Westport Energy Holdings, Inc. (fka WPTH)

[Gatorelf]

Hmmm looks like they are more than just a shell,

ITEM 1
BUSINESS

OVERVIEW

Carbonics Capital Corporation (“we,” “our,” “us,” “Carbonics,” or the “Company”) was founded to recycle carbon dioxide into value-added products.

Our activities during 2009 primarily involved evaluation of a number of different biological, chemical and other technologies designed to recycle carbon dioxide into value-added products, the execution of a license agreement for a technology capable of recycling of carbon dioxide in applications involving coal-fired power production, and the completion of research and development activities involving the carbon recycling technologies.

Our operations during 2009 also involved the maintenance of our idled oilseed crush facility in Culbertson, Montana. A lender to the subsidiary that operated the facility took assignment of this property in lieu of foreclosure during February 2010, and the results of operations of this facility are reported herein in discontinued operations. We are currently seeking buyers for the Company’s remaining oilseed crush assets, as well as opportunities to provide design, engineering and project development services relating to these assets.

Our strategic plan moving forward involves the acquisition of strategic and accretive assets. We are currently evaluating qualified opportunities that produce the raw materials needed for our technologies, or that have the infrastructure we need to scale our technologies, or that have the ability to refine the products we produce with our technologies into finished goods. Our plan in this respect is to leverage the targeted assets and cash flows to defray our technology and financing risk as we commercialize our technologies.

INTELLECTUAL PROPERTIES

Carbonics, Carbonics Capital Corporation, and the “Carbonics Logo” are the registered trademarks of Carbonics Capital Corporation.

Carbonics is party to a technology commercialization agreement with GreenShift, pursuant to which GreenShift has agreed to provide commercialization support services and access to GreenShift’s technologies in applications outside of the ethanol industry. Carbonics is also party to an Early Adopter License Agreement (“EALA”) pertaining to the exclusive use of technology capable of recycling of carbon dioxide in applications involving coal-fired power production. The Company’s ongoing research and development activities mostly involve laboratory scale bench testing, with a view towards construction of a demonstration scale pilot facility based on the Company’s licensed technologies by 2011.



/S/ JACQUELINE FLYNN
JACQUELINE FLYNN, Chief Financial Officer

Date:
April 15, 2010