10QSB

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-QSB

(Mark One)

 x QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

      FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2007

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

FOR THE TRANSITION PERIOD FROM __________ TO __________

COMMISSION FILE NUMBER ________________________________

BIOSOLAR, INC.

(Exact name of small business issuer as specified in its charter)

Nevada (State or other jurisdiction of incorporation or organization) 20-4754291 (IRS Employer Identification No.)

27936 Lost Canyon Road, Suite 202, Santa Clarita, CA 91387

(Address of principal executive offices)

(661) 251-0001

(Issuer’s telephone number)

WITH COPIES TO:

Gregory Sichenzia, Esq.

Marcelle S. Balcombe, Esq.

Sichenzia Ross Friedman Ference LLP

61 Broadway, 32^nd Flr.

New York, New York 10006

(212) 930-9700

Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.  Yes x  No o

APPLICABLE ONLY TO CORPORATE ISSUERS

State the number of shares outstanding of each of the issuer’s classes of common equity, as of the latest practicable date: As of May 14, 2007, the issuer had 128,557,777 outstanding shares of Common Stock.

Transitional Small Business Disclosure Format (check one):  Yes o  No x

TABLE OF CONTENTS

		Page
PART I - FINANCIAL INFORMATION
Item 1.	Financial Statements
	Condensed Balance Sheet	2
	Condensed Statements of Operations	3
	Condensed Statements of Shareholders' Equity	4
	Condensed Statements of Cash Flows	5
	Notes to Condensed Financial Statements	6
Item 2.	Management’s Discussion and Analysis or Plan of Operation	8
Item 3.	Controls and Procedures	11
PART II - OTHER INFORMATION
Item 1.	Legal Proceedings	11
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	11
Item 3.	Defaults Upon Senior Securities	11
Item 4.	Submission of Matters to a Vote of Security Holders	12
Item 5.	Other Information	12
Item 6.	Exhibits and Reports on Form 8-K	12
SIGNATURES

PART I - FINANCIAL INFORMATION

Item 1. Financial Statements.

BIOSOLAR, INC.

(A Development Stage Company)

FINANCIAL STATEMENTS

MARCH 31, 2007

BIOSOLAR, INC.

(A Development Stage Company)

BALANCE SHEET

MARCH 31, 2007

(Unaudited)

ASSETS
            
 
 
            
CURRENT ASSETS
            
 
 
            
Cash & Cash Equivalents
            
$
            
28,972
            
 
            
Certificates of Deposits
            
 
1,028,116 
            
 
            
Prepaid Expenses
            
 
18,079 
            
 
            
Total Current Assets
            
 
1,075,167 
            
 
            
PROPERTY & EQUIPMENT
            
 
 
 
            
Computer
            
 
1,978 
            
 
            
Less: Accumulated Depreciation
            
 
(1,029
            
)
            
            
Net Property and Equipment
            
 
949 
            
 
            
OTHER ASSETS
            
 
 
 
            
Deposit
            
 
770 
            
 
            
TOTAL ASSETS
            
$
            
1,076,886
            
 
            
LIABILITIES AND SHAREHOLDERS' EQUITY
            
 
 
 
            
CURRENT LIABILITIES
            
 
 
 
            
Accrued Expenses
            
$
            
7,716
            
 
            
Credit Card Payable
            
 
382 
            
 
            
TOTAL LIABILITIES
            
 
8,098 
            
 
            
SHAREHOLDERS' EQUITY EQUITY
            
 
 
 
            
Common Stock, $0.0001 par value;
            
 
 
 
            
500,000,000 authorized common shares 
            
 
 
 
            
128,557,777 shares issued and outstanding
            
 
12,856 
            
 
            
Additional Paid in Capital
            
 
1,441,172 
            
 
            
Deficit Accumulated during the Development Stage
            
 
(385,240
            
)
            
            
TOTAL SHAREHOLDERS' EQUITY
            
 
1,068,788 
            
 
            
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY
            
$
            
1,076,886
            
            

            
            
            
          

The accompanying notes are an integral part of these financial statements

2

BIOSOLAR, INC.

(A Development Stage Company)

STATEMENT OF OPERATIONS

(Unaudited)

				From Inception
	Three Months			April 24, 2006
	Ended			through
	March 31, 2007			March 31, 2007
REVENUE	-			-
COST & ADMINISTRATIVE EXPENSES
Salaries		36,000			120,000
Professional fees		39,452			182,801
Research & Development		27,291			43,981
Depreciation		633			1,029
Rent		1,527			5,487
Payroll taxes		3,101			9,821
Office expense		840			2,674
Advertising		1,735			2,235
Automobile expense		321			794
Insurance		4,829			5,237
Marketing expenses		-			15,843
Meals & Entertainment		373			582
Printing & Production expense		51			2,679
Professional Development		3,585			5,225
Taxes & Licenses		225			14,929
Telephone expense		283			1,112
Travel expense		2,728			4,310
TOTAL OPERATING EXPENSES		122,974			418,739
LOSS FROM OPERATIONS BEFORE OTHER INCOME		(122,974	)		(418,739	)
TOTAL OTHER INCOME
Interest income		12,895			34,299
LOSS BEFORE PROVISION FOR TAXES		(110,079	)		(384,440	)
Provision for income taxes		(800	)		(800	)
NET LOSS	$	(110,879	)	$	(385,240	)
BASIC AND DILUTED LOSS PER SHARE	$	(0.00	)
WEIGHTED-AVERAGE COMMON SHARES OUTSTANDING
BASIC AND DILUTED		128,557,777

The accompanying notes are an integral part of these financial statements

3

BIOSOLAR, INC.

(A Development Stage Company)

STATEMENT OF SHAREHOLDERS' EQUITY

(Unaudited)

							Deficit
							Accumulated
					Additional		during the
	Common stock				Paid-in		Development			Subscription
	Shares		Amount		Capital		Stage			Receivable		Total
Balance at December 31, 2006		128,557,777	$	12,856	$	1,441,172	$	(274,361	)	$	-	$	1,179,667
Net Loss for the three months ended March 31, 2007 (unaudited)		-		-		-		(110,879	)		-		(110,879	)
Balance at March 31, 2007 (unaudited)		128,557,777	$	12,856	$	1,441,172	$	(385,240	)	$	-	$	1,068,788

The accompanying notes are an integral part of these financial statements

4

BIOSOLAR, INC.

(A Development Stage Company)

STATEMENTS OF CASH FLOWS

(Unaudited)

				From Inception
				April 24, 2006
	Three Months Ended			through
	March 31, 2007			March 31, 2007
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$	(110,879	)	$	(385,240	)
Adjustment to reconcile net loss to net cash
used in operating activities
Depreciation expense		633			1,029
(Increase) Decrease in:
Prepaid expenses		(17,311	)		(18,079	)
Deposits		-			(770	)
Increase (Decrease) in:
Accounts Payable		(37,179	)		-
Accrued Expenses		(7,716	)		7,716
Credit Card Payable		(2,535	)		382
NET CASH USED IN OPERATING ACTIVITIES		(159,555	)		(394,962	)
NET CASH FLOWS USED IN INVESTING ACTIVITIES:
Purchase of Equipment		-			(1,978	)
Investment in Certificate of Deposits		(12,212	)		(1,028,116	)
NET CASH USED BY INVESTING ACTIVITIES		(12,212	)		(1,030,094	)
NET CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from issuance of common stock		-			1,454,028
NET CASH PROVIDED BY FINANCING ACTIVITIES		-			1,454,028
NET INCREASE (DECREASE) IN CASH		(171,767	)		28,972
CASH, BEGINNING OF PERIOD		200,739			-
CASH, END OF PERIOD		28,972			28,972
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION
Interest paid	$	-		$	-
Taxes paid	$	800		$	800

The accompanying notes are an integral part of these financial statements

5

BIOSOLAR, INC.

(A Development Stage Company)

NOTES TO FINANCIAL STATEMENTS UNAUDITED

MARCH 31, 2007

1.    ORGANIZATION AND LINE OF BUSINESS

Organization

BioSolar, Inc. (the "Company") was incorporated in the state of Nevada on April 24, 2006. The Company, based in Santa Clarita, California, began operations on April 25, 2006 to develop and market a solar cell technology .

The accompanying interim unaudited condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States for interim financial information and pursuant to the rules and regulations of the Securities and Exchange Commission. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States 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 months ended March 31, 2007 are not necessarily indicative of the results that may be expected for the year ending December 31, 2007. For further information, refer to the audited financial statements for the period ended December 31, 2006 and the notes thereto included in the Company’s Report.

Line of Business

The Company is currently in the stage of developing a thin film/flexible photovoltaics, which are solar cells produced on bio-based plastic substrates. The photovoltaics can be marketed in sectors, such as building materials, outdoor power, emergency power, mobile computers and communications.

2.     SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

This summary of significant accounting policies of BioSolar, Inc. is presented to assist in understanding the Company’s financial statements. The financial statements and notes are representations of the Company’s management, which is responsible for their integrity and objectivity. These accounting policies conform to accounting principles generally accepted in the United States of America and have been consistently applied in the preparation of the financial statements.

Development Stage Activities and Operations

The Company has been in its initial stages of formation and for the three months ended March 31, 2007, had insignificant revenues. FASB #7 defines a development stage activity as one in which all efforts are devoted substantially to establishing a new business and even if planned principal operations have commenced, revenues are insignificant.

Revenue Recognition

The Company will recognize revenue when services are performed, and at the time of shipment of products, provided that evidence of an arrangement exists, title and risk of loss have passed to the customer, fees are fixed or determinable, and collection of the related receivable is reasonably assured. To date, the Company has had no revenues and is in the development stage.

Cash and Cash Equivalent

The Company considers all highly liquid investments with an original maturity of three months or less to be cash equivalents.

6

BIOSOLAR, INC.

(A Development Stage Company)

NOTES TO FINANCIAL STATEMENTS UNAUDITED

MARCH 31, 2007

2.     SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

Investments

Certificate of Deposits with banking institutions are short-term investments with initial maturities of more than 90 days. The carrying amount of these investments is a reasonable estimate of fair value due to their short-term nature.

Loss per Share Calculations

The Company adopted Statement of Financial Standards (“SFAS”) No. 128 for the calculation of “Loss per Share”. SFAS No. 128 dictates the calculation of basic earnings per share and diluted earnings per share. Basic earnings per share is computed by dividing income available to common shareholders by the weighted-average number of common shares available. Diluted earnings per share is computed similar to basic earnings per share except that the denominator is increased to include the number of additional common shares that would have been outstanding if the potential common shares had been issued and if the additional common shares were dilutive. The Company’s diluted loss per share is the same as the basic loss per share for the three months ended March 31, 2007 as the inclusion of any potential shares would have had an anti-dilutive effect due to the Company generating a loss.

3. CAPITAL STOCK

During the three months ended March 31, 2007, the Company’s issued no shares of common stock .

7

Item 2. Management’s Discussion and Analysis or Plan of Operation.

Certain statements contained herein constitute forward-looking statements. In some cases, you can identify forward-looking statements by terminology such as "may," "will," "should," "expect," "plan," "anticipate," "believe," "estimate," "predict," "potential" or "continue," the negative of such terms, or other comparable terminology. All statements other than statements of historical fact made in this report are forward looking. In particular, the statements herein regarding industry prospects and future results of operations or financial position are forward-looking statements. Because such statements include risks and uncertainties, actual results may differ materially from those expressed or implied by such forward-looking statements as a result of certain factors, including, but not limited to, risks associated with the integration of businesses following an acquisition, competitors with broader product lines and greater resources, emergence into new markets, the termination of any of our significant contracts, our inability to maintain working capital requirements to fund future operations, or our inability to attract and retain highly qualified management, technical and sales personnel.

Overview

We are developing new and innovative thin film solar cells produced on bio-based plastic substrates with the intent to provide commercially viable solar cell designs that convert sun light into electrical energy. The process for producing electricity from sunlight is known as Photovoltaics. Photovoltaic ("PV") is the science of capturing and converting sun light into electricity.

We are focusing our research and product development efforts on thin film PV devices in an effort to capitalize on what we perceive as cost and application diversity advantages to current rigid multi-crystalline silicon wafer technologies. Our thin film cell design employs less than 1.5 microns of material thickness as opposed to an approximate 400 microns of material thickness for multi-crystalline cell designs. This significant reduction in cell thickness and flexibility of the completed cell structure leads to the use of "thin film" terminology in describing the solar cell design.

We are focusing our research and product development efforts on thin film PV devices produced on bio-based plastic substrates and the eventual marketing of such products to the building materials, outdoor power, emergency power, mobile computer and communications sectors.

We were incorporated in the State of Nevada on April 24, 2006, as BioSolar Labs, Inc. Our name was changed to BioSolar, Inc. on June 8, 2006. Our principal executive offices are located at 27936 Lost Canyon Road, Suite 202, Santa Clarita, California 91387, and our telephone number is (661) 251-0001. Our fiscal year end is December 31.

Application of Critical Accounting Policies

Our discussion and analysis of our financial condition and results of operations are based upon our financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States of America. The preparation of these financial statements requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosures of contingent assets and liabilities. On an ongoing basis, we evaluate our estimates, including those related to impairment of property, plant and equipment, intangible assets, deferred tax assets and fair value computation using the Black Scholes option pricing model. We base our estimates on historical experience and on various other assumptions, such as the trading value of our common stock and estimated future undiscounted cash flows, that we believe to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions; however, we believe that our estimates, including those for the above-described items, are reasonable.

8

Use of Estimates

In accordance with accounting principles generally accepted in the United States, management utilizes estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements as well as the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. These estimates and assumptions relate to recording net revenue, collectibility of accounts receivable, useful lives and impairment of tangible and intangible assets, accruals, income taxes, inventory realization, stock-based compensation expense and other factors. Management believes it has exercised reasonable judgment in deriving these estimates. Consequently, a change in conditions could affect these estimates.

Fair Value of Financial Instruments

Our cash, cash equivalents, investments, accounts receivable and accounts payable are stated at cost which approximates fair value due to the short-term nature of these instruments.

In December 2004, the FASB issued Statement of Financial Accounting Standards No. 123R, Share-based Payment. SFAS 123R revises SFAS 123 and supersedes APB 25. SFAS 123R will be effective for the year ending December 31, 2006, and applies to transactions in which an entity exchanges its equity instruments for goods or services and also applies to liabilities an entity may incur for goods or services that are to follow a fair value of those equity instruments. Under SFAS 123R, we will be required to follow a fair value approach using an option-pricing model, such as the Black Scholes option valuation model, at the date of a stock option grant. The deferred compensation calculated under the fair value method would then be amortized over the respective vesting period of the stock option. The adoption of SFAS 123R will not have a material impact on our results of operations.

Recently Issued Accounting Pronouncements

In December 2004, the Financial Accounting Standards Board issued two FASB Staff Positions - FSP FAS 109-1, Application of FASB Statement 109 "Accounting for Income Taxes" to the Tax Deduction on Qualified Production Activities Provided by the American Jobs Creation Act of 2004, and FSP FAS 109-2 Accounting and Disclosure Guidance for the Foreign Earnings Repatriation Provision within the American Jobs Creation Act of 2004. Neither of these affected us as it does not participate in the related activities.

In May 2005, the FASB issued FASB Statement No. 154, “Accounting Changes and Error Corrections.” This new standard replaces APB Opinion No. 20, “Accounting Changes, and FASB Statement No. 3, Reporting Accounting Changes in Interim Financial Statements,” and represents another step in the FASB’s goal to converge its standards with those issued by the IASB. Among other changes, Statement 154 requires that a voluntary change in accounting principle be applied retrospectively with all prior period financial statements presented on the new accounting principle, unless it is impracticable to do so. Statement 154 also provides that (1) a change in method of depreciating or amortizing a long-lived non-financial asset be accounted for as a change in estimate (prospectively) that was effected by a change in accounting principle, and (2) correction of errors in previously issued financial statements should be termed a “restatement.” The new standard is effective for accounting changes and correction of errors made in fiscal years beginning after December 15, 2005. Early adoption of this standard is permitted for accounting changes and correction of errors made in fiscal years beginning after June 1, 2005. We have evaluated the impact of the adoption of Statement 154 and do not believe the impact will be significant to our overall results of operations or financial position.

Liquidity and Capital Resources

As of March 31, 2007, we had $1,067,069 of working capital as compared to $1,177,315 from inception (April 24, 2006) through December 31, 2006. This decrease of $110,246 was due primarily to use of funds for operating expenses.

9

Cash flow used in operating activities was $159,555 for the three months ended March 31, 2007 as compared to cash used of $235,407 from inception (April 24, 2006) through December 31, 2006. This decrease of $75,852 was primarily attributable to a decrease in professional fees.

Cash used in investing activities was $12,212 for the three months ended March 31, 2007 as compared to cash used of $1,017,882 from inception (April 24, 2006) through December 31, 2006. The decrease of cash used in investing activities was primarily due to a decrease in investing in certificates of deposits.

Cash provided from financing activities during the three months ended March 31, 2007 was $0 as compared to $1,454,028 from inception (April 24, 2006) through December 31, 2006. There was no equity financing this period.

Financing

On May 19, 2006, we issued an aggregate of 93,000,000 shares of our common stock, par value $.0001 per share, to the founders of our company, including our Chief Executive Officer, for an aggregate purchase price of $23,250.

In May 2006, we entered into Subscription Agreements with several accredited investors pursuant to which the investors subscribed to purchase an aggregate amount of up to $375,000 in shares of our common stock, or a total of 25,000,000 shares.

In July 2006, we entered into Subscription Agreements with several accredited investors pursuant to which the investors subscribed to purchase an aggregate amount of up to $150,000 in shares of our common stock, or a total of 1,500,000 shares.

In October 2006, we entered into Subscription Agreements with several accredited investors pursuant to which the investors subscribed to purchase an aggregate amount of up to approximately $905,778 in shares of our common stock, or a total of 9,057,777 shares.

PLAN OF OPERATION AND FINANCING NEEDS

We are engaged in the development of new and innovative thin film solar cells produced on bio-based plastic substrates with the intent to provide commercially viable solar cell designs that convert sun light into electrical energy. We plan to develop our products and thereafter focus our efforts on establishing markets in the building materials, outdoor power, emergency power, mobile computer and communications sectors by 2010.

Our plan of operation within the next twelve months is to utilize our cash balances to develop our new and innovative thin film solar cells produced on bio-based plastic substrates that convert sun light into electrical energy. In addition, during the next twelve months we plan to further develop our bio-based substrate, intend to commence a test program to determine the physical properties and characteristics that will be most suitable for the further development of specific thin film solar cell devices, and build prototype thin film solar cells, as we attempt to validate the commercial viability of our product. We believe that our current cash and investment balances will be sufficient to support development activity and general and administrative expenses for the next twelve months. Management estimates that it will require additional cash resources during 2008, based upon its current operating plan and condition. We will be investigating additional financing alternatives, including equity and/or debt financing. There is no assurance that capital in any form would be available to us, and if available, on terms and conditions that are acceptable. If we are unable to obtain sufficient funds during the next fifteen months, we may be forced to reduce the size of our organization, which could have a material adverse impact on, or cause us to curtail and/or cease, the development of our products.

Operating Expenses

Operating expenses for the three months ended March 31, 2007 were $122,974 and consisted primarily of $36,000 in salary expense, $39,452 for professional fees, and $27,291 for research and development expenses. The professional fees incurred during the three months ended March 31, 2007 consisted primarily of fees paid for bookkeeping services and to our independent registered public accounting firm for audit-related fees and attorney fees. The research and development expense incurred during the three months ended March 31, 2007 consisted primarily of fees paid to consultants.

10

Net Loss

Our net loss for the three months ended March 31, 2007 was $110,879.

Off-Balance Sheet Arrangements

We do not have any off balance sheet arrangements that are reasonably likely to have a current or future effect on our financial condition, revenues, results of operations, liquidity or capital expenditures.

Item 3. Controls and Procedures.

(a) Evaluation of Disclosure Controls and Procedures. Based on an evaluation of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934, as amended) required by paragraph (b) of Rule 13a-15 or Rule 15d-15, as of March 31, 2007, our Chief Executive Officer and Acting Chief Financial Officer has concluded that our disclosure controls and procedures were effective in ensuring that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the Commission’s rules and forms. Our Chief Executive Officer and Acting Chief Financial Officer also concluded that, as of March 31, 2007, our disclosure controls and procedures were effective in ensuring that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is accumulated and communicated to our management, including our Chief Executive Officer and Acting Chief Financial Officer, to allow timely decisions regarding required disclosure.

(b) Changes in Internal Controls.During our last fiscal quarter there were no changes in our internal control over financial reporting identified in connection with the evaluation required by paragraph (d) of Rule 13a-15 or Rule 15d-15 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 are not a party to any pending legal proceeding, nor is our property the subject of a pending legal proceeding, that is not in the ordinary course of business or otherwise material to the financial condition of our business. None of our directors, officers or affiliates is involved in a proceeding adverse to our business or has a material interest adverse to our business.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.

There were no issuances in the first quarter of 2007.

Item 3. Defaults Upon Senior Securities.

None.

11

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

There were no matters submitted to a vote of security holders during the period covered by this report.

Item 5. Other Information.

None.

Item 6. Exhibits.

Exhibit No.	Description
3.1	Articles of Incorporation of Biosolar Labs, Inc. filed with the Nevada Secretary of State on April 24, 2006 (Incorporated by reference to the Company’s Registration Statement on Form SB-2 filed with the SEC on November 22, 2006)
3.2	Articles of Amendment of Articles of Incorporation of Biosolar Labs, Inc. filed with the Nevada Secretary of State on May 25, 2006 (Incorporated by reference to the Company’s Registration Statement on Form SB-2 filed with the SEC on November 22, 2006)
3.3	Articles of Amendment of Articles of Incorporation of Biosolar Labs, Inc. filed with the Nevada Secretary of State on June 8, 2006. (Incorporated by reference to the Company’s Registration Statement on Form SB-2 filed with the SEC on November 22, 2006)
3.4	Bylaws of Biosolar, Inc. (Incorporated by reference to the Company’s Registration Statement on Form SB-2 filed with the SEC on November 22, 2006)

MATERIAL CONTRACTS

10.1	Form of Subscription Agreement dated as of May 26, 2006. (Incorporated by reference to the Company’s Registration Statement on Form SB-2 filed with the SEC on November 22, 2006)
10.2	Form of Subscription Agreement dated as of July 17, 2006. (Incorporated by reference to the Company’s Registration Statement on Form SB-2 filed with the SEC on November 22, 2006)
10.3	Form of Subscription Agreement dated as of October 11, 2006. (Incorporated by reference to the Company’s Registration Statement on Form SB-2 filed with the SEC on November 22, 2006)
31.1	Certification by Chief Executive Officer and Acting Chief Financial Officer pursuant to Sarbanes-Oxley Section 302 (filed herewith).
32.1	Certification by Chief Executive Officer and Acting Chief Financial Officer pursuant to 18 U.S.C. Section 1350 (filed herewith).

12

SIGNATURES

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

	BIOSOLAR, INC.
Dated:May 15, 2007	By:	/s/ David Lee
		DAVID LEE
		CHIEF EXECUTIVE OFFICER (PRINCIPAL EXECUTIVE OFFICER) AND ACTING CHIEF FINANCIAL OFFICER (PRINCIPAL ACCOUNTING AND FINANCIAL OFFICER)

EX-31.1

EXHIBIT 31.1

CERTIFICATION

I, David Lee, the Chief Executive Officer and Acting Chief Financial Officer of Biosolar, Inc., certify that:

1.I have reviewed this quarterly report on Form 10-QSB of Biosolar, Inc. for the quarter ended March 31, 2007;

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a.   Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b.   Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c.   Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d.   Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5.The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

a. All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

b. Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

May 15, 2007

/s/ David Lee

David Lee

Chief Executive Officer and

Acting Chief Financial Officer

EX-32.1

EXHIBIT 32.1

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Biosolar, Inc. (the "Company") on Form 10-QSB for the quarter ended March 31, 2007 as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, David Lee, Chief Executive Officer and Acting Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. section 906 of the Sarbanes-Oxley Act of 2002, that:

(1) The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities and Exchange Act of 1934; and

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the Company.

A signed original of this written statement required by Section 906 has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.

May 15, 2007	/s/ David Lee
	David Lee
	Chief Executive Officer and Acting Chief Financial Officer