UNITED ~~STATESSECURITIES AND EXCHANGE COMMISSION~~ STATES

~~Washington,~~ SECURITIES ~~D.C.~~AND ~~20549~~EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

~~PURSUANT~~ Pursuant TOto ~~SECTION~~Section 13 ORor 15(d) of ~~theSECURITIES EXCHANGE ACT OF 1934~~ the

~~Date~~ Securities ofExchange ~~Event~~Act ~~Requiring~~of ~~Report: May 31, 2007~~ 1934

Date of report (Date of earliest event reported): January 2, 2008

ENWIN RESOURCES, INC.

(Exact name of registrant as specified in ~~its charter~~Charter)

~~NEVADA(State or other jurisdiction of incorporation or organization)~~ NEVADA

~~333-100636~~(~~Commission~~State ~~File~~or other ~~Number)~~jurisdiction ~~98-0379370(IRS~~of ~~Employer~~incorporation ~~Identification~~or ~~Number~~organization)

~~Nora~~333-100636 ~~Coccaro,~~(Commission ~~Chief~~File ~~Executive~~Number) ~~Officer2610~~98-~~1066~~0379370 ~~West Hastings Street, Vancouver, British Columbia V6C 3X2~~(~~Address~~IRS ofEmployer ~~principal~~Identification ~~executive offices~~Number)

~~(604) 602-1717(Registrant’s telephone number~~Nora Coccaro, ~~including~~Chief ~~area~~Executive ~~code)~~ Officer

~~N/A~~ 2610-1066 ~~(Former~~West ~~Name~~Hastings orStreet, ~~Former Address~~Vancouver, IfBritish ~~Changed~~Columbia ~~Since Last Report.)~~V6C 3X2

(Address of principal executive offices)

(604) 602-1717

(Registrant’s telephone number, including area code)

N/A

(Former Name or Former Address, If Changed Since Last Report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:


o	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)


o	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)


o	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

1 ______________________________________________________________________________

OnITEM ~~May 31, 2007, Enwin Resources, Inc~~4.,01 ~~(“Enwin”)~~CHANGES ~~entered~~IN into a Securities Exchange Agreement and Plan of Exchange with Solar Energy Limited (“Solar”) and D2Fusion, Inc. (“D2Fusion”) whereby Enwin intends to acquire 100% of the outstanding ownership or right to ownership of D2Fusion, a wholly owned subsidiary of Solar, from Solar in exchange for an aggregate of 30,000,000 shares of EnwinREGISTRANT’sS ~~common~~CERTIFYING ~~stock in addition to the following conditions:~~ ACCOUNTANT

~~|X| Enwin make available to D2Fusion working capital of no less than $2,000,000;~~ ______________________________________________________________________________

~~|X|~~(a) ~~Enwin~~On January ~~cancel~~2, 302008,~~000,000~~ ~~shares~~upon the authorization and approval of its ~~issued~~board ~~and~~of ~~outstanding~~directors, ~~common~~Enwin Resources, ~~share~~Inc. ~~capital;~~(“Registrant’) dismissed LBB & Associates Ltd., LLP (“LBB & Associates”) as its independent registered public accounting firm.

~~|X|~~The ~~Enwin~~reports of ~~change~~LBB ~~its~~& ~~name~~Associates on the consolidated financial statements of the Registrant as of and for the years ended August 31, 2007 and 2006 did not contain an adverse opinion or disclaimer of opinion, nor were they qualified or modified as to ~~“D2Fusion~~uncertainty, ~~Corp.”;~~audit scope, or accounting principles, except that such reports were modified to include an explanatory paragraph raising substantial doubt regarding the Registrant’s ability to continue as a going concern.

~~|X|~~During ~~Enwin~~the years ~~permit~~ended ~~Solar~~August 31, 2007 and 2006, and through January 2, 2008, there were no disagreements with LBB & Associates on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure. Had there been any disagreements, not resolved to ~~nominate~~the ~~two~~satisfaction ~~individuals~~of ~~for~~LBB ~~appointment~~& Associates, such disagreements would have caused LBB & Associates to ~~its~~make ~~board~~reference to the subject matter of ~~directors.~~the disagreement in its reports on the Registrant’s consolidated financial statements for such periods.

OnThe Registrant ~~consummation~~has ofrequested ~~the~~that ~~transaction~~LBB ~~D2Fusion~~& ~~will~~Associates befurnish ait ~~wholly-owned~~with ~~subsidiary of Enwin and Solar will hold~~ a ~~controlling~~letter ~~interest~~addressed ~~in Enwin. The closing of~~ to the ~~transaction~~Securities isand ~~expected~~Exchange toCommission ~~take~~stating ~~place~~whether asor ~~soon~~not asit isagrees ~~practicable~~with ~~subject~~the toabove statements. ~~Enwin~~A ~~shareholder~~copy ~~approval and full satisfaction~~ of ~~the~~such ~~disclosure~~letter, ~~requirements~~dated ofJanuary ~~the~~7, ~~Securities~~2008 ~~Exchange~~is ~~Act~~filed ofherewith ~~1934,~~ as ~~amended~~Exhibit 16.

~~D2Fusion,~~(b) aOn January ~~Foster City~~2, ~~California and Los Alamos~~2008, ~~New~~upon ~~Mexico~~the ~~based~~authorization ~~company, is focused on developing~~ and ~~delivering~~approval ~~low-cost, clean, waste-free, practical nuclear energy applications for use in a wide range~~ of ~~environments from homes to industry. Operations are focused on~~ the ~~engineering~~board ~~and development~~ of ~~practical~~directors, ~~solid-state~~the Registrant ~~fusion~~engaged ~~thermal~~Chisholm, ~~energy~~Bierwolf ~~devices~~& ~~derived~~Nilson, ~~from~~LLP ~~work sometimes referred to as LENR~~ (~~Low Energy Nuclear Reactions~~"Chisholm") or CANR (Chemically Assisted Nuclear Reactions). These reactions utilize deuterium, a common isotope of hydrogen, which when loaded into solid-state materials produces heat and helium without significant energetic radiation such as ~~neutrons,~~its ~~gammas,~~independent registered ~~and~~public ~~x-rays.~~accounting firm.

No consultations occurred between the Registrant and Chisholm during the years ended August 31, 2007 and 2006 and through January 2, 2008 regarding either (i) the application of accounting principles to a specific completed or contemplated transaction, the type of audit opinion that might be rendered on the Registrant’s financial statements, or other information provided that was an important factor considered by the Registrant in reaching a decision as to an accounting, auditing, or financial reporting issue, or (ii) any matter that was the subject of disagreement or a reportable event requiring disclosure under Item 304(a)(1)(iv) of Regulation S-B.

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ITEM 9.01

FINANCIAL STATEMENTS AND EXHIBITS

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(c)	The following exhibits are filed herewith:

~~Exhibit No. Page No. Description~~ 2

Exhibit No.

Page

Description

Attached

Letter of LBB & Associates Ltd., LLP.

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SIGNATURE

_____________________________________________________________________________________

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

Enwin Resources, Inc.

Date

By: /s/ Nora Coccaro ~~June~~ 1January 7, ~~2007~~ 2008

Name: Nora Coccaro

Title: Chief Executive Officer

Filing Compare · ENWIN RESOURCES INC