UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 10-Q

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2008

[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ____________ to ____________

Commission File Number:   333-103647


Prime Sun Power Inc.
(Exact Name of Registrant as Specified in its Charter)


Nevada  
98-0393197
(State or other jurisdiction of
(IRS Employer
incorporation or organization)
Identification No.)

14 Wall Street, 20 th Floor
New York, NY 10005
(Address of principal executive offices)

(212) 618-1306
(Registrant’s Telephone Number, Including Area Code)

N/A
(Former Name, Former Address and Former Fiscal Year,
if Changed Since Last Report)


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 [  ]

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

Large Accelerated Filer
[   ]
Accelerated Filer
[   ]
Non-Accelerated Filer
[   ]
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 [X] No [   ]

As of August 13, 2008, the Issuer had 40,114,900 shares of its Common Stock outstanding.
 
 
 

TABLE OF CONTENTS

PART I: FINANCIAL INFORMATION
 
   
Item 1: Financial Statements
4
Item 2: Management’s Discussion and Analysis of Financial Condition and Results of Operation
9
Item 3: Quantitative and Qualitative Disclosures about Market Risk
11
Item 4T: Controls and Procedures
11
 
 
PART II: OTHER INFORMATION
 
 
 
Item 1: Legal Proceedings
12
Item 2: Unregistered Sales of Equity Securities and Use of Proceeds
12
Item 3: Defaults Upon Senior Securities
12
Item 4: Submission of Matters to a Vote of Security Holders
12
Item 5: Other Information
12
Item 6: Exhibits
13
 
 
SIGNATURES
14

 
2
 

SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS
 
This Report on Form 10-Q (this “Report”) includes forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements include statements concerning our plans, objectives, goals, strategies, future events, future revenues or performance, capital expenditures, financing needs and other information that is not historical information and, in particular, appear in the sections entitled “Risk Factors,” “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and elsewhere in this Report. When used in this Report, the words “estimates,” “expects,” “anticipates,” “forecasts,” “plans,” “intends,” “believes,” “seeks,” “may,” “will,” “should” and variations of these words or similar expressions (or the negative versions of any these words) are intended to identify forward-looking statements. All forward-looking statements, including, without limitation, management’s examination of historical operating trends, are based upon our current expectations and various assumptions. Our expectations, beliefs and projections are expressed in good faith and we believe there is a reasonable basis for them. However, we can give no assurance that management’s expectations, beliefs and projections will be achieved.

There are a number of risks and uncertainties that could cause our actual results to differ materially from the results referred to in the forward-looking statements contained in this Report. Important factors outside the scope of our control could cause our actual results to differ materially from the results referred to in the forward-looking statements we make in this Report. Without limiting the foregoing, if we are unable to acquire approvals or consents from third parties or governmental authorities with respect to our new business model, our plans to commence our new business may become irrevocably impaired.

All forward-looking statements included herein are expressly qualified in their entirety by the cautionary statements contained or referred to in this Report. Except to the extent required by applicable laws and regulations, the Company undertakes no obligation to update these forward-looking statements to reflect events or circumstances after the date of this Report or to reflect the occurrence of unanticipated events.
 
Unless otherwise provided in this Report, references to the “Company,” the “Registrant,” the “Issuer,” “we,” “us,” and “our” refer to Prime Sun Power Inc. (formally known as ATM Financial Corp.). 
 
3
 

PART I   FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS
 
Prime Sun Power Inc. (formerly known as ATM Financial Corp.)
(A development stage company)
Balance Sheet

   
June30
 
December 31,
 
 
 
2008
 
2007
 
ASSETS
 
(Unaudited)
 
   
           
Current Assets
         
Cash
   
28,684
   
71,241
 
Prepaid expense
   
600
   
600
 
               
Total Current Assets and Total Assets
   
29,284
   
71,841
 
               
               
               
LIABILITIES AND STOCKHOLDERS' EQUITY
             
               
Current Liabilities
             
Accounts payable and Accrued liabilities
   
63,140
       
Due to related parties
   
145,051
   
48,880
 
               
Total Current Liabilities and Total Liabilities
   
208,191
   
48,880
 
               
               
Stockholders' Equity (Deficiency)
   
(178,907
)
 
22,961
 
               
Total Liabilities and Stockholders' Equity (Deficiency)
   
29,284
   
71,841
 
 
 
4
 

Prime Sun Power Inc. (formerly known as ATM Financial Corp.)
(A development stage company)
(Unaudited) Statement of Operations

   
 
 
 
         
Accumulated from
 
   
For the Three Months ended
 
For the Six Months e nded
 
December 18, 2002
 
   
June 30  
 
June 30    
 
(Date of Inception)
 
   
2008
 
2007
 
2008
 
2007
 
to June 30, 2008
 
                       
                       
Revenue
 
-
 
-  
                 
-   
 
                       
EXPENSES (INCOME)
                     
                       
                       
Bank and financing charges
   
24
   
28
   
24
   
150
   
2,518
 
Consulting
   
-
   
-
   
-
   
-
   
26,826
 
Director fees
   
4,000
   
-
   
4,000
   
-
   
4,000
 
Gain on currency exchange
   
-
   
-
   
341
   
-
   
732
 
License payment
   
-
   
-
   
-
         
1,000
 
Listing and filing fees
   
3,082
   
100
   
4,927
   
100
   
26,258
 
Office and sundry
   
6,438
   
2,527
   
6,837
   
2,801
   
30,127
 
Professional fees
   
57,155
   
1,354
   
117,879
   
6,179
   
176,973
 
Personnel
   
50,839
   
-
   
63,835
   
-
   
63,835
 
Regulatory fees
   
-
   
-
   
-
   
-
   
-
 
Rent
   
1,079
   
-
   
1,079
         
26,729
 
Transfer agent
   
-
   
-
   
-
   
50
   
2,675
 
Travel
   
1,388
         
1,388
         
1,388
 
Loss on sale of property and equipment
                           
909
 
Interest expense
   
1,558
         
1,558
         
2,584
 
Gain on debt settlement
   
-
   
-
               
(14,176
)
                                           
Total Expenses (Income)
   
125,563
   
4,009
   
201,868
   
9,280
   
352,378
 
                                 
Net Loss
   
(125,563
)
 
(4,009
)
 
(201,868
)
 
(9,280
)
 
(352,378
)
                                 
Basic and Diluted Loss Per Share
   
($0.00
)
 
($0.00
)
 
($0.01
)
 
($0.00
)
       
                                 
Weighted Average Shares Outstanding
   
40,114,900
   
40,114,900
   
40,114,900
   
40,114,900
         

Share data has been adjusted to reflect the stock dividend effective February 4, 2008
 
 
5
 

Prime Sun Power Inc. (formerly known as ATM Financial Corp.)
(A development stage company)
(Unaudited) Statement of Stockholder's Equity
For the Period from December 18, 2002 (Date of Inception) to June 30, 2008
 

   
 
 
 
 
 
 
Deficit
 
 
 
 
 
 
 
 
 
 
 
Accumulated
 
 
 
 
 
 
 
 
 
Additional
 
During the
 
 
 
 
 
Common Stock
 
Paid-in
 
Development
 
 
 
 
 
Shares
 
Par
 
Capital
 
Stage
 
Total
 
Balance - December 18, 2002
 
#
 
Value ($)
 
($)
 
($)
 
($)
 
(Date of Inception)
                     
Common stock issued for cash at
                     
$0.0001 per share
   
4,000,000
   
400
   
-
   
-
   
400
 
Net loss for the period
                        
(21,990
)
 
(21,990
)
Balance - December 31, 2002
   
4,000,000
   
400
   
-
   
(21,990
)
 
(21,590
)
Net loss for the Year
                       
(24,216
)
 
(24,216
)
Balance - December 31, 2003
   
4,000,000
   
400
   
-
   
(46,206
)
 
(45,806
)
Net loss for the Year
                     
(13,398
)
 
(13,398
)
Balance - December 31, 2004
   
4,000,000
   
400
   
-
   
(59,604
)
 
(59,204
)
February 14, 2005 - shares
                               
issued for cash at $0.10 per share
   
1,730,700
   
173
   
172,897
   
-
   
173,070
 
Net loss for the Year
                     
(18,609
)
 
(18,609
)
Balance - December 31, 2005
   
5,730,700
   
573
   
172,897
   
(78,213
)
 
95,257
 
Net loss for the Year
                     
(16,167
)
 
(16,167
)
Balance - December 31, 2006
   
5,730,700
   
573
   
172,897
   
(94,380
)
 
79,090
 
Net loss for the Year
                     
(56,129
)
 
(56,129
)
Balance - December 31, 2007
   
5,730,700
   
573
   
172,897
   
(150,509
)
 
22,961
 
6 for 1 Stock Dividend - February 8, 2008
   
34,384,200
   
3,438
         
(3,438
)
 
-
 
Net loss for the period
                     
(76,305
)
 
(76,305
)
Balance - March 31, 2008
   
40,114,900
   
4,011
   
172,897
   
(230,252
)
 
(53,344
)
Net loss for the period
                     
(125,563
)
 
(125,563
)
Balance - June 30, 2008
   
40,114,900
   
4,011
   
172,897
   
(355,815
)
 
(178,907
)

 
 
6
 
 
Prime Sun Power Inc. (formerly known as ATM Financial Corp.)
(A development stage company)
(Unaudited) Statement of Cash Flow

   
 
 
 
 
Accumulated from
 
 
 
For the Six Months ended
 
December 18, 2002
 
 
 
June 30
 
(Date of Inception)
 
 
 
2008
 
2007
 
to June 30, 2008
 
               
               
Net loss for the period
   
(201,868
)
 
(9,280
)
 
(352,378
)
Adjustments to reconcile net loss to net cash
                   
used in operations:
                   
Gain in debt settlement
   
-
   
-
   
14,176
 
Loss on sale of equipment
   
-
   
-
   
909
 
Change in operating assets and liabilities
                   
Prepaid expense
   
-
   
5
   
(600
)
Accounts payable and accrued liabilities
   
14,260
   
(6
)
 
48,965
 
                     
Net Cash Used in Operating Activities
   
(187,608
)
 
(9,281
)
 
(288,928
)
                     
Cash Provided By Financing Activities
                   
Proceeds of loans from related parties
   
145,051
   
-
   
145,051
 
Common stock issued
   
-
   
-
   
173,470
 
                              
Net Cash Provided by Financing Activities
   
145,051
   
-
   
318,521
 
                     
Cash Provided By (Used In) Investing Activities
                   
Purchase of equipment
   
-
   
-
   
(3,416
)
Proceeds from sale of equipment
   
-
   
-
   
2,507
 
                     
Net Cash Used In Investing Activities
   
-
         
(909
)
                     
Increase (Decrease) in Cash
   
(42,557
)
 
(9,281
)
 
28,684
 
Cash - Beginning of Period
   
71,241
   
101,877
   
-
 
                              
Cash - End of Period
   
28,684
   
92,596
   
28,684
 

 

 
7
 

PRIME SUN POWER INC.
Notes to Financial Statements
(Unaudited)

NOTE A - BASIS OF PRESENTATION

The accompanying unaudited financial statements have been prepared in accordance with accounting principles generally accepted for interim financial information and with the instructions to Form 10-Q and Article 8 of Regulation S-X relating to smaller reporting companies.  Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles (“GAAP”) for complete financial statements.  In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included.  Operating results for the three and six-month periods ended June 30, 2008 are not necessarily indicative of the results that may be expected for the year ended December 31, 2008.

The balance sheet at December 31, 2007 has been derived from the audited financial statements at that date but does not include all of the information and footnotes required by GAAP for complete financial statements.

For further information, refer to the consolidated financial statements and footnotes thereto included in our Annual Report on Form 10-KSB for the year ended December 31, 2007 filed on March 31, 2008.

NOTE B - GOING CONCERN

The Company has been in the development stage since its inception and has not yet realized any revenues from its planned operations. As of June 30, 2008, the Company has an accumulated deficit of $355,815. The ability of the Company to continue as a going concern and to emerge from the development stage is dependent upon its successful execution of its plan of operations and ability to raise additional financing. There is no guarantee that the Company will be able to raise additional capital or sell any of its products and services at a profit. These factors, among others, raise substantial doubt regarding the Company’s ability to continue as a going concern. The accompanying financial statements do not include any adjustments that might result from the outcome of this uncertainty.

NOTE C - STOCKHOLDERS’ EQUITY
 
On January 22, 2008, the Board of Directors declared the payment of a stock dividend to the stockholders of record of the Company as of February 4, 2008. The stock dividend was paid on February 4, 2008. Each stockholder received six additional shares of the Company’s common stock for each one share of the Company’s common stock which they held on the record date. Following the payment of the stock dividend, the issued and outstanding share ownership of the Company increased from 5,730,700 shares of Company common stock to 40,114,900 shares of common stock.

NOTE D - RELATED PARTY TRANSACTION

Included in accounts payable and accrued liabilities at June 30, 2008 and December 31, 2007 is $25,685 owed to a former director of the Company for rent and other expenses.

NOTE E - NEW ACCOUNTING PRONOUNCEMENTS

In December 2007, the FASB issued SFAS No. 141 (R), Business Combinations, and SFAS No. 160, Non-controlling Interests in Consolidated Financial Statements. SFAS No. 141 (R) requires an acquirer to measure the identifiable assets acquired, the liabilities assumed, and any non-controlling interest in the acquiree at their fair values on the acquisition date, with goodwill being the excess value over the net identifiable assets acquired. SFAS No. 160 clarifies that a non-controlling interest in a subsidiary should be reported as equity in the consolidated financial statement. The calculation of earnings per share will continue to be based on income amounts attributable to the parent. SFAS No. 141 (R) and SFAS No. 160 are effective for financial statements issued for fiscal years beginning after December 15, 2008. Early adoption is prohibited. We have not yet determined the effect on our financial statements, if any, upon adoption of SFAS No. 141 (R) or SFAS No. 160.

 
8
 
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND   RESULTS OF OPERATIONS

The Company's Operations

The following discussion of the financial condition and results of operations of Prime Sun Power Inc. should be read in conjunction with the financial statements and the related notes thereto included elsewhere in this Report. This Report contains certain forward-looking statements and the Company's future operating results could differ materially from those discussed herein. Certain statements contained in this Report, including, without limitation, statements containing the words “believes”, “anticipates,” “expects” and the like, constitute “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 (the “Exchange Act”). However, as the Company intends to issue “penny stock,” as such term is defined in Rule 3a51-1 promulgated under the Exchange Act, the Company is ineligible to rely on these safe harbor provisions. Such forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Given these uncertainties, readers are cautioned not to place undue reliance on such forward-looking statements. The Company disclaims any obligation to update any such factors or to announce publicly the results of any revisions of the forward-looking statements contained or incorporated by reference herein to reflect future events or developments, except as required by the Exchange Act.

We were incorporated in the State of Nevada on December 18, 2002, as ATM Financial Corp., for the purpose of providing access to the Canadian Interac shared cash dispensing network for those operators of automated teller machines, also known as ATMs, who are not affiliated with any financial institution. On November 10, 2006, our President and Chief Executive officer resigned to pursue other interests. We suspended all prior business plans as of that date. During the first quarter 2008, we began considering a new business model involving solar power and other alternative energies.

On April 1, 2008, we changed our name from “ATM Financial Corp.” to “Prime Sun Power Inc.”

On April 14, 2008, the Company changed its address to: 14 Wall Street, 20th Floor, New York, NY 10005. The Company’s new telephone number is (212) 618-1306.

On April 15, 2008, the Company changed its stock symbol from “AFIC” to “PSPW.” The Company’s common stock is traded on the National Association of Securities Dealers Inc.’s over-the-counter bulletin board.

Effective May 10, 2008, the Board of Directors (the “Board”) appointed Dr. Augustine Fou to fill one of the vacancies on the Board. Ms. Vynnyk resigned as an officer and director of the Company as of May 10, 2008. On May 10, 2008, Gerald Sullivan was appointed as the Chief Financial Officer and interim President and Chief Executive Officer of the Company. On May 10, 2008, Barbara Salz was appointed as Corporate Secretary.

Our Plan of Operation

Our new business purpose focuses on solar power and other alternative energies. We have not yet formulated how we shall finance the new business. We are currently working on the plans to commence and operate the new business. Although we have a new business purpose, we have not formulated definitive plans and we have not commenced any operations under the new business model. We expect to announce details of the new model during the third or fourth quarter of 2008.

Research and Development

The Company has not yet determined its anticipated spending on research and development activities for the year ending December 31, 2008.

 
9
 
Plant and Equipment

The Company has not yet determined its anticipated spending on plant and equipment for the year ending December 31, 2008.

Employees

As of June 30, 2008, the Company had only two part time employees. The Company has not yet determined its anticipated employee and staff needs for the year ending December 31, 2008.

Liquidity and capital resources

During the quarter ended June 30, 2008 and to date, the primary source of capital has been loans from existing shareholders and equity sales. Our operations to date have consumed substantial amounts of cash.  Our negative cash flow from operations is expected to continue and to accelerate in the foreseeable future as the Company invests in capital expenditures including production facilities.

As of the date of this Report, we have not yet generated any revenues from our business operations. Since inception, the Company has incured total expenses of $352,378, including total expenses of $201,868during the six months ended June 30, 2008.

We will need to raise additional capital to implement our new business plan and continue operations. We are seeking alternative sources of financing, through private placement of securities and loans from our shareholders in order for us to maintain our operations. We cannot guarantee that we will be successful in raising additional cash resources for our operations or that we will stay in business after our new business plan has commenced.

Our consolidated cash balance at June 30, 2008 was $28,684. As of June 30, 2008, our total current assets consisted of $600 in prepaid expenses and our total liabilities were $266,414.

For the period ending June 30, 2008, the Company has received 3 loans in aggregate of $174,189 from Rudana (the “Shareholder Loan”). The Company will use the proceeds from the Shareholder Loan for general corporate purposes. The Shareholder Loans have an interest rate of seven and a half percent (7.5%) per annum, which together with the principal amount shall be repayable thirty (30) days after demand by Rudana. In connection with the Shareholder Loan, the Company executed a notes setting forth the terms thereof. The Shareholder Loans were approved by the Company’s Board.

On May 10, 2008, the Company issued a warrant to Arimathea Limited in consideration for international corporate development services rendered on behalf of the Company. On May 22, 2008, the Company amended the First Warrant and issued a second warrant to Arimathea Limited (the “Second Warrant”). Subsequent to the period covered by this Report, the Company agreed to amalgamate and amend the First Warrant and the Second Warrant (collectively, the “Amended Warrant”). The Amended Warrant will have an exercise term of 3 years and will become exercisable only for the purchase of a number of shares equal to (i) 5% of the amount of capital raised by the Company from introductions made by Arimathea, divided by (ii) the original exercise price of $1.62 per share. All other terms and conditions of the First Warrant and Second Warrant as amalgamated into the Amended Warrant shall remain the same.
 
Off Balance Sheet Arrangements

The Company does not have any off balance sheet arrangements that have or are reasonably likely to have a current or future effect on the Company's financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources.

Subsequent Events

On August 11, 2008 and on August 13, 2008, Prime Sun Power Inc., Inc. (the “Company”) received shareholder loans in the aggregate amount of $80,000.00 (the “Shareholder Loans”), from Rudana Investment Group AG (“Rudana”), the Company’s majority shareholder.  The Shareholder Loans have an interest rate of seven and a half percent (7.5%) per annum, which together with the principal amount shall be repayable thirty (30) days after demand by Rudana. In connection with the Shareholder Loan, the Company executed two notes on August 11, 2008 and, respectively, August 13, 2008, setting forth the terms thereof.

 
10
 
ITEM 3.   QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Not Applicable.

ITEM 4T.   CONTROLS AND PROCEDURES

As of the end of the period covered by this report, the Company carried out, under the supervision and with the participation of the Company’s management, including its Chief Executive Officer and Chief Financial Officer, an evaluation of the effectiveness of the design and operation of the Company’s disclosure controls and procedures (as defined in Rule 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934) in ensuring that information required to be disclosed by the Company in its reports is recorded, processed, summarized and reported within the required time periods. In carrying out that evaluation, management identified a material weakness (as defined in Public Company Accounting Oversight Board Standard No. 2) in our internal control over financial reporting.

The material weakness identified by Management consisted of inadequate staffing and supervision within the bookkeeping and accounting operations of the Company. The relatively small number of employees who have bookkeeping and accounting functions prevents us from segregating duties within the Company’s internal control system. The inadequate segregation of duties is a weakness because it could lead to the untimely identification and resolution of accounting and disclosure matters or could lead to a failure to perform timely and effective reviews. Accordingly, based on their evaluation of the Company’s disclosure controls and procedures as of June 30, 2008, the Company’s Chief Executive Officer and its Chief Financial Officer have concluded that, as of that date, the Company’s controls and procedures were not effective for the purposes described above. The Company intends to take steps to remediate such procedures as soon as reasonably possible.

There was no change in the Company’s internal control over financial reporting (as defined in Rule 13a-15(f) and 15d-15(f) under the Securities Exchange Act of 1934) during the quarter ended June 30, 2008 that has materially affected or is reasonably likely to materially affect the Company’s internal control over financial reporting.
 
11
 

PART II.   OTHER INFORMATION

ITEM 1.   LEGAL PROCEEDINGS
 
The Company is not, and has not been during the period covered by this Quarterly Report, a party to any legal proceedings.
 
ITEM 2:   UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
 
None.

ITEM 3:   DEFAULTS UPON SENIOR SECURITIES

Not Applicable.
 
ITEM 4:   SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
 
No matters were submitted to the vote of the Company’s security holders during the period covered by this Quarterly Report.
 
ITEM 5:   OTHER INFORMATION

Not Applicable.
 
 
12
 

ITEM 6.   EXHIBITS

Exhibit   Description

10.5   Form of Promissory Note issued by the Company to Rudana Investment Group AG.

31.1   Certification of Principal Executive Officer and Principal Financial Officer pursuant to Section 302 of   the Sarbanes-Oxley Act of 2002.

32.1   Certification of the Principal Executive Officer and Principal Financial Officer pursuant to 18 U.S.C.   Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
 
 
13
 

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.


     
 
PRIME SUN POWER INC.
     
     
 
By:
/s/ Gerald Sullivan                    
 
Name:
Gerald Sullivan
 
Title:
Chief Financial Officer and Interim
President and Chief Executive Officer
Date: August 19, 2008
 
 
 
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