particularly suitable for wind farms because they feature large areas of flat and sparsely populated country having high and consistent wind speeds. Farmers, ranchers and citizens of rural towns in the these regions strongly welcome the additional profitable “crop” of farming wind from annual turbine rental payments, as well as the substantial construction and maintenance employment for local residents with some of these “green collar” jobs being permanent. Also significant, there is no material NIMBY (not-in-my-back-yard) factor to contend with in our targeted regions such as is frequently encountered in more populated areas of the country.Expense

~~Our~~During ~~primary focus for~~ the ~~next~~three ~~few~~ months isended toDecember ~~obtain~~31, ~~additional~~2009 ~~substantial~~we ~~financing~~recognized ~~in order~~an toimpairment ~~complete~~expense ~~development~~ of ~~wind~~$212,240. This ~~farm~~charge ~~projects~~was into ~~Minnesota~~reduce ~~and~~the ~~Iowa~~carrying ~~where we~~value ~~own~~on ~~existing~~our ~~Gamesa~~books ~~turbines~~to aszero ~~well~~of asthe tocapitalized ~~commence~~ development costs of atZulu ~~least one~~Wind ofLLC, ~~our~~NAE ~~pipeline~~Allendorf, ~~projects.~~NAE WeSibley, ~~intend~~Sibley toHills, ~~obtain~~Henry ~~the~~Hills, ~~needed~~in ~~funding~~addition ~~through private~~to ~~placements~~the ofinvestment ~~equity~~in orGrand ~~debt~~Sierra ~~securities,~~Resort orCorp. Henry ~~bank~~Hills ~~financing~~is ~~secured~~not ~~by our~~the ~~assets~~Osceola County, orIowa ~~sale~~4.0MW ofproject ~~interests~~which inwas ~~our~~referred ~~wind~~to ~~energy~~as ~~projects,~~“Henry orHills ~~perhaps~~4MW” ~~a combination~~in ofprevious ~~these~~filings, ~~sources.~~but ~~There~~rather iswas nointended ~~assurance,~~to ~~however,~~be ~~that~~an weexpansion ~~can obtain~~project ~~any~~adjacent ~~material~~to ~~funding~~the ~~through~~Osceola ~~any~~County, ~~source~~Iowa 4.0MW Ifproject. The weimpairment ~~cannot~~expense ~~obtain~~was ~~such anticipated~~recognized ~~funding,~~as we ~~will~~believe bethat ~~unable~~it tois ~~implement~~unlikely ~~our~~that ~~business~~we ~~plan effectively~~will to develop ~~the~~these ~~wind~~projects ~~energy~~or ~~assets~~that weany ~~now~~amount ~~own.~~could ~~For~~be ~~the~~realized ~~past~~by ~~couple years,~~ the ~~Company~~potential ~~has relied substantially upon~~ sale of ~~its~~these ~~common~~projects ~~stock~~and ~~in private~~assets. ~~placements~~There towas ~~provide~~no ~~funding~~such ~~for~~expense ~~both~~recognized ~~operational~~in ~~and~~the ~~asset~~comparable ~~purchase purposes~~2008 period.

WeInterest cannot foresee what impact the current unprecedented volatility in worldwide credit and equity markets will have on our ability to obtain future substantial financing. Since September 2008, an unprecedented turmoil in equity and credit markets has occurred resulting in devastating losses in stock markets, dramatic decreases in liquidity in credit markets, bank failures, hedge fund closures and massive market intervention by the United States and many foreign governments. Because of the drastic nature of these market events, and because equity and credit markets remain highly volatile currently, we cannot predict what effect these events will have on our ability to obtain future substantial financing as needed.Income

IfOur ~~additional funds~~interest ~~are~~income ~~raised~~is byentirely earned from our Mortgage Receivable on the ~~issuance~~MCWE. This ofmortgage ~~convertible~~receivable ~~debt~~has ora ~~equity~~principal ~~securities~~balance orof ~~by any~~$1.6 ~~exercise~~million, carries a coupon of ~~outstanding~~7.5%, ~~options~~pays orus ~~warrants~~a monthly interest-only amount of $10,000 ~~our~~and ~~existing~~is ~~shareholders~~due ~~will most~~in ~~likely~~2023. The ~~experience~~higher ~~dilution~~interest income in ~~their~~the ~~ownership~~three-month ~~interests~~period ended December 31, 2009 than in the comparable 2008 period is due to that the mortgage was outstanding for all of this three-month period and was outstanding for only part of the comparable 2008 period.

~~Forward-Looking~~Interest ~~Statements~~Expense

~~The~~Interest ~~federal Private~~expense ~~Securities~~is ~~Litigation~~recognized ~~Reform~~on ~~Act~~notes ~~provides a safe harbor for forward- looking statements made by the Company~~payable. If ~~All~~notes ~~statements,~~are ~~other~~capitalized ~~than~~as ~~statements~~ part of ~~historical~~project ~~fact~~construction, ~~which~~then ~~address~~interest ~~activities,~~expense ~~actions,~~is ~~goals,~~capitalized ~~prospects,~~also. orIn ~~new developments~~the ~~that~~three-month weperiod ~~expect~~ended orDecember ~~anticipate~~31, ~~will~~2009 ~~or may occur in~~ the ~~future, including~~amount ~~such~~of ~~things~~interest ascapitalized ~~prospects~~was ~~for~~$12,390. ~~obtaining~~The ~~additional~~higher ~~capital~~interest ~~and~~expense ~~our goal of participating~~ in ~~new~~the ~~wind energy business ventures and other such matters are forward~~three-~~looking~~month ~~statements.~~period ~~Any~~ended ~~one~~December or31, a2009 ~~combination~~is ofdue ~~factors and uncertainties could materially affect our financial condition and ability~~ to ~~achieve~~ ~~our~~increased ~~goal.~~borrowing ~~These risk factors and uncertainties include our ability~~ to ~~raise~~ ~~substantial~~fund funding for wind farm development, competition for business opportunities, unexpected costs or expenses, regulatory matters, and prevailing conditions in the capital markets. Because of these risk factors and other unknown factors beyond our ~~control, actual results may differ from those in our forward-looking statements~~operations.

~~ITEM~~Net ~~4T. Controls and Procedures~~(loss)

~~Disclosure~~Net ~~Controls~~loss for the three month period ended December 31, 2009 was $997,100 compared to a net loss of $259,752 for the comparable 2008 period, and ~~Procedures~~increased net loss of $737,348. The increased loss is attributable to the $212,240 impairment and abandonment expense, the $443,620 increase in employee-related expenses and the increased management fees for the increased financing effort.

WeComparison ~~maintain disclosure controls and procedures designed to ensure that information required to be disclosed in our reports filed or submitted under the Securities and Exchange Act~~ of 1934, as amended (the “Exchange Act”) is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the Securities and Exchange Commission. As of the end of the period covered by this quarterly report, the Company conducted an evaluation, under the supervision and with the participation of its Principal Executive Officer/Principal Financial Officer, of the effectiveness of the design and operation of the Company’s disclosure controls and procedures pursuant to Rules 13aSix-15Month ~~under~~Periods ~~the~~Ended ~~Exchange~~December ~~Act. Based on this evaluation~~31, ~~the~~2009 ~~Principal Executive Officer/Principal Financial Officer concluded that the Company’s disclosure controls~~ and ~~procedures are effective.~~ 2008

~~Changes in Internal Control Over Financial Reporting~~Revenues

~~There~~As ~~has~~of ~~been no~~December ~~change~~31, in2009 ~~the~~we ~~Company~~have not recognized any material revenue from our wind energy assets. Our 5.6MW wholly owned projects were under construction, and our developer’s ~~internal~~interests ~~control~~had ~~over~~not ~~financial~~yet ~~reporting~~reached ~~that occurred~~their ~~during~~flip dates. Therefore, the ~~quarterly~~only ~~period~~revenue ~~covered~~we byrecognized ~~this~~in ~~report~~the ~~that~~six-month ~~has~~period ~~materially affected~~ending December 31, or2009 isare ~~reasonably~~the ~~likely~~nominal torevenue ~~materially~~from ~~affect,~~our lodging and meeting facility at the ~~Company’s~~Midwest ~~internal control~~Center ~~over~~for ~~financial~~Wind ~~reporting~~Energy (“MCWE”) and the farm lease income from the 135 acres of tillable land which surrounds the MCWE.

~~PART~~Operating IIrevenues for the six-~~OTHER~~month ~~INFORMATION~~period ended December 31, 2009 were $38,536 compared to $44,322 for the comparable 2008 period. Lower lodging activity as a result of poorer weather and lower meeting volume as a result of the general economic slowdown contributed to the decline compared to 2008.

~~Item~~General 2.and ~~Unregistered Sales~~Administrative ~~of Equity Securities~~Expenses

~~In July~~General ~~2009~~and administrative expenses relate to the cost of operating the MCWE, employee expenses including compensation and other employee related costs, and other administrative costs. These expenses in the ~~Company~~six ~~issued~~months 75ended December 31,~~000~~ ~~shares~~2009 were $494,461 higher than in the comparable 2008 period. $443,620 of ~~its~~this ~~common~~increase ~~stock~~is attributable to ~~an unaffiliated~~employee ~~independent~~expenses. In ~~consultant~~the six months ended December 31, 2009 we hired as full time employees three executives in the positions of Chief Executive Officer, Chief Development Officer and Chief Financial Officer. There were no employees in the comparable 2008 period. Included in the figures for ~~financing~~the ~~services~~three ~~provided~~months toended December 31, 2009 is $417,102 in option expenses for these three employees. Each of these three officers received a quantity of stock options in the ~~Company~~ amount of one-twelfth of the total number of shares, ~~valued~~warrants atand options outstanding as of October 1, 2009 and would carry an exercise price of $0.2120 per share, which was our closing stock price on the grant date. Twenty percent of these options would vest on the grant date. The remaining eighty percent of these options would become exercisable ratably over a 48-month period starting on the grant date. These options expire at the end of five years. Since these options have a service requirement, the cost of these options will be recognized on the same basis as their vesting schedule described above. There was no such employee option expense in the 2008 comparable period.

~~In August~~Professional 2009, the Company issued an aggregate of 400,000 shares of its common stock to three independent directors in consideration for their serving on the Board of Directors of the Company, valued at $.21-$.25 per share.Fees

~~In September~~Professional ~~2009,~~fees relate to third-party legal and accounting services provided to us. In the ~~Company~~six ~~issued~~months ~~753~~ended December 31,~~216~~ ~~shares~~2009 ofour ~~its~~total ~~common~~professional ~~stock~~fees towere ~~a Noteholder~~$7,183 tohigher ~~satisfy~~than inthe ~~full~~comparable ~~all~~period ~~principal~~in 2008. Increased accounting and ~~accrued~~legal ~~interest~~fees ofrelating ~~the~~to ~~Note~~communications in with the ~~total~~Securities ~~amount~~and ofExchange ~~$95,917,~~Commission ~~valued~~regarding atour ~~$.127~~past ~~per~~filings ~~share~~resulted in the increase.

~~During July-September~~Management 2009, incident to various private placement transactions solely with accredited investors, the Company sold an aggregate of 3,202,500 shares of its common stock to 17 accredited investors at $.10-$.125 per share, resulting in proceeds to the Company of $332,875.Fees

~~Sales of~~Management ~~all~~fees ~~securities~~relate ~~described~~to incash ~~this~~and ~~Item~~other 2compensation ofpaid ~~Part~~to IInon-employees ~~were~~for ~~all~~certain ~~made~~management inand ~~reliance upon~~financing ~~the~~services. Some ~~exemption~~of ~~from~~these ~~registration~~service ~~provided~~providers ~~under~~are ~~Section~~current ~~4(2)~~members of ~~the Securities~~our ~~Act~~Board of ~~1933~~Directors, past members of our Board of Directors, as ~~amended~~well as other third-parties. For ~~All~~the ~~persons~~six ~~receiving~~months ~~these~~ended ~~securities~~December ~~are accredited~~31, ~~investors~~2009 the management fees were $2,866,989 nohigher ~~general~~than ~~solicitation~~they orwere ~~advertising~~in ~~was~~the ~~used~~comparable ~~incident to~~2008 ~~these~~period. Of ~~transactions~~this increase, $2,730,825 is related to stock and ~~all~~warrant ~~share~~grants ~~certificates~~awarded ~~for~~to current members of the ~~securities~~Board ~~bear~~of ~~a standard~~Directors, ~~restrictive~~past ~~legend~~members ~~evidencing~~of the ~~private~~Board ~~placement~~of ~~nature~~Directors ofand ~~these sales.~~other third parties for management and financing efforts.

~~ITEM~~During 6the six months ended December 31, 2009, we issued 475,000 unregistered common shares for services, of which 400,000 shares were issued to independent directors for serving on our Board of Directors, and 75,000 shares were issued to independent consultants for financial services. ~~EXHIBITS~~These transactions were recorded as management fees valued at $.21 to $.25 per share. These awards of shares did not require any additional performance for service after the grant date, therefore the entire value of these grants were recognized during the six months ended December 31, 2009.

~~EXHIBIT~~In ~~INDEX~~July 2009, we granted a five-year warrant to our Chairman of the Board to purchase 1,000,000 of shares of our common stock at an exercise price of $.25 per share. This warrant did not require any additional performance for service after the grant date, therefore the entire value of this grant was recognized during the six months ended December 31, 2009.

~~31.1 Certification~~In ~~pursuant~~September, 2009, we granted five-year warrants to ~~Section~~three ~~302~~directors, two former directors and a former executive officer to purchase a total of 18,750,000 shares of our common stock at an exercise price of $.20 per share. These warrants did not require any additional performance for service after the ~~Sarbanes-Oxley~~grant ~~Act~~date, therefore the entire value of ~~2002~~these grants were recognized during the six months ended December 31, 2009.

~~32.1 Certification~~Also ~~pursuant~~included toin ~~Section~~management ~~906~~fees is the management and consulting agreement between us and our Chairman of the ~~Sarbanes-Oxley~~Board. Under ~~Act~~this agreement, our Chairman earns $15,000 per month for management and consulting services, therefore, during the six months ended December 31, 2009, we recognized $90,000 in expense under this agreement. There was no similar expense during the six months ended 2008. The entire amount is deferred and is payable at the end of ~~2002~~calendar year 2010. The full details of this agreement are included as an exhibit to Form 8-K filed with the Securities and Exchange Commission on July 9, 2009.

~~SIGNATURES~~Impairment and Abandonment Expense

~~Pursuant~~During the six months ended December 31, 2009 we recognized an impairment expense of $212,240. This charge was to reduce the ~~requirements~~carrying value on our books to zero of the ~~Securities~~capitalized ~~Exchange~~development ~~Act~~costs of ~~1934~~Zulu Wind LLC, NAE Allendorf LLC, NAE Sibley LLC, Sibley Hills LLC, Henry Hills LLC, in addition to the ~~registrant~~investment ~~has duly~~in ~~caused~~Grand ~~this~~Sierra ~~report~~Resort Corp. Henry Hills is not the Osceola County, Iowa 4.0MW project which was referred to as “Henry Hills 4MW” in previous filings, but rather was intended to be ~~signed~~an onexpansion ~~its~~project ~~behalf~~adjacent to the Osceola County, Iowa 4.0MW project. The impairment expense was recognized as we believe that it is unlikely that we will develop these projects or that any amount could be realized by the ~~undersigned~~potential ~~thereunto duly~~sale ~~authorized~~of these projects and assets. There was no such expense recognized in the comparable 2008 period.

Dated: November 10, 2009	Wind Energy America Inc.
	By	: /s/ Robert O. Knutson
	Robert O. Knutson, Managing Director
	and Chief Financial Officer

Interest Income

Our interest income is entirely earned from our Mortgage Receivable on the MCWE. This mortgage receivable has a principal balance of $1.6 million, carries a coupon of 7.5%, pays us a monthly interest-only amount of $10,000 and is due in 2023. The higher interest income in the three months ended December 31, 2009 than in the comparable 2008 period is due to that the mortgage was outstanding for all of this three month period and was outstanding for only part of the comparable 2008 period.

Interest Expense

Interest expense is recognized on notes payable. If notes are capitalized as part of project construction, then interest expense is capitalized also. In the six-month period ended December 31, 2009 the amount of interest capitalized was $12,390. The higher interest expense in the six months ended December 31, 2009 is due to increased borrowing necessary to fund our operations.

Net (loss)

Net loss for the six month period ended December 31, 2009 was $(4,085,950) compared to $(480,728) for the comparable 2008 period, an increased loss of $(3,605,222). The increased loss is attributable to the $212,240 impairment and abandonment expense, the $443,620 increase in employee-related expenses, and the $2,866,989 increase in management fees.

Cash Flow Information

Operating activities

Net cash used by operations during the six-month period ended December 31, 2009 was $418,390 which was an improvement of $123,305 compared to the comparable 2008 period. The net improvement is attributable to sources of cash flows resulting from changes in accounts payable, deferred rental income, accrued interest and payroll taxes payable. While the net loss for the six months ended was $4,085,950 significant amounts included in this period were non-cash expenses including $2,627,075 for warrant grants, $417,102 for employee option grants, $212,240 in impairment and abandonment expense, $103,750 for restricted stock grants, $90,000 in deferred compensation expense, $87,840 in sale leaseback rent expense accrual, and $79,050 in warrant expense related to borrowings.

Investing activities

Net cash used in investing activities during the six-month period ended December 31, 2009 was $222,951 compared to a source of cash flows from investing activities of $285,195 during the comparable 2008 period. During the six-month period ended December 31, 2009 we acquired certain limited liability companies and related infrastructure equipment required to complete our 4.0MW project under construction in Osceola County, Iowa. During the comparable period of 2008 our additions to wind projects under construction was $1,105,830. Also during the six months ended December 31, 2008 we realized $1,380,650 in net proceeds from the sale leaseback of the MCWE. There was no similar transaction in the six months ended December 31, 2009.

Financing activities

Net cash provided by financing activities during the six-month period ended December 31, 2009 was $752,937 which was $519,237 more than the comparable 2008 period. The largest source of cash was the sale of 4,833,460 unregistered shares of our common stock to accredited investors for net proceeds of $526,170. We increased our borrowing by $150,000 on the bank facility related to our 4.0MW project under construction in Osceola County, Iowa. We also increased our borrowing from notes payable by $91,767 to fund our operations.

Plan of Operation and Liquidity

In the six months ended December 31, 2009 we incurred an operating cash flow loss of $418,390. In addition, we are experiencing a continuing operating cash flow deficiency of $100,000 per month. However, we are pursuing, and will continue to pursue, additional sources of cash including debt and/or equity financing, cash grants from the United States government, and selling certain assets or interests in certain assets held by us. In comparison to our continuing operating expenses of approximately $100,000 per month, we expect to receive over $2 million in cash grants from the U.S Treasury and expect to be able to draw down over $500,000 in additional bank financing associated with our project in Iowa. We expect to receive these additional sources of funds in the six months ending June 30, 2009. We are also reducing certain expenditures and creating ongoing sources of cash from our operating assets in an effort to provide funds and cash flow to meet our obligations on a timely basis and to support our wind project development activities.

As a result of the preceding described cash flows for the six-month period ended December 31, 2009, our cash position increased an amount of $111,596 during this three-month period from $-0- at June 30, 2009 to $111,596 at December 31, 2009. Subsequent to December 31, 2009, we have not sold any shares of our common stock.

On November 10, 2009, we closed a financing facility with an Iowa commercial bank (the “bank”) to provide funding through loan agreements between the bank and ZR and LJT, our wholly-owned subsidiaries. This financing facility would provide up to $2,446,000 if fully funded under the terms of the loan agreements. This funding facility relates to our two wind farms in Osceola County, Iowa which is comprised of two 2.0MW Gamesa turbines. This banking facility provided an initial advance of $400,000 to the LLCs, of which $250,000 satisfied a Promissory Note owed by us to the previous owners of the LLCs, and the balance of $150,000 will be utilized to purchase parts and services to complete the commissioning of the Gamesa turbines on the two projects. The bank also will provide a second advance in the amount of up to $510,000 on the date when the two Gamesa turbines are fully operational, which commercial operation date must be confirmed to the bank by Outland Renewable Energy, the independent contractor conducting the commissioning services for these Gamesa turbines. Subsequent to the commissioning of the ZR turbine on January 30, 2009, we have borrowed an additional $255,000 under the terms of this loan agreement, which will allow us to continue operations until March 2009.

Our immediate focus is to raise sufficient debt or equity financing, or to sell certain assets, to pay operating expenses while we execute our strategic plan. As of February 12, 2009 we are conducting negotiations with various parties for debt financing and sales of certain assets as well as applying for cash grants from the U.S. Treasury. We cannot guarantee that our negotiations and applications will be successful. If those negotiations and applications are not successful, then one outcome could be a winding down of our operations.

If we do succeed in raising sources of financing sufficient to fund our near-term operations, our primary focus for the next few months is to complete development of our wind farm projects in Minnesota and Iowa where we own existing Gamesa turbines as well as to commence development of at least one of our pipeline projects. We intend to obtain the needed funding through private placements of equity or debt securities, or bank financing secured by our assets, or sale of interests in our wind energy projects, or perhaps a combination of these sources. There is no assurance, however, that we can obtain any material funding through any source. If we cannot obtain such anticipated funding, we will be unable to implement our business plan effectively to develop the wind energy assets we now own. For the past couple years, we have relied substantially upon sale of our common stock in private placements to provide funding for both operational and asset purchase purposes.

We cannot foresee what impact the current unprecedented volatility in worldwide credit and equity markets will have on our ability to obtain future substantial financing. Since September 2008, an unprecedented turmoil in equity and credit markets has occurred resulting in devastating losses in stock markets, dramatic decreases in liquidity in credit markets, bank failures, hedge fund closures and massive market intervention by the United States and many foreign governments. Because of the drastic nature of these market events, and because equity and credit markets remain highly volatile currently, we cannot predict what effect these events will have on our ability to obtain future substantial financing as needed.

If additional funds are raised by the issuance of convertible debt or equity securities or by any exercise of outstanding options or warrants, our existing shareholders will most likely experience dilution in their ownership interests.

Subsequent Events

On January 30, 2010 our wholly-owned subsidiary, Zachary Ridge LLC, commissioned its 2.0MW wind turbine in Osceola County, Iowa. Under the terms of our loan agreement with an Iowa commercial bank, we made an additional draw of $255,000 under that facility.

Off Balance Sheet Transactions, Arrangements, or Obligations

We have no material off balance sheet transactions, arrangements or obligations.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

As a “smaller reporting company” (as defined by §229.10(f)(1)), we are not required to provide the information required by this item.

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

Our management, with the participation of our Chief Executive Officer and our Chief Financial Officer, carried out an evaluation of the effectiveness of our "disclosure controls and procedures" (as defined in the Securities Exchange Act of 1934 (the "Exchange Act") Rules 13a-15(e) and 15-d-15(e)) as of the end of the period covered by this report (the "Evaluation Date"). Based upon that evaluation, our Chief Executive Officer and our Chief Financial Officer concluded that, as of the Evaluation Date, our disclosure controls and procedures are effective to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act (i) is recorded, processed, summarized and reported, within the time periods specified in the SEC's rules and forms and (ii) is accumulated and communicated to our management, including our Chief Executive Officer and our Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure.

Changes in Internal Control Over Financial Reporting

There has been no change in our internal control over financial reporting that occurred during the quarterly period covered by this report that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

PART II-OTHER INFORMATION

Item 1. Legal Proceedings

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

Item 1A. Risk Factors

As a “smaller reporting company” (as defined by §229.10(f)(1)), we are not required to provide the information required by this item.

Item 2. Unregistered Sales of Equity Securities

From October1 through December 31, 2009, we sold an aggregate of 1,830,960 shares of unregistered common stock at an average price of $.116 per share, resulting in proceeds to us of $213,295.

The total outstanding convertible debt of $94,152 was converted into unregistered common stock on September 16, 2009 for 753,216 shares at $.125 per share.

We issued 69,000 unregistered common shares to pay a $10,000 note and accrued interest of $350.

We sold 2,497,500 unregistered common shares at $.10 per share from April 1, 2009 through September 16, 2009 for proceeds of $249,750.

From April 1, 2009 through June 30, 2009 we sold 1,730,000 unregistered common shares at $.125 per share resulting in proceeds of $216,250.

From October 1, 2008 through March 31, 2009 we sold 1,926,665 unregistered common shares at $ .15 per share resulting in proceeds of $289,000.

From September 1, 2008 through October 31, 2008 we sold 204,900 unregistered common shares at $.30 per share resulting in proceeds of $61,200.

From April 15, 2008 through July 31, 2008 we sold 386,699 unregistered common shares at $.75 per share for proceeds of $ 290,023.

Sales of all securities described in this Item 2 of Part II were all made in reliance upon the exemption from registration provided under Section 4(2) of the Securities Act of 1933, as amended. All persons receiving these securities are accredited investors, no general solicitation or advertising was used incident to these transactions, and all share certificates for the securities bear a standard restrictive legend evidencing the private placement nature of these sales.

Item 3. Defaults Upon Debt Securities

None

Item 4. Submission of Matters to a Vote of Security Holders

The Registrant did not submit any matters to a vote of its security holders during the six-months ended December 31, 2009.

Item 5. Other Information

None

Item 6. Exhibits

EXHIBIT INDEX

31.1 Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

32.1 Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

SIGNATURES

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


Dated: February 12, 2010	Wind Energy America Inc.


	By:	/s/ Melvin E. Wentz
	Melvin E. Wentz
	Chief Executive Officer

	By:	/s/ Colin S. Jackson
	Colin S. Jackson
	Chief Financial Officer

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