Exhibit
      31.1




**Certification**





I,
      Joseph
      Restivo, certify that:





1.
            I
                have reviewed this annual report on Form 10-K of GVI Security Solutions,
                Inc.;





2.
            Based
                on my knowledge, this annual 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
                annual report;





3.
            Based
                on my knowledge, the financial statements, and other financial information
                included in this annual 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 annual
                report;





4.
            The
                registrant’s other certifying officers 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) 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 annual 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 conclusion 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 that
      has materially effected, or is reasonably likely to materially effect, the
      registrant’s internal controls over financial reporting;





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





(a)  all
      significant deficiencies in the design or operation of internal controls over
      financial reporting that are reasonably likely to adversely effect 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 controls over financial
      reporting.





Dated:
                March 24, 2008
            
            /s/
                Joseph RestivoJoseph
                RestivoChief
                Financial Officer