UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549  FORM
10-Q  R QUARTERLY
REPORT UNDER TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934  For
the quarterly period ended September 30, 2008  £ TRANSITION
REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934  Commission File Number 0-30178  VIEW SYSTEMS, INC. (Exact
name of small business issuer as specified in its charter)  Nevada
(State of incorporation)
59-2928366
(I.R.S. Employer Identification No.)  1550 Caton Center Drive, Suite E, Baltimore, Maryland
21227 (Address of principal executive offices)  (410) 242-8439 (Issuer's telephone number)  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  R     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 R(Do not check if a smaller reporting
company)  Indicate by check mark whether the registrant is a shell
company (as defined in Rule 12b-2 of the Exchange Act). Yes  £
 No  R  Indicate the number of shares outstanding of each of the
issuers classes of common stock, as of the latest practicable date.  Class

Outstanding at November 5,
2008Common Stock, $.001 par value per
share

13,747,163   1     VIEW SYSTEMS, INC.  INDEX  PageSPECIAL NOTE REGARDING
FORWARD-LOOKING STATEMENTS

3PART I. FINANCIAL
INFORMATION

3Item 1.
Financial Statements
(Unaudited)

3Consolidated Balance Sheets
as of September 30, 2008 and December 31, 2007

4Consolidated Statements of
Operations for three and nine months ended September 30, 2008

5Consolidated Statements of
Stockholders Equity (Deficit) for the three months ended September 30,
2008

6Consolidated Statements of
Cash Flows for the nine months ended September 30, 2008

7Notes to the Consolidated
Financial Statements as of September 30, 2008

8Item 2.
Managements Discussion and
Analysis of Financial Condition and Results of Operations

10Item 3.
Quantitative and Qualitative
Disclosures About Market Risk

13Item 4.
Controls and
Procedures

13PART II. OTHER
INFORMATION

14Item 1
Legal Proceedings

14Item 2
Unregistered Sales of Equity
Securities and Use of Proceeds

15Item 3
Defaults Upon Senior
Securities

15Item 4
Submission of Matters to a
Vote of Security Holders

15Item 5.
Other information

15Item 6.
Exhibits

15SIGNATURES

15    2


Special Note Regarding Forward-Looking
Statements  Information included in this Form 10-Q contains
forward-looking statements within the meaning of Section 27A of the Securities
Act of 1933, as amended (Securities Act), and Section 21E of the Securities
Exchange Act of 1934, as amended (Exchange Act). This information may involve
known and unknown risks, uncertainties and other factors which may cause the
actual results, performance or achievements of View Systems, Inc. (the
Company), to be materially different from future results, performance or
achievements expressed or implied by any forward-looking statements.
Forward-looking statements, which involve assumptions and describe future plans,
strategies and expectations of the Company, are generally identifiable by use of
the words may, will, should, expect, anticipate, estimate,
believe, intend, or project or the negative of these words or other
variations on these words or comparable terminology. These forward-looking
statements are based on assumptions that may be incorrect, and there can be no
assurance that these projections included in these forward-looking statements
will come to pass. Actual results of the Company could differ materially from
those expressed or implied by the forward-looking statements as a result of
various factors. Except as required by applicable laws, the Company has no
obligation to update publicly any forward-looking statements for any reason,
even if new information becomes available or other events occur in the
future.  In this report references to
View Systems, we, us, and our refer to View Systems, Inc. and its
subsidiaries.  PART I: FINANCIAL INFORMATION  Item 1. Financial
Statements  The financial information set forth below with respect to
our statements of operations for the three month and six month period ended
September 30, 2008 is unaudited.  This financial information, in the
opinion of management, includes all adjustments consisting of normal recurring
entries necessary for the fair presentation of such data.  The results of
operations for the three month period ended September 30, 2008 are not
necessarily indicative of results to be expected for any subsequent period.


3


View Systems, Inc. and SubsidiariesConsolidated Balance SheetsASSETS





September
30,

December 31,2008

2007Current AssetsCash




$
5,952
$
7,201Accounts
Receivable (Net of Allowance of $1,000)

126,139

132,244Inventory




22,531

86,184Total
Current Assets



154,622

225,629Property & Equipment
(Net)



17,876

24,326Other AssetsLicenses




1,023,344

1,102,064Due
from Affiliates



147,507

147,507Deposits




7,528

7,528Total
Other Assets



1,178,379

1,257,099Total
Assets



$
1,350,877
$
1,507,054LIABILITIES
AND STOCKHOLDERS' EQUITYCurrent LiabilitiesAccounts
Payable


$
446,665
$
505,168Accrued
Expenses



83,318

80,878Accrued
Interest




223,378

171,078Accrued
Royalties



150,000

150,000Loans
from Shareholder



597,597

299,298Notes
Payable




592,996

958,996Total
Current Liabilities



2,093,954

2,165,418Total
Liabilities




2,093,954

2,165,418Stockholders' EquityPreferred
Stock, Authorized 10,000,000 Shares, $.01 Par Value,Issued
and outstanding 89,647


896

896Common
Stock, Authorized 100,000,000 Shares, $.001 Par Value,Issued
and Outstanding 1,247,162


1,247

-Issued
and Outstanding 1,242,287


-

1,242Additional
Paid in Capital



19,938,382

19,930,381Retained
Earnings (Deficit)



(20,683,602)

(20,590,883)Total
Stockholders' Equity



(743,077)

(658,364)Total
Liabilities and Stockholders' Equity
$
1,350,877
$
1,507,054The accompanying
notes are an integral part of these consolidated financial
statements.


4


View Systems, Inc. and SubsidiariesConsolidated Statements of OperationsFor the Three
Months Ended

For the Nine
Months EndedSeptember 30,

September 30,2008

2007

2008

2007Revenues, Net

$
199,204
$
128,138
$
953,776
$
1,089,907Cost of Sales


61,146

67,107

300,357

445,888Gross Profit


138,058

61,031

653,419

644,019Operating ExpensesBusiness
Development

8,673

22,742

44,327

76,689General
& Administrative

108,948

136,118

296,186

474,143Professional
Fees

42,676

44,231

93,903

173,540Salaries
& Benefits

92,414

153,381

250,544

471,240Total
Operating Expenses

252,711

356,472

684,960

1,195,612Net Operating Income
(Loss)

(114,653)

(295,441)

(31,541)

(551,593)Other Income (Expense)Interest
Expense


(20,260)

(20,365)

(61,178)

(50,445)Total
Other Income(Expense)
(20,260)

(20,365)

(61,178)

(50,445)Net Income (Loss)

$
(134,913)
$
(315,806)
$
(92,719)
$
(602,038)Net Income (Loss) Per
Share
$
(0.11)
$
(0.26)
$
(0.07)
$
(0.49)Weighted Average Shares
Outstanding
1,247,162

1,233,768

1,247,162

1,233,354    The accompanying notes
are an integral part of these consolidated financial statements


5


View Systems, Inc. and SubsidiariesConsolidated Statements of Stockholders' Equity
(Deficit)Additional

RetainedPreferred

Common

Paid-in

EarningsShares

Amount

Shares

Amount

Capital

(Deficit)Balance, December 31,
2006
89,647
$
896

1,229,980
$
1,230
$
19,830,893
$
(19,515,797)April - June 2007 - shares
issued for cash
-

-

1,250

1

4,999

-July - September 2007 - shares
issued for cash
-

-

75

-

500

-July - September 2007 - shares
issued as paymentof notes payable
-

-

7,545

8

77,492

-October-December 2007-shares
issued for cash
-

-

3,437

3

16,497

-Net loss for the period ended
December 30, 2007
-

-

-

-

-

(1,075,086)Balance, December 31,
2007
89,647

896

1,242,287

1,242

19,930,381

(20,590,883)April - June 2008 - shares
issued as payment ofaccounts payable
-

-

4,875

5

8,001

-Net loss for the period ended
September 30, 2008
-

-

-

-

-

(92,719)Balance, September 30,
2008
89,647
$
896

1,247,162
$
1,247
$
19,938,382
$
(20,683,602)    The accompanying notes
are an integral part of these consolidated financial statements


6


View Systems, Inc. and SubsidiariesConsolidated Statements of Cash FlowsFor the Nine Months EndedSeptember
30,2008

2007Cash Flows from Operating
Activities:Net Income
(Loss)

$
(92,719)
$
(602,038)Adjustments
to Reconcile Net Loss to Net CashProvided
(Used) by Operations:Depreciation
& Amortization

85,170

85,170Change in
Operating Assets and Liabilities:(Increase)
Decrease in:Accounts
Receivable


6,105

10,831Inventories



63,653

(135,394)Deposits



-

3,241Increase
(Decrease) in:Accounts
Payable


(50,497)

29,403Accrued
Expenses


2,440

(8,489)Accrued
Interest


52,300

42,528Accrued
Royalties


-

56,250Net Cash Provided
(Used) by Operating Activities
66,452

(518,498)Cash Flows from Investing
Activities:Purchases of
equipment


-

(2,100)Funds
advanced (to) from affiliated entities
-

(25,031)Net Cash Used In
Investing Activities

-

(27,131)Cash Flows from Financing
Activities:Principal
payments on notes payable

(366,000)

(4,300)Loans from
Shareholders


298,299

513,222Proceeds from
stock issuance

-

5,500Net Cash Provided
by Financing Activities
(67,701)

514,422Increase (Decrease) in
Cash

(1,249)

(31,207)Cash and Cash Equivalents at
Beginning of Period
7,201

48,233Cash and Cash Equivalents at
End of Period
$
5,952
$
17,026The accompanying
notes are an integral part of these consolidated financial
statements.


7


View Systems, Inc. and SubsidiariesConsolidated Statements of Cash Flows (Continued)For the Nine Months EndedSeptember
30,2008

2007Cash Paid For:Interest



$
8,480
$
12,217Income Taxes


$
-
$
-Non-Cash Investing and
Financing Activities:Stock issued in payment for
notes payable
$
8,006
$
77,500     The accompanying notes
are an integral part of these consolidated financial statements


8


View Systems,
Inc. Notes to the
Consolidated Financial Statements September 30, 2008   GENERAL  View Systems, Inc. (the Company) has
elected to omit substantially all footnotes to the financial statements for the
nine months ended September 30, 2008 since there have been no material changes
(other than indicated in other footnotes) to the information previously reported
by the Company in their Annual Report filed on the Form 10-KSB for the twelve
months ended December 31, 2007.  REVERSE STOCK SPLIT  During the quarter ended September
30, 2008 the Board of Directors of View Systems, Inc. approved a reverse split
of 80:1 of the issued and outstanding common and preferred stocks.  The
reverse split did not change the authorized shares or the par value in either
case.  The split became effective subsequent to September 30, 2008 but
before these statements were issued, therefore the change is reflected in the
balance sheet as of and the statement of stockholders equity as of September
30, 2008 and the adjustments for the change are reflected in all periods
presented.   UNAUDITED
INFORMATION  The information furnished herein was
taken from the books and records of the Company without audit.  However,
such information reflects all adjustments which are, in the opinion of
management, necessary to properly reflect the results of the interim period
presented.  The information presented is not necessarily indicative of the
results from operations expected for the full fiscal year.


9


Item
2. Managements
Discussion and Analysis of Financial Condition and Results of Operations  EXECUTIVE OVERVIEW  The following analysis of our consolidated financial
condition and results of operations for the period ended September 30, 2008
should be read in conjunction with the Consolidated Financial Statements and
other information presented elsewhere in this quarterly report.  Overview  Our product lines are related to visual surveillance,
intrusion detection and physical security.  Our principal products
include:  · We are introducing a new product we
call the MINI (Mobil Intelligent Network Informer).  MINI is a portable
battery operated device that senses motion, sends text messages and transmits
pictures to a users cell phone(s).  MINI is perfect for monitoring vacant
property, vacation homes, boats, storage buildings and parked truck trailers.
 The device contains a GSP module to track its location in the event of
theft or movement.  · ViewScan Magnetic Detection System 
a walk-through archway detector which uses passive magnetic sensing technology
and unique location algorithms to suggest the location of certain kinds of
threat objects and  other potentially undesirable objects such as cell
phones or digital cameras.  The control unit combines the magnetic and
video information in a manner that allows it to be displayed for easy
recognition and auditory warning.  The network architecture allows for
remote monitoring, integration of biometrics and access control devices and
storage locally on the control unit or remotely on servers.  · Biometric analysis such as
fingerprint verification or facial recognition can be and have been incorporated
into ViewScan.  Access control methods such as magnetic door locks can and
have also been incorporated.  · Passport and drivers license
verification for positive identification in correctional facilities, large
government and commercial office buildings have been and are currently being
combined with the ViewScan portal.  · ViewMaxx Digital Video products  a
high-resolution, digital video recording and real-time monitoring system.  · Multi-Mission Mobile Video (MMV)  a
lightweight mobile camera and recording system housed in a tough, waterproof
enclosure.  The camera systems sends real-time images back to a video
monitor at a command post located outside the exclusion zone or contaminated
area. The MMV is able to transmit high quality video in the most difficult
environments.  A multitude of these systems have been deployed
  and are currently being field-tested.  · A hand held metal scanner we call
the LAW (Locate All Weapons) to search the person if a potential threat object
is suspected.  Management believes that heightened attention to personal
threats, potential large scale destruction and theft of property in the United
States along with spending by the United States Government on homeland security
will continue to drive growth in the market for security products.  For the next twelve months we will continue to develop
our sales and distribution network into additional regions and markets in the
United States and abroad.  We have been and plan to continue to increase
sales by offering demonstrations of our products in specific geographical areas
to potential customers or at region specific trade shows, such as sheriffs
conventions, court administrators meetings, civil support team, state police
shows, and dealer shows.  When a demonstration results in a sale of one of
our products, then we attempt to expand that market by contacting other
potential customers in the area, such as, correctional facilities, courthouses
and other municipal buildings.


10


We have also continued to
develop international markets in the China and the Mid-East and have established
international relationships with distributors and dealers.  We will be
separating our international business from our domestic business to gain
efficiency and financial backing.  In September 2008 we disseminated an information
statement to shareholders to inform them of a forthcoming reverse-split of our
common stock. The share split occurred in October 2008 and was effected in a
1:80 ratio. Following the recapitalization of our common stock structure, the
next phase of our business plan will be to raise additional funds through common
stock offerings to provide working capital to finance several acquisitions of
new technologies and/or businesses.  We also intend to strengthen our
balance sheet by paying off debt with cash if possible or through the exchange
of equity securities for the release of debt obligations.  We have been approached by certain entities that would
make use of our public structure and/or our net tax loss carry-forward of
approximately $8,235,583.  However, it is our intention to continue to
execute our current business plan until such time, if ever, that we conclude
that an acquisition or merger will lead to greater value for our principals and
shareholders. We have not entered into definite agreements or decisions about
any business combination opportunities.  We intend to hold an annual meeting as soon as
practicable.  However, no firm plan or date has been identified. Thus, we
will issue notice of a meeting at an appropriate time  RESULTS OF OPERATIONS  The following discussions are based on the consolidated
financial statements of View Systems and its subsidiaries.  These charts
and discussions summarize our financial statements for the nine months ended
September 30, 2008 and 2007 and should be read in conjunction with the financial
statements, and notes thereto, included with this report at Part II, Item 7,
below. SUMMARY COMPARISON OF OPERATING
RESULTSNine months ended
September 30,2008
2007Revenues, net

953,776
1,089,907Cost of sales

300,357
445,888Gross profit (loss)

653,419
644,019Total operating expenses

684,960
1,195,612Profit (loss) from operations

(31,541)
(551,593)Total other income (expense)

(61,178)
(50,445)Net income (loss)

(92,719)
(602,038)Net income (loss) per share

$
                (0.07)
$
                (0.49)
  The gross profit during the three and nine months ended
September 30, 2008 is 69% and 69% of net revenue, respectively, as compared to
48% and 59%, respectively, for the same periods in 2007.  The increase in
gross profit is due to a decrease in cost due to continued engineering changes
and further reduction due to economies of scale.  We have been able to hold
this higher percentage for three quarters.  The positive net profit (loss)
has decreased dramatically during the three and nine months ended September 30,
2008, to ($114,653) and ($31,541), respectively,  compared to the same
periods in 2007, ($295,441) and ($551,593), respectively, is mostly due to
further decreases of professional fees and administrative costs.  We
anticipate further reduction of production costs from the overseas manufacturing
opportunities we are currently investigating.  We have received favorable
reduced cost estimates from several international manufacturing facilities.  We have made use of loans from shareholders to reduce
debt.  It is our intention to continue to reduce debt.  Revenue is considered earned when the product is shipped
to the customer.  The concealed weapons system and the digital video system
each require installation and training.  Training and extended warranties
are a revenue source separate and apart from the sale of the product.  In
those cases revenue is recognized at the completion of the installation and
training.


11


Our marketing efforts continue
to further sales of the SecureScan and have resulted in increased revenues for
the third quarter of 2008 compared to the third quarter of 2008 by 55%.
 The year-to-date sales in 2007 ending in September 30, 2007 include VFR
sales that have not been achieved in 2008, since the MMV (replacement product)
has not been ready for production even though we have some back orders for the
new product.   Management anticipates that increases in revenues will
continue as the new Multi-mission Video product comes on line more strongly.  Our backlog at September 30, 2008, was $120,000.
 The delay between the time of the purchase order and shipping of the
product results in a delay of recognition of the revenue from the sale.
 This delay in recognition of revenues will continue as part of our results
of operations.  The decrease of costs from year to year is primarily the
result of more efficient operations and engineering changes, and a decrease of
delay time between order and delivery of product.  Management anticipates
that the relative margins of each product line will increase even more with an
increase in number of units shipped.  The quantities per average sale have
been increasing steadily.  LIQUIDITY AND CAPITAL RESOURCES  In spite of a decrease in net revenue from product sales,
our net profits have been increasing and have been enough to pay ongoing costs
such as rent, telephone, payroll and materials but are not sufficient to cover
our old accounts payable.  Our auditors have expressed substantial doubt
that we can continue as a going concern.  We are continuing to push sales
and control costs.  Historically, we have relied on revenues, debt financing,
and sales of our common stock to satisfy our cash requirements.  For the
quarter ended September 30, 2008, we received cash from revenues of $199,204, $0
from issuance of equity, and $0 from stockholder advances.  We intend to
rely on the issuance of our common stock to convert debt into equity and to
raise cash.   Management anticipates that we will continue to issue
some shares for services in the short term.  Management intends to finance our 2008 operations
primarily with the revenue from product sales and any cash short falls will be
addressed through equity or debt financing, if available.  Management
expects revenues will continue to increase but are not guaranteed to the point
of profitability in the short term.  We will need to continue to raise
additional capital, both internally and externally, to cover cash shortfalls and
reduce debt incurred in the last several years to compete in our markets.
 At our current revenue levels, management believes we will require an
additional $300,000 during the next 12 months to satisfy our cash requirements
of approximately $25,000 per month for operations and revenue expansion. These
operating costs include cost of sales, general and administrative expenses,
salaries and benefits, and professional fees related to sales and marketing and
contracting engineers.  We have insufficient financing commitments in place
to meet our expected cash requirements for 2008, and we cannot assure you that
we will be able to obtain financing on favorable terms.  If we cannot
obtain financing to fund our operations in 2008, then we may be required to
reduce our expenses and scale back our operations even further.  COMMITMENTS AND CONTINGENT
LIABILITIES  The Company leases office and warehouse space in
Baltimore, Maryland under a four month operating lease, expiring February 2009.
 Base rent is $2,872 per month with an annual rent escalator of 3%. At
September 30, 2008, future minimum payments for operating leases related to our
office and manufacturing facilities were $9,900 through February 28, 2009.  Our total current liabilities decreased to $2,173,354 at
September 30, 2008 compared to $2,165,418 at December 31, 2007.  Our total
current liabilities at September 30, 2008 included accounts payable of $455,103
accrued expenses of $92,538 accrued interest of $203,118 accrued royalties of
$150,000, loans from shareholder of $313,599 and notes payable of $958,996.


12


Our notes payable consist of
the following:  1. A note in the principal amount of
$110,000 payable to the former shareholder of Xyros Technology, Inc.  The
note is due on demand with interest at 10% per annum.  As of December 31,
2004, we are in default on the note which was due in 1999.  We negotiated
to repay the loan as cash flows permit and this debt remains outstanding.
 We are in doubt about the intentions, will or ability of the note holder
to attempt collection of this debt.  At this time, the entity is no longer
in existence and we have been unable to locate the principals of that company.  2. We issued notes in the aggregate
amount of $343,093 pursuant to a Subscription Agreement, dated December 23,
2005, to three accredited investors:  Starr Consulting, Inc., Active
Stealth, LLC, and KCS Referral Service LLC (the Subscribers).  We agreed
to sell and the Subscribers agreed to purchase convertible promissory notes and
warrants.  However, on January 6, 2006, the Subscribers consented to the
removal of the warrants from the subscription agreement, with the understanding
that the warrants would be reinstated after we increased our authorized common
stock while the shares underlying the warrants would be registered at a later
date.  The Subscribers did not receive any other additional consideration
for the removal of the warrants.  The Subscribers agreed to purchase up to
an aggregate of $500,000 of 8% promissory notes convertible into shares of our
common stock at a per share conversion price of $0.10.  The notes were
originally due and payable by December 31, 2006.  The Subscribers agreed to
purchase the promissory notes over a 5 month period in $100,000 per month
installments; however, the investment threshold was never achieved, so the
conversion option of the notes was terminated, and the loans became due on
demand with interest at 8% per annum.  As of the date of this report the
investors have demanded repayment of these loans. The Company is taking steps to
negotiate these defaults.  3. An unsecured loan from a stockholder
in the aggregate amount of $39,203, which is being paid in monthly installments
of $2,512, which includes interest at 10%.  4. Unsecured convertible loans from two
stockholders in the principal amount of $216,000.   $100,000 of the
loans was due in full on November 1, 2007 with interest at 7%.  The holder
of this note has demanded payment and has chosen not to convert to equity.  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 that is material to investors.  Contractual Obligations  As a smaller reporting company as defined by Item 10 of
Regulation S-K, the Company is not required to provide this information.  Item
3. Quantitative
and Qualitative Disclosures About Market Risk.  As a smaller reporting company as defined by Item 10 of
Regulation S-K, the Company is not required to provide information required by
this Item.  Item 4T. Controls and
Procedures.  Disclosure Controls and
Procedures  Under the supervision and with the participation of our
principal executive officer and principal financial officer, we conducted an
evaluation of the effectiveness of the design and operation of our disclosure
controls and procedures, as defined in Rule 13a-15(e) promulgated under the
Exchange Act, as of  September 30, 2008 (the "Evaluation Date"). Based on
this evaluation, our principal executive officer and principal financial officer
concluded as of the Evaluation Date that our disclosure controls and procedures
were effective such that the information relating to the


13


Company, including our
consolidated subsidiaries, required to be disclosed in our SEC reports (i) is
recorded, processed, summarized and reported within the time periods specified
in SEC rules and forms and (ii) is accumulated and communicated to management,
including our principal executive officer/principal financial officer, as
appropriate, to allow timely decisions regarding required disclosure.  Our management, including our chief executive officer and
chief financial officer, does not expect that our disclosure controls and
procedures or our internal controls will prevent all error and all fraud.
 A control system, no matter how well conceived and operated, can provide
only reasonable, not absolute, assurance that the objectives of the control
system are met. Further, the design of a control system must reflect the fact
that there are resource constraints and the benefits of controls must be
considered relative to their costs. Due to the inherent limitations in all
control systems, no evaluation of controls can provide absolute assurance that
all control issues and instances of fraud, if any, within the Company have been
detected.  Management's Report on Internal
Control over Financial Reporting  Our management is responsible for establishing and
maintaining adequate control over financial reporting (as defined in Rule
13a-15(f) promulgated under the Exchange Act.  Our management assessed the
effectiveness of our internal control over financial reporting as of September
30, 2008.  In making this assessment, our management used the criteria set
forth by the Committee of Sponsoring Organizations of the Treadway Commission
("COSO") in Internal Control-Integrated Framework. Our management has
concluded that, as of September 30, 2008, our internal control over financial
reporting is effective based on these criteria.  Changes in Internal Control over
Financial Reporting  Our management has also evaluated our internal control
over financial reporting, and there have been no significant changes in our
internal controls or in other factors that could significantly affect those
controls subsequent to the date of our last evaluation.  The Company is not required by current SEC rules to
include, and does not include, an auditor's attestation report. The Company's
registered public accounting firm has not attested to Management's reports on
the Company's internal control over financial reporting.  PART II: OTHER
INFORMATION  Item 1. Legal Proceedings  We resolved a material matter during the reporting
period.  There are no other pending legal proceedings.  1. Sigma International Holdings, Inc.
v. View Systems, Inc.  In August 2006 we entered into a consulting agreement
with The Riderwood Group, a Maryland limited liability investment banker, for
the purpose of assisting in raising private equity financing and finding
suitable acquisition targets.  The Riderwood Group subsequently introduced
the Company to Sigma International Holdings in 2007 which signed a non-binding
merger and acquisition agreement and in addition loaned us $250,000.
  Sigma soon thereafter demanded satisfaction of their note or a
control block of the Company.  View Systems Board of Directors decided not
to give Sigma control of View Systems.  Sigma sued the Company on the note
and was awarded a judgment on May 11, 2008 in Montgomery County, Maryland, Case
Number 288395-V, for $296,000.00 which included interest and legal fees.  The Board of Directors of View Systems after several
meetings decided to settle the debt, $296,000 plus another $5,196.50 interest
and costs for a total of $301,196.50, which was paid to Sigma International
Holdings for full and final settlement.  Of the total, $100,000 was paid by
the Company. Our director, Dr. Michael Bagnoli, provided the balance of
$201,196.50.  On September 4, 2008, we received documents from the
District Court of Denver, Colorado acknowledging our full satisfaction of the
judgment held by Sigma International Holdings effective as of August 29,
2008.


14


Item 2. Unregistered Sales of
Equity Securities and Use of Proceeds  None.  Item 3. Defaults Upon Senior
Securities  The Company is in default status on an unsecured
convertible loan from a stockholder in the principal amount of
  $100,000, which was due in full on November 1, 2007 with interest at
7%.  The holder of this note has demanded payment and has chosen not to
convert to equity.  Item 4. Submission of Matters to
a Vote of Security Holders  None.  Item 5. Other Information  None.  Item 6. Exhibits  The following exhibits are filed herewith:  Exhibit
No. Description  31.1 Rule 13a-15(e)/15d-15(e) Certification
by the Chief Executive Officer  31.2 Rule 13a-15(e)/15d-15(e) Certification
by the Chief Financial Officer  32.1 Certification by the Chief Executive
Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002  32.2 Certification by the Chief Financial
Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section
906 of the Sarbanes-Oxley Act of 2002  SIGNATURES  In accordance with the requirements of the Exchange Act,
the registrant caused this Report on Form 10-Q to be signed on its behalf by the
undersigned, thereunto duly authorized.     VIEW SYSTEMS, INC. (Registrant)    Date: November 5, 2008  By: /s/ Gunther Than Gunther Than Chief Financial Officer (Principal Executive, Financial and Accounting
Officer)


15