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4/18/2006 5:06:55 PM

Power Air Corporation

Symbol: PWAC.OB
Shares Fully Diluted: 45M
Free trading: 10M
Escrow: 32M
Warrants: 3M
(issued USD $1 for 2yrs. Oct 3, `05
Float: 2M
Long-term debt: Nil
Short-term target: $2.75
Long-term: $5.00

Power Air Pioneers Billion Dollar Indoor Generator Market
Industry Proven Executives Capitalize on New Fuel Cell Technology
Back-up Power, 1st Target Market Offers Substantial Revenue and Growth
The stage is set for Power Air Corporation (OTC-BB: PWAC; to capitalize on the commercialization of a revolutionary breakthrough in fuel cell technology for a billion dollar market. With the addition of two former Ballard Power Systems executives, Mr. Donald Ceci and Mr. Andrew Turnbull, Power Air is poised to deliver the next generation of fuel cells. Formidable talents, both men were key members of a team who were responsible for the meteoric rise of that Company’s stock to USD $140 in 2003.

Worldwide License to Patented Fuel Cell Technology: As the holders of an exclusive worldwide license to the patented Zinc Air Fuel Cell (ZAFC) technology -- which California’s prestigious Lawrence Livermore National Laboratory spent years developing and to date, over US $8.0 Million has been invested in the technology -- Power Air is about to commercialize a design for the lucrative back-up power market, which the Company has already developed, tested and demoed.

Unlike other fuel cell companies, Power Air is out of the lab, and focused on engineering, achieving new advances in power generation and storage. Power Air’s fuel cell is a silent, scalable, zero-emission energy alternative that is poised to penetrate the fast growing commercial markets for traditional and indoor back-up generators; markets that tally revenues in the billions annually.

US $16 Billion Market: Allied Business Intelligence reports that the Fuel Cell market will exceed US $16 billion in total sales by 2011 , achieving a compound annual growth rate (CAGR) of 51% from 2005-2011. Power Air is positioned to grab a substantial percentage of this market, by diligently pursuing commercial applications that will allow the Company to rapidly generate substantial revenue. To this end, Power Air has identified and targeted numerous opportunities in the portable, stationary, light mobility, and light transportation markets for fuel cells.

“Power Air intends to be the first profitable player in the sector” states Power Air CEO, Steve Williams 1 /18/2006

Technologically innovative and environmentally green : Power Air’s fuel cell uses zinc, a non -toxic, safe to handle and readily available source of fuel. Fully charged, Power Air’s fuel cell is a reserve power source that can sit for lengthy periods unused, without exercising or start-up requirements, and can produce power when needed with no output lag. The inexpensive and scalable ZAFC is perfect for indoor use because it is a zero-emission, durable, light-weight fuel cell that operates silently and effectively.

Zinc is a readily available source of fuel that is safe, non-toxic and easy to handle, so Power Air does not have to worry about siting issues regarding fuel supply, such as those Ballard Power faces with the storage of volatile hydrogen gas.

Where other fuel cell companies like Ballard Power have stumbled,Power Air has firmly defined and set its sights on substantial revenue opportunities: the traditional generator and indoor back-up power markets. Power Air is targeting the back-up power market because the fuel cell’s green characteristics make it the ideal technology for the next generation of back-up power systems. Worldwide, the size of the in-door generator market is staggering : if the Company captures just one percent of an approximate 500 million potential indoor generator sites, it stands to sell 5 million units in the short-term. Notably, these figures do not include an estimate of the potential market for both the traditional and indoor generator sites (homes, condos and apartments), which can readily use a back-up power source that is emission-less, easily portable and silent. The potential size of the indoor power generator market in hurricane prone locales like Florida, Louisiana, Texas and the Caribbean alone is simply mind boggling!

While the traditional generator market opportunities are immense, it is the half billion potential indoor sites that are the “blue -sky”, blockbuster opportunity for Power Air’s ZAFC technology.

Power Air’s unique Fuel Cell technology allows for indoor operation in homes and apartments. The ZAFC technology is the only back -up solution and the world’s first re -fuelable back -up generator that can operate indoors, silently, efficiently and emission-free.

First to Market Application: Generator Replacements. In the midst of a critical oil and gasoline supply crisis, Power Air’s fuel cell is a practical alternative to gas or diesel generators. Power Air’s fuel cell has numerous commercial applications, such as portable power packs, emergency generators, back-up power for telecom and utility sites, and UPS (uninterruptible power supply) for buildings, data centers, and server rooms. Alternatively, Auxiliary Power Units (“APU’s”) for RV’s, trucks, boats and other light transportation vehicles can also benefit from the ZAFC. The unique technology and low manufacturing cost will compete with incumbent generator and battery products, internal combustion engines (generators) and with conventional fuel cells.

While the traditional generator market opportunities are immense, it is the half billion potential indoor sites that are the “blue -sky”, blockbuster opportunity for Power Air’s ZAFC technology. Power outages are becoming more frequent and widespread. Apartment and home occupants are regularly inconvenienced and often put in dangerous situations due to power outages caused by storms and technical failures. Residents and businesses are forced to cope with no lights, no heat, no information, spoiled food, and no working appliances for hours, days or even weeks at a time. Back-up generators that run on diesel, natural gas or gasoline are the current solution. However, these types of generators cannot be situated indoors because they are loud, toxic (pollute), and heavy.

Licensing OEMs to Manufacture the ZAFC, a Prudent Business Development Strategy: The Company will initially focus resources on generator replacement products and license its exclusive technology to original equipment manufacturers (OEMs) that serve those markets. Management’s strategy is savvy and prudent: leave large scale manufacturing to the OEMs and, thereby, limit risk and gain better revenue traction through licensing revenues. By targeting OEMs to license, market and co-develop back-up generator products, Power Air is fast tracking its ability to earn substantial revenue. The OEMs know the industry and what consumers will buy. Power Air is leveraging this knowledge and expertise to penetrate the very markets that the OEMs already dominate. To complete its commercialization strategy, Power Air will support OEM systems integration, product development, codes & standards, testing, siting activities and participate with OEMs in end-user field trials. Power Air will establish fuel cell manufacturing capability and support th e OEM’s in the distribution and service of the end-user products.

The first Power Air ZAFC-based product will be provided to OEM’s for integration into a Portable Emergency Generator (“PEG”) designed for back-up or stand-alone use. Power Air intends to address the “sweet spot” (over 70%) of the traditional generator market – with units ranging from 600 Watts to 6.6 kW. These units are expected to also meet the back-up power needs of most (if not all) of the initial demand for indoor generators.

Power Air’s Target $250 per Kilo Watt vs. Competitor Fuel Cell Cost is Significantly Lower: Power Air’s target cost of less than US $250 per Kilo Watt is substantially lower than conventional fuel cells and present market requirements. To compete with incumbent technologies, Power Air’s target market applications are estimated to have a commercialization cost requirement of less than US $1500 per KW and mass market cost requirement of less than US $500 per KW. Importantly, management is confident that the company can better these requirements by a wide margin, and deliver the technology for US $250 per KW.

How the ZAFC works:
The ZAFC is a silent, zeroemission alternative for power generation that takes advantage of a chemical reaction between zinc and oxygen. Oxygen from the air combines with Zinc in an electrolytic solution, releasing electrons which are captured at the Cathode to create electricity. The ZAFC single unit consists of an overlying hopper connected by conduits to an electrochemical cell. Electrolyte flows upwards through the patented cell design to remove waste heat and reaction by-products. The hoppers may be refuelled by flowing a slurry of zinc particles and electrolyte in channels above the cells. ZAFC hopper & cell size and configuration can be customized to meet OEM end-user product requirements.

Power Air’s Zinc Air Fuel Cell has numerous competitive advantages over conventional fuel cells. Hydrogen fuel cells (PEM: polymer electrolyte membrane ) which are costly to produce and operate, as the fuel (hydrogen -- an explosive, flammable, compressed gas) is difficult to distribute, store and site. By comparison, the ZAFC’s fuel is not compressed and is readily available, thereby reducing distribution and storage issues. The ZAFC also has lower cost components than conventional PEM fuel cells, including cathode catalysts, and anode current collectors.

Demonstration Power Module – ZAFC 600

Rated Power 600 Watts @ 50 A -12 Volts DC
Peak Power 1000 Watts
Capacity 10 kWh
Run Time 10 h
Voltage Range 12 V
Weight 38 kg
Dry Weight 5kg
Fuel Load 33 kg
Stack Dimensions 6" x 12" x 12"
Refuelling Time 5 Minutes

The ZAFC system is compelling, in part, because the potential for fire hazards and environmental impacts inherent in ‘conventional’ hydrogen fuel cells are avoided. Importantly, the ZAFC has no need for a fuel reformer. Because zinc ‘fuel’ is generated electrically the ZAFC does not contribute to aerial pollution.

The product delivers an extremely high energy density (‘solid electricity’) and the open circuit voltage (1.6 V) is substantially greater than that of the hydrogen fuel cell. Power Air’s technology has additional advantages over batteries and internal combustion engines. The inexpensive, scalable ZAFC is suitable for indoor use as opposed to toxic combustion engines because it is a zero-emission, durable, lightweight fuel cell that operates silently and effectively. ZAFC’s can be quickly refuelled by an exchange of electrolyte and/or addition of zinc which compares favourably to the much slower electric recharge required by batteries.

Not only can Power Air’s fuel solution allow for continuous operation with the possibility of refuelling under load, the spent fuel, electrolyte saturated with zinc oxide or zincate, can be recycled for production of new fuel and fresh electrolyte. Furthermore, ZAFC’s are environmentally friendly with no hazardous emissions and, thus, meet stringent standards. The ZAFC has been independently tested under USABC test protocols by the Argonne National Laboratory. In comparison to many other fuel cell technologies, Power Air’s ZAFC is not a pie in the sky pipedream. As Power Air readies for commercialization of the ZAFC, a working prototype has already been shown to the public. A stand-alone 12-volt 600 - Watt ZAFC was demonstrated in China; with initial power as high as 1 KW.

Highlights of Zinc Air Fuel Cell include:

The ZAFC costs less to operate than current technologies in use;
Zero emissions;
Suitable for indoor use; non toxic;
Spent fuel is recyclable;
No Fire / Explosive Hazard with the ZAFC;
Existing infrastructure can be used for refuelling the ZAFC;
Path to Development
The ZAFC was created by the Lawrence Livermore National Laboratory (LLNL), with support from the International Lead Zinc Research Organization and the U.S. Department of Energy (DOE). To date, over US $8.0 Million has been invested in the technology. From 1992 to 1997, LLNL and the DOE spent over US $1.0 million on the original research concept and development of the ZAFC. More recently, Power Air’s largest shareholders --Power Air Dynamics Ltd. (“PADL”) and Power Air Technologies (“PAT”)-- invested a further US $5.0 million to bring the ZAFC to the prototype level. In October 2005, PADL and PAT completed a merger and reversed the company into a publicly traded entity, and raised over US $ 2 million in new funding to begin “commercializing” the technology.

“America is addicted to oil, which is often imported from unstable parts of the world,” said President Bush. State of the Union address, January 31, 2005

Fuel Cells Canada Welcomes Power Air Corporation to Membership: Power Air Corporation joined Fuel Cells Canada, a non-profit, national industry association whose mission it is to accelerate Canada's world-leading fuel cell industry. FCC is the prime source of services and support to Canadian corporations, educational institutions and business alliances promoting, developing, demonstrating, and deploying fuel cell and related products and services in Canada. Power Air’s membership at Fuel Cells Canada gives the Company access to the prime source of services and support in Canada for developing and promoting fuel cell technologies, products and services. In addition to facilitating demonstration projects for Power Air, to test and perfect pre-commercial fuel cell technologies, FCC is involved in the development of regulations, standards and codes that support the safe and widespread application of fuel cell products.

Experienced Management Team
Industry Insiders: The driving force behind every successful company is the management team. Exceptional teams make good things happen. Power Air has attracted some major talent from “inside” the Fuel Cell industry. This team has a broad array of specialized skills that includes marketing expertise, financing, and experience with product commercialization, thereby allowing the Company to properly and fully execute an ambitious but prudent growth strategy. Power Air’s executive team have know-how gained from decades of hands-on experience, including the credibility that comes from past success, and coveted skills relevant to the operation of new, advanced fuel cell technolog ies. The following bios are a synopsis of the quality of p ersonnel at the helm:

Mr. Stephen Williams, President and Director, Mr. Williams has been President of two NASDAQ listed software and telecommunications companies in the past decade. He started his career on Wall Street and eventually became a senior manager with a top brokerage houses. Mr. Williams has also served as a senior officer of the Wendell Phillips Oil Company based in London, England. His expertise is mergers and acquisitions, public and private equity placements, and advisory roles in strategic planning.

Mr. H. Dean Haley, Chairman and COO, is the founder of HDH Group, LLC, a technology acquisition and development company, based in New York. For the past five years, Mr. Haley was a Division Vice President of Orange and Rockland Utilities, Inc. in New York and was the founder and Presiden t of Compass Resources, Inc.. A former Bechtel executive, Mr. Haley has recently focused on acquiring and developing new technologies offering products and services to the power and energy industries.

Mr. Donald Ceci, VP Sales and Marketing, has 20+ years experience managing sales/marketing activities for high technology companies including IBM, Philips, Comdisco, Ricoh, and, most recently, Ballard Power Systems, Inc. Mr. Ceci joined Ballard in 2001 and, as the Director of Sales, was responsible for building the Sales and Service Organizations required to bring Transportation and Power Generation fuel cell based products to market. His experience and focus are Business Plan & Distribution Development/Implementation, Business and Partner Development, Revenue Growth, and North American/International sales team management.

Mr. Andrew Turnbull, Director of Engineering, recently joined Power Air from Xantrex Power, a public power electronics company listed on Toronto, where he was Program Manager responsible for leading multi-functional teams from product development to product launch. Prior to Xantrex, Mr. Turnbull worked for seven years at Ballard Power Systems as Program Manager for Power Generation products. Mr. Turnbull headed a team that developed fuel cell products, including back-up power products, targeting the power generation industry. He has 18 years of engineering and product development experience in various industries including power electronics, fuel cell, oil and gas, and power generation. Mr. Turnbull holds a Bachelor of Applied Science in Electrical Engineering from Queen's University. His focus is to lead the OEM Product Development Program.

Mr. Remy Kozak, VP Corporate Development, previously a partner at ARK eXecutives, a European interim management firm, Mr. Kozak contributed to the development and expansion of several businesses, including Ensemble Systems Inc., I World Group Ltd., Telegate AG, Artec GmbH and Beamgate Mobile Commerce GmbH. Prior to ARK, Mr. Kozak worked for several years as a senior director with Global One in Brussels where he was responsible for building and managing Planning, Strategy and Finance/Controlling departments for the Internet and Global Accounts divisions. Mr. Kozak holds an MBA from the University of British Columbia, and a B.A.Sc. (Honours) in Computer and Electronics Engineering from Simon Fraser University.

Mr. Don Prest, Chief Financial Officer, is a Chartered Accountant in Canada and a Certified Public Accountant in the United States. Mr. Prest has twenty-one years of experience in the international business consulting and North American tax, accounting and assurance services. Mr. Prest is auditor for over 100 Canadian and US listed public companies and is a Managing Partner of Manning Elliott Chartered Accountants located in Vancouver, British Columbia, Canada.

The Executive Team is overseen by several independent Directors including:

Mr. Stephen Harrison, Director, has over twenty-four years of experience in the financial services and accounting fields. He was until recently an Australian director for one of the world’s largest fund management and private investment banking groups and was previously Chairman of the Australian Investment Committee for that banking group. In addition, he has held the position of sole Australian Director for the Australian subsidiary of Sanford C. Bernstein, a large US based fund manager. Mr. Harrison holds a number of other directorships and senior management positions with companies across Australia.

Mr. William J. Potter, Director, prior to establishing Ridgewood in1989, was Managing Director for International Investment Banking at Prudential-Bache Securities Inc.. He was also Director of Prudential-Bache Securities Canada Ltd. and had additional responsibility for mining and forestry as well as specific geographic responsibility for Canada and the Australasian region. Prior experience includes several years at senior levels at Barclays Bank PLC, Toronto Dominion Bank and White Weld & Co., Inc.. Mr. Potter, a Canadian national, graduated from Colgate University (A.B.) and the Harvard Business School (M.B.A.), with further legal training in Canada and the United Kingdom. He currently serves as Finance Committee Chairman and director of the National Foreign Trade Council. He is also a director of Impulsora del Fondo Mexico, S.A. de C.V., First Australia Fund, First Australia Prime Income Fund Inc., First Australia Prime Income Investment Company Limited (Canada), First Commonwealth Fund, Battery Technologies Inc., CompuFlex Inc., and Alexandria Bancorp. He has served as an international advisor to Ladenburg Thalman International Ltd., as consultant to Guardian Capital Group, Ltd. and as a consultant to a number of emerging companies and resource projects.

Mr. Paul Brock, Director, has over 20 years of international business experience in start-up and operation of public and private applied science technology companies. He is the President and Chairman of a publicly traded company on the TSX-Venture Exchange Inc., as well as its subsidiaries in Canada, the United States, China, and Singapore. Mr. Brock also runs several private business ventures. He has experience in public company management and reporting, investor relations, and financing.

Global Fuel Cell Supply/Demand Dynamics, A Growth Industry: In the midst an oil crisis, Power Air is a distinct market opportunity. Power Air has entered into one of the fastest growing sectors of the modern economy. As oil prices hover at or near all time highs, the drive to commercialize Power Air’s fuel cell could not come at a better time. After almost 100 years of excess supply of electrical and fossil fuel energy, modern economies are struggling with the limitations of the current supply of energy combined with surging demand for new sources of energy. As oil supplies dwindle, its time for the World’s leading economies to abandon their reliance on fossil fuels. In fact, alternatives have to be found and utilized if global economic expansion is to continue. As most motorists know, a major supply gap has already developed in the oil/gasoline market; one that will continue to keep oil and gas prices high. The global fuel cell market is just one segment of a growing industry which is developing rapidly to meet the ever increasing global demand for energy. The ZAFC technology provides reliable power in a time of increased security risks, extreme weather conditions, and an aging energy infrastructure.

Power Air is about to enter the lucrative back-up generator market and change the way power is produced and delivered to businesses and homes throughout the world. With technology developed at the world-renowned Lawrence Livermore National Laboratory (“LLNL”) in California, an experienced management team is rapidly moving their fuel cell into the commercialization phase.

"Power Air intends to use our patented fuel cell technology to develop products competitive with generators and batteries," states Power Air CEO, Steve Williams.

Power Air’s patented technology offers a competitively priced, superior environmental and non-hazardous solution to internal combustion engines (generators), conventional battery power sources and other fuel cell technologies. With significant competitive advantages over current power alternatives in the portable, stationary, light mobility and light transportation markets, Power Air is poised to take the fuel cell market by storm -- a global market that is expected to witness compounded annual growth in excess of 50% to 2011.

A relatively small number of free trading shares (2M float), coupled with debt free capitalization, create an investment situation that has the potential to appreciate quickly, given any number of possible business development catalysts. An announcement with an OEM could, in StockJournals opinion, dramatically move the stock higher. In short, the timing for tech savvy investors is ideal, as Power Air’s industry experienced management team is now moving the ZAFC into the lucrative commercialization phase.

StocksJournal 2006

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