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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549

FORM 10-QSB



|[X]   | Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 
|----- | ----------------------------------------------------------------------------------------
|      | FOR THE QUARTERLY PERIOD ENDED AUGUST 31, 2006                                          
|      |                                                                                         
|      | OR                                                                                      
|      |                                                                                         
|[   ] | Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
|      | For the transition period from to                                                       

COMMISSION FILE NUMBER 000-51198

GLOBAL GREEN SOLUTIONS INC.



|NEVADA                                                         | N/A                                 
|-------------------------------------------------------------- | ------------------------------------
|(State of other jurisdiction of incorporation or organization) | (IRS Employer Identification Number)

609 Granville Street - Suite 880
P.O. Box 10321 Pacific Centre
Vancouver, BC
Canada  V7Y 1G5
(Address of principal executive offices)

(604) 408-0153
Toll Free (866) 408-0153
(Registrant's telephone number, including area code)

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 [X]   No [   ]

The Registrant is a Shell company.     Yes [   ]   No [X]

As of October 16, 2006, the Company had 30,234,371 shares of common stock outstanding.

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PART I.   FINANCIAL INFORMATION

ITEM 1.     Financial Statements

GLOBAL GREEN SOLUTIONS INC.

BALANCE SHEETS
(Unaudited)
(Stated in U.S. Dollars)



|                               | August 31                                               | November 30
|------------------------------ | ------------------------------------------------------- | -----------
|                               | 2006                                                    | 2005       
|ASSETS                         |                                                         |            
|                               |                                                         |            
|Current                        |                                                         |            
|                               | Cash                                                    | $          
|                               | Accounts receivable                                     |            
|                               | Prepaid expenses                                        |            
|                               | Deferred financing costs                                |            
|                               |                                                         | 1,816,332  
|Intangible Asset               |                                                         | 100        
|Computer equipment             |                                                         | 2,426      
|                               |                                                         |            
|                               | $                                                       | 1,818,858  
|                               |                                                         |            
|LIABILITIES                    |                                                         |            
|                               |                                                         |            
|Current                        |                                                         |            
|                               | Accounts payable and accrued liabilities                | $          
|                               |                                                         |            
|Convertible Notes (Note 5, 10) |                                                         | 553,374    
|                               |                                                         |            
|                               |                                                         | 615,285    
|                               |                                                         |            
|STOCKHOLDERS' EQUITY           |                                                         |            
|                               |                                                         |            
|Share Capital (Notes 6, 10)    |                                                         |            
|                               | Authorized:                                             |            
|                               | 100,000,000 Common shares, par value $0.00001 per share |            
|                               | Issued and outstanding:                                 |            
|                               | 27,774,000 Common shares                                |            
|                               |                                                         |            
|Warrants                       |                                                         | 1,155,520  
|Additional Paid In Capital     |                                                         | 2,223,316  
|Accumulated Deficit            |                                                         | (2,175,541)
|                               |                                                         | 1,203,573  
|                               |                                                         |            
|                               | $                                                       | 1,818,858  

The accompanying notes are an integral part of these financial statements.
F-1

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GLOBAL GREEN SOLUTIONS INC.

INTERIM STATEMENT OF OPERATIONS
(Unaudited)
(Stated in U.S. Dollars)



|                                                     |                              | CUMULATIVE       
|---------------------------------------------------- | ---------------------------- | -----------------
|                                                     |                              | PERIOD FROM      
|                                                     |                              | INCEPTION        
|                                                     |                              | JUNE 10, 2003    
|                                                     | THREE MONTHS ENDED           | NINE MONTHS ENDED
|                                                     | AUGUST 31                    | AUGUST 31        
|                                                     | 2006                         | 2005             
|                                                     |                              |                  
|Revenue                                              | $                            | -                
|                                                     |                              |                  
|Expenses                                             |                              |                  
|                                                     | Consulting fees              |                  
|                                                     | Exploration expenditures     |                  
|                                                     | Finders' fees                |                  
|                                                     | Interest and bank charges    |                  
|                                                     | Mineral claim payment        |                  
|                                                     | Office and sundry            |                  
|                                                     | Professional fees            |                  
|                                                     | Project development expenses |                  
|                                                     | Stock-based compensation     |                  
|                                                     |                              |                  
|                                                     |                              | 1,080,009        
|                                                     |                              |                  
|Net Loss For The Period                              | $                            | (1,080,009)      
|                                                     |                              |                  
|Basic And Diluted Loss Per Share                     | $                            | (0.04)           
|                                                     |                              |                  
|Weighted Average Number Of Common Shares Outstanding |                              | 27,702,652       







The accompanying notes are an integral part of these financial statements.
F-2

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GLOBAL GREEN SOLUTIONS INC.

INTERIM STATEMENT OF CASH FLOWS
(Unaudited)
(Stated in U.S. Dollars)



|                                                        |                                                                              |                   | CUMULATIVE      
|------------------------------------------------------- | ---------------------------------------------------------------------------- | ----------------- | ----------------
|                                                        |                                                                              |                   | PERIOD FROM     
|                                                        | THREE MONTHS ENDED                                                           | NINE MONTHS ENDED | INCEPTION       
|                                                        | August 31                                                                    | August 31         | JUNE 10, 2003 to
|                                                        | 2006                                                                         | 2005              | 2006            
|Cash Used In Operating Activities                       |                                                                              |                   |                 
|                                                        | Net loss for the period                                                      | $                 | (1,080,009)     
|Changes In Non-Cash Operating     Working capital Items |                                                                              |                   |                 
|                                                        | Amortization of deferred finance charges                                     |                   | 196,548         
|                                                        | Amortization of debt discount arising from valuation of warrants             |                   | 143,630         
|                                                        | Amortization of beneficial conversion interest arising from convertible debt |                   | 205,720         
|                                                        | Depreciation                                                                 |                   | 167             
|                                                        | Stock-based compensation                                                     |                   | 152,708         
|                                                        | Accounts receivable                                                          |                   | 6,287           
|                                                        | Prepaid expenses                                                             |                   | (7,932)         
|                                                        | Accounts payable and accrued liabilities                                     |                   | 16,007          
|                                                        |                                                                              | (366,874)         |                 
|Cash Flows Used By Investing Activities                 |                                                                              |                   |                 
|                                                        | Purchase of intangible asset                                                 |                   | -               
|                                                        | Computer and office equipment                                                |                   | (35)            
|                                                        |                                                                              | (35)              |                 
|Cash Flows From Financing Activities                    |                                                                              |                   |                 
|                                                        | Issue of share capital                                                       |                   | 500,000         
|                                                        | Stock subscriptions                                                          |                   | (265,000)       
|                                                        | Proceeds from convertible notes                                              |                   | -               
|                                                        | Finders' fees                                                                |                   | -               
|                                                        | Loan payable                                                                 |                   | -               
|                                                        | Amounts due to shareholder                                                   |                   | -               
|                                                        |                                                                              | 235,000           |                 
|                                                        |                                                                              |                   |                 
|Increase (Decrease) In Cash                             |                                                                              | (131,909)         |                 
|                                                        |                                                                              |                   |                 
|Cash, Beginning Of Period                               |                                                                              | 1,354,428         |                 
|                                                        |                                                                              |                   |                 
|Cash, End Of Period                                     | $                                                                            | 1,222,519         | $               

The accompanying notes are an integral part of these financial statements.
F-3

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GLOBAL GREEN SOLUTIONS INC.

STATEMENT OF STOCKHOLDERS' EQUITY

PERIOD FROM INCEPTION, JUNE 10, 2003 TO August 31, 2006
(Unaudited)
(Stated in U.S. Dollars)



|                                                                                                                   | COMMON STOCK |   |       |   |            |               |          |  
|------------------------------------------------------------------------------------------------------------------ | ------------ | - | ----- | - | ---------- | ------------- | -------- | -
|                                                                                                                   |              |   |       |   |            |               |          |  
|                                                                                                                   | Number of    |   |       |   | Additional |               |          |  
|                                                                                                                   | Common       |   | Par   |   | paid in    | Subscriptions |          |  
|                                                                                                                   | Shares       |   | Value |   | capital    |               | Received |  
|                                                                                                                   |              |   |       |   |            |               |          |  
|Shares issued for cash at $0.00001                                                                                 | 20,000,000   | $ | 200   | $ | (150)      | $             | -        | $
|Loss for the period                                                                                                | -            |   | -     |   | -          |               | -        |  
|Balance, November 30, 2003                                                                                         | 20,000,000   |   | 200   |   | (150)      |               | -        |  
|Subscriptions received                                                                                             | -            |   | -     |   | -          |               | 38,500   |  
|Net loss for the year                                                                                              | -            |   | -     |   | -          |               | -        |  
|Balance, November 30, 2004                                                                                         | 20,000,000   |   | 200   |   | (150)      |               | 38,500   |  
|Shares issued for cash at $0.10 on January 5, 2005                                                                 | 4,080,000    |   | 40    |   | 101,960    |               | (38,500) |  
|Net loss for the year                                                                                              | -            |   | -     |   | -          |               | -        |  
|Balance, November 30, 2005                                                                                         | 24,080,000   |   | 240   |   | 101,810    |               | -        |  
|Shares issued as finders' fees on April 3, 2006                                                                    | 150,000      |   | 2     |   | 119,998    |               | -        |  
|Shares issued for cash at $0.05 on May 3, 2006                                                                     | 2,000,000    |   | 20    |   | 99,980     |               | -        |  
|Shares issued as finder's fees in connection with convertible debt on May 3, 2006                                  | 450,000      |   | 5     |   | 323,995    |               | -        |  
|Fair value of warrants issued as finders' fees in connection with convertible debt on May 5, 2006                  | -            |   | -     |   |            |               | -        |  
|Stock-based compensation                                                                                           | -            |   | -     |   | 406,663    |               | -        |  
|Beneficial conversion interest arising from convertible debt                                                       | -            |   | -     |   | 822,881    |               | -        |  
|Fair value of warrants issued in connection with convertible debt                                                  | -            |   | -     |   |            |               | -        |  
|Shares and fair value of warrants issued for cash at $0.50, net of share issuance costs of $47,000 on June 7, 2006 | 1,000,000    |   | 10    |   | 313,990    |               | -        |  
|Shares and fair value of warrants issued as finders' fees on June 7, 2006                                          | 94,000       |   | 1     |   | 33,999     |               | -        |  
|Net loss for the period                                                                                            | -            |   | -     |   | -          |               | -        |  
|Balance, August 31, 2006                                                                                           | 27,774,000   | $ | 278   | $ | 2,223,316  | $             | -        | $
|                                                                                                                   |              |   |       |   |            |               |          |  

The accompanying notes are an integral part of these financial statements
F-4

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|GLOBAL GREEN SOLUTIONS INC.             
|----------------------------------------
|(formerly HIGH GRADE MINING CORPORATION)
|(A Development Stage Company)           
|                                        
|NOTES TO INTERIM FINANCIAL STATEMENTS   
|                                        
|August 31, 2006                         
|(Unaudited)                             
|(Stated in U.S. Dollars)                
|                                        
|1.                                      
|                                        
|                                        
|                                        
|                                        
|                                        
|                                        
|                                        
|                                        
|                                        
|                                        
|2.                                      
|                                        
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|3.                                      
|                                        
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|                                        
|                                        
|4.                                      
|                                        
|                                        
|Computer Equipment                      

F-5

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|GLOBAL GREEN SOLUTIONS INC.             
|----------------------------------------
|(formerly HIGH GRADE MINING CORPORATION)
|(A Development Stage Company)           
|                                        
|NOTES TO INTERIM FINANCIAL STATEMENTS   
|                                        
|August 31, 2006                         
|(Unaudited)                             
|(Stated in U.S. Dollars)                
|                                        
|5.                                      
|                                        
|                                        
|                                        
|                                        
|                                        
|                                        
|                                        
|                                        
|                                        
|                                        
|                                        
|                                        
|6.                                      
|                                        
|                                        
|                                        
|                                        
|                                        
|                                        

F-6

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|GLOBAL GREEN SOLUTIONS INC.             
|----------------------------------------
|(formerly HIGH GRADE MINING CORPORATION)
|(A Development Stage Company)           
|                                        
|NOTES TO INTERIM FINANCIAL STATEMENTS   
|                                        
|August 31, 2006                         
|(Unaudited)                             
|(Stated in U.S. Dollars)                
|                                        
|6.                                      
|                                        
|                                        
|                                        
|                                        
|                                        
|7.                                      
|                                        
|                                        
|                                        
|8.                                      
|                                        
|                                        
|                                        
|                                        
|                                        
|                                        
|                                        
|9.                                      
|                                        
|                                        
|                                        
|                                        

F-7

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|GLOBAL GREEN SOLUTIONS INC.             
|----------------------------------------
|(formerly HIGH GRADE MINING CORPORATION)
|(A Development Stage Company)           
|                                        
|NOTES TO INTERIM FINANCIAL STATEMENTS   
|                                        
|August 31, 2006                         
|(Unaudited)                             
|(Stated in U.S. Dollars)                
|                                        
|9.                                      
|                                        
|                                        
|                                        
|                                        
|                                        
|                                        
|                                        
|                                        
|                                        
|                                        
|                                        
|                                        



F-8

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|GLOBAL GREEN SOLUTIONS INC.             
|----------------------------------------
|(formerly HIGH GRADE MINING CORPORATION)
|(A Development Stage Company)           
|                                        
|NOTES TO INTERIM FINANCIAL STATEMENTS   
|                                        
|August 31, 2006                         
|(Unaudited)                             
|(Stated in U.S. Dollars)                
|                                        
|9.                                      
|                                        
|                                        
|                                        
|                                        
|                                        
|                                        
|                                        
|                                        
|                                        
|10.                                     
|                                        
|                                        
|                                        
|                                        
|                                        
|                                        
|                                        
|                                        
|                                        
|                                        
|                                        
|                                        
|                                        
|                                        

F-9

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|GLOBAL GREEN SOLUTIONS INC.             
|----------------------------------------
|(formerly HIGH GRADE MINING CORPORATION)
|(A Development Stage Company)           
|                                        
|NOTES TO INTERIM FINANCIAL STATEMENTS   
|                                        
|August 31, 2006                         
|(Unaudited)                             
|(Stated in U.S. Dollars)                
|                                        
|10.                                     
|                                        
|                                        
|                                        
|                                        
|                                        
|                                        

















F-10

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ITEM 2.     MANAGEMENT DISCUSSION AND ANALYSIS

Overview

Greenhouse Gas (GHG) is a term used to describe gases harmful to the environment when emitted into the atmosphere.  The Company's objective is the application of our solutions, technologies and services to reduce GHG emissions from oil and gas facilities and the development of projects designed for the production of bio-fuels and the sequestration of CO2. With regard to oil and gas facilities, we specifically target emissions reduction projects in the oil and gas, production, processing and pipeline transportation sector, mainly for companies and operators with aging facilities.

Emission reduction projects produce three significant benefits, namely:



|- | Loss reduction financial benefits whereby reducing methane gas operational leakage increases sales revenues for the oil and gas operating company                              
|- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|- | Sustained methane gas emission reductions into the atmosphere. Methane is one of the largest contributors to global warming and a key target for greenhouse gas reduction.     
|- | Global Carbon Credits. The reduction in methane emissions has a financial value which can be traded as a Carbon Credit and emissions allowance to other companies or countries.

Plan of Operation

We acquired the assets, know-how, experience and proprietary methodologies of Sealweld International, including service contracts with their key employees.  As part of the assets of Sealweld International we acquired a service contract to carry out a project in the Ukraine led by the United States Environmental Protection Agency - Methane to Markets Program.

Since December 2005, we have invested in business development, sales and marketing activities and are presently negotiating contracts with government owned oil and gas companies in Europe, Central Asia and Latin America.

On October 2, 2006 the Company entered into an agreement with Pagic LP, Valcent Products Inc., and West Peak Ventures of Canada Limited.  Under the agreement, Valcent and Global Green Solutions Inc. will jointly participate in the development of a patent pending, bio mass system to produce hydrocarbons while sequestering CO2,by growing certain algae. The agreement is to be the basis for a contract between Global Green and Valcent which will be the governing document for the new venture. This technology broadens the Company's approach to mitigating greenhouse gases. A pilot project to demonstrate the commercial feasibility of the technology is being built in El Paso, Texas. The plant is expected to be operational by July 2007. The pilot plant has an estimated cost of $2,500,000, which is to be provided by Global Green Solutions Inc.  The Company expects to raise these funds through the sale of securities and loan instruments.

The Company's milestones are as follows:





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For the fiscal year ending November 30, 2006

Recruit experienced President and CEO familiar with targeted oil and gas industry, global customers and general management processes.

Recruit experienced Vice President Marketing and Technology familiar with large project sales and operations and bringing new technologies and solution sets to market.

Develop a strategy and business plan for GGS identifying target opportunities, required skills, processes and technologies, and unique competitive value

Register Global Green Solutions Ltd. in England (UK) as a wholly owned subsidiary of Global Green Solutions Inc.

Establish an office in London, UK to provide business development, marketing and operational support for UK government sponsored projects.

Establish an office in Brussels, Belgium to provide business development and marketing for European Union (EU) sponsored programs.

Establish an office in the San Diego, California, USA to provide business development and marketing for US and the State of California sponsored programs.

Complete Phase I demonstration project in the Ukraine funded under an International Utility Efficiency Partnership, US Methane to Markets Program grant. Grant was provided to study greenhouse gas measurement and reduction on natural gas high pressure pipeline transportation systems.

Sign Memorandum of Understanding with state owned Oil and Gas Companies in Latin America for the joint development of feasibility studies and pilot projects to implement greenhouse gas emissions reduction projects in oil and gas facilities and pipelines. Projects implemented under the US Methane to Markets Program or other global mechanisms.

Secure funding grant from the International Energy Utilities Partnership, US Methane to Markets Program or other global mechanism to study greenhouse gas measurement and reduction across expanded sections of Latin American natural gas high pressure pipeline transportation systems.

Evaluate latest generation of gas emission detection and measurement technologies for possible acquisition, licensing or alliance partnering.

For the fiscal year ending November 30, 2007

Secure Phase II funding grant from International Utility Efficiency Partnership, US Methane to Markets Program or other global mechanisms, to carry out studies of potential greenhouse gas emission reductions across expanded sections of natural gas, high pressure, pipeline transportation systems in Europe and Central Asia.



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Commence implementation of the Phase II Ukraine project funded under an International Utility Efficiency Partnership, US Methane to Markets Program or other global mechanism. Project to implement greenhouse gas measurement and reduction across expanded sections of Ukraine natural gas, high pressure, pipeline transportation systems.

Determine commercial viability of CO2 bio sequestration technology.

Determine commercial viability of a unique combustion technology utilizing agricultural waste to generate steam, targeting heavy oil companies.

Explore the development of a consortium of strategic alliance partners related to carbon storage and gas emissions re-injection for oil and gas reservoirs.

Explore feasibility of Carbon Development Mechanism projects in Southern Africa related to the GHG emissions reduction in the oil and gas industry.

Results of Operations

Revenues

No revenue was generated in the quarter ended August 31, either in 2006 or 2005.  In the nine months since the previous year end, November 30, 2005, the Company received $152,000 to complete a demonstration project in the Ukraine, funded under an International Utility Efficiency Partnership, US Methane to Markets Program grant. The grant was provided to study greenhouse gas measurement and reduction on natural gas high pressure pipeline transportation systems.

We currently rely on the sale of securities and loan instruments to fund operations.  To become profitable and competitive, we must generate revenue from our greenhouse gas emissions reduction operations and other greenhouse gas initiatives.

Expenses

Expenses for the current quarter increased by $1,055,130 over the same quarter in the previous year.  This increase resulted primarily from the following:



|- | Project development expenses as the Company expanded its international operations in pursuit of contracts to reduce greenhouse gas emissions - $174,044                                                                                                                                                                                                        
|- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|- | Consulting fees paid in support of the Company's expanded scope of operations - $109,416                                                                                                                                                                                                                                                                       
|- | Finders' fees - the estimated fair value of common stock, warrants and cash issued and paid in consideration of services rendered locating certain purchasers for the Company's common shares and convertible notes and for facilitating the acquisition of the assets, know-how, experience and proprietary methodologies of Sealweld International - $196,548
|- | Interest and bank charges, mainly interest expense resulting from amortization of the debt discount and the beneficial conversion interest arising from the convertible debt - $357,651 increase                                                                                                                                                               
|- | Professional fees mainly related to regulatory filings, drafting of various consulting agreements, and the issuance of convertible debt - $40,618 increase                                                                                                                                                                                                     

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|- | Stock-based compensation which is the estimated value of common stock purchase options granted to various consultants and service providers - $152,708
|- | ------------------------------------------------------------------------------------------------------------------------------------------------------

Expenses in the nine month period since the November 30, 2005 year end relate mainly to the Company's efforts to establish contracts to reduce greenhouse gas emissions, primarily in the oil and gas, production, processing and pipeline transportation sector. Along with those efforts, the Company has increased its business development initiatives to establish related operations, an example of which is the agreement with Valcent Products Inc., et al, referred to in the Plan of Operation section above.

Liquidity and Capital Resources

As of August 31, 2006, the Company had total assets of $1,818,858, total liabilities of $615,285, and a deficit of $2,175,541.  This compares to total assets of $28,808, total liabilities of $2,436, and a deficit of $75,678 at August 31, 2005 and total assets of $23,173, total liabilities of $11,112 and a deficit of $89,989 at the previous year end, November 30, 2005. The change in assets and liabilities since August 31, 2005 and the November 30, 2005 year end are primarily due to financings that the company undertook, issuing both convertible debt and equity.

Cash and Working Capital

The Company had cash of $1,222,519 as of August 31, 2006, compared to cash of $1,354,428 as of May 31, 2006, the end of the previous quarter. It had cash of $28,808 as of August 31, 2005, and $23,173 as of November 30, 2005, the prior year end. The Company had working capital of $1,201,047 as of August 31, 2006, compared to $1,893,216 at the end of the previous quarter, $12,061 at the end of the previous year, and $26,372 as of August 31, 2005. The decrease in working capital in the current quarter ($692,000) is primarily a result of cash used in operations ($367,000), amortization of debt discount, beneficial conversion interest arising from convertible debt, and deferred financing fees ($546,000), offset by cash received for share capital issued ($235,000).

Under our current business plan, we will not require additional financing this fiscal year to fund ongoing business efforts that specifically target emissions reduction projects in the oil and gas, production, processing and pipeline transportation sector.  Additional financing of approximately $2,500,000 will be required before the end of 2006 to fund the pilot project being built as part of the Company's agreement with Valcent Products Inc., et al, as described in the Plan of Operation section above.

Cash Used in Operating Activities

Cash used in operating activities increased to $366,874 for the three months ended August 31, 2006 and $821,241 for the nine months ended August 31, 2006, compared to $12,985 for the three months ended August, 2005 and $54,979 for the year ended November 30, 2005. These changes are attributable to the vastly increased scope of work, on a year over year basis, in pursuit of contracts for the reduction of greenhouse gas emissions.  The cash used in operating activities came primarily from convertible debt and equity sales of our common shares.



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Investing Activities

Cash used in investing activities was effectively nil for the three months ended August 31, 2006 compared to nil for the three months ended August 31, 2005 and nil for the year ended November 30, 2005. For the nine months ended August 31, 2006, cash used in investing activities was $4,413, for computers and office equipment.

Financing Activities

Cash provided by financing activities was $235,000 for the three months ended August 31, 2006 compared to $nil for the three months ended August 31, 2005 and $39,537 for the year ended November 30, 2005.. Cash provided by financing activities in 2006 resulted from convertible debt, share issuances and stock subscriptions, less related Finder's fees of $75,000 paid in cash. Cash was also used to repay amounts due to a shareholder totaling $223,124.

Until we secure revenue-generating contracts for the reduction of greenhouse gas emissions, we anticipate continuing to rely on equity sales of our common stock or issuance of debt in order to continue to fund our business operations.

On May 5, 2006, the Company issued a total of $1,500,000 in convertible notes. The convertible debentures, with principal and accrued interest at 8% per year are convertible into common stock at the option of the holder.  The notes mature on May 5, 2007.  On May 3, 2006, the Company issued 2,000,000 common shares for total proceeds of $100,000.

On June 7, 2006, the Company issued 1,000,000 units at a price of $0.50 per unit for a total $500,000. The Company issued a further 94,000 units as finders' fees in this private placement.  As at May 31, 2006, the Company had received $265,000 of subscriptions for this unit offering. The units were priced at $0.50 each. Each unit consisted of one restricted share of common stock and one warrant.  Two warrants are convertible into one restricted share of common stock upon payment of the exercise price of $0.75.  The warrants expire on June 7, 2008.

On September 29, 2006, the Company issued 400,000 units at a price of $0.50 per unit for a total $200,000. The Company issued a further 20,000 units and paid $10,000 in cash in consideration of services rendered in locating the purchasers of its units in this private placement.  Each unit consisted of one restricted share of common stock and one warrant.  Two warrants are convertible into one restricted share of common stock upon payment of the exercise price of $0.75.  The warrants expire on September 29, 2008.

Going Concern

Our financial statements have been prepared on a going concern basis, which assumes the realization of assets and settlement of liabilities in the normal course of business. Our ability to continue as a going concern is dependent upon our ability to generate profitable operations in the future and/ or to obtain the necessary financing to meet our obligations and repay our liabilities arising from normal business operations when they become due. The outcome of these matters cannot be predicted with any certainty at this time and raises substantial doubt that we will be able to continue as a going concern. Our financial statements do not include any adjustments to the amount and classification of assets and liabilities that may be necessary should we be unable to continue as a going concern.

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ITEM 3.     CONTROLS AND PROCEDURES

(a)  Evaluation of Disclosure Controls and Procedures: Disclosure controls and procedures are designed to ensure that information required to be disclosed in the reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported, within the time period specified in the SEC's rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed in the reports filed under the Exchange Act is accumulated and communicated to management, including the Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure. As of the end of the period covered by this report, we carried out an evaluation, under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures. Based upon and as of the date of that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures are effective in ensuring that information required to be disclosed in the reports submitted under the Exchange Act is recorded, processed, summarized and reported as and when required.

(b)  Changes in Internal Control over Financial Reporting: There were no changes in our internal controls or in other factors that could affect these controls subsequent to the date of their evaluation, including any deficiencies or material weaknesses of internal controls that would require corrective action.

PART II - OTHER INFORMATION

ITEM 2.     UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.

1.     On May 5, 2006, we completed the following private placements of securities.

We issued Convertible Notes in the aggregate amount of $750,000 due and payable on May 5, 2007 together with interest at the rate of 8% per annum compounded annually.  Attached to the Convertible Notes were 700,000 Class A Warrants and 700,000 Class B Warrants.  Each Class A Warrant is convertible into one share of common stock upon the payment of the price of $0.75 per warrant.  The Class A Warrants expire two years from May 5, 2006.  Each Class B Warrant is convertible into one restricted share of common stock upon the payment of the price of $1.25 per warrant.  The Class B Warrants expire two years from May 5, 2006.  At the election of the holder, the Convertible Notes are convertible into one restricted share of common stock at the lesser of (i) $0.75 advanced or (ii) seventy percent (70%) of the average five closing bid prices of our common stock as reported by Bloomberg L.P. for the five trading days preceding the election to convert.  The lowest possible conversion price is $0.19.  Conversion of the Convertible Notes does not affect the Class A Warrants and Class B Warrants.  There were a total of three purchasers.

We sold to Pinetree Resource Partnership, Sheldon Inwentash and Pasquale Di Capo, all of Ontario, Canada, 2,000,000 restricted shares of common stock at a price of $0.05 per share for a total $100,000.



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We issued PowerOne Capital Markets Limited, Toronto, Ontario, Canada, 450,000 restricted shares of common stock and 200,000 warrants with an exercise price of $0.50 per warrant.  Each warrant is convertible into one restricted share of common stock.  The exercise period is two years from May 5, 2006.  The consideration for the restricted shares of common stock and the warrants was services rendered by PowerOne Capital Markets Limited in locating certain purchasers for our Convertible Notes.

We issued West Hastings Limited, 300,000 warrants with an exercise price of $0.10 per warrant.  Each warrant is convertible into one restricted share of common stock.  The exercise period is two years from May 5, 2006.  We also issued to West Hastings Limited, 200,000 warrants with an exercise price of $0.50 per warrant.  Each warrant is convertible into one restricted share of common stock.  The exercise period is two years from May 5, 2006.  We also paid West Hastings Limited $75,000 in cash.  The consideration for the cash and warrants was services rendered by West Hastings Limited in locating certain purchasers of our Convertible Notes.

For the foregoing transactions, we relied on Reg. S of the Securities Act of 1933.  Each purchaser was a non-U.S. person as described in Reg. S and each transaction took place outside the United States of America.

2.     On May 5, 2006, we completed the following private placements of securities.

We issued Convertible Notes in the aggregate amount of $750,000 due and payable on May 5, 2007 together with interest at the rate of 8% per annum compounded annually.  Attached to the Convertible Notes were 700,000 Class A Warrants and 700,000 Class B Warrants.  Each Class A Warrant is convertible into one restricted share of common stock upon the payment of the price of $0.75 per warrant.  The Class A Warrants expire two years from May 5, 2006.  Each Class B Warrant is convertible into one restricted share of common stock upon the payment of the price of $1.25 per warrant.  The Class B Warrants expire two years from May 5, 2006.  At the election of the holder, the Convertible Notes are convertible into one restricted share of common stock at the lesser of (i) $0.75 advanced or (ii) seventy percent (70%) of the average five closing bid prices of our common stock as reported by Bloomberg L.P. for the five trading days preceding the election to convert.  The lowest possible conversion price is $0.19.  Conversion of the Convertible Notes does not affect the Class A Warrants and Class B Warrants.  The notes, Class A Warrants and Class B Warrants were sold outside of the United States of America to three non-U.S. persons.  Each of the purchasers was an accredited investor.  We relied upon the exemption from registration contained in Reg. 506 of the Securities Act of 1933.  A Form D was filed with the SEC.

3.     On June 7, 2006, we completed the following private placement of securities.

We issued 1,000,000 units at a price of $0.50 per unit for a total $500,000. We issued a further 94,000 units in consideration of services rendered in locating certain purchasers of our common stock in this private placement.  Each unit consisted of one restricted share of common stock and one warrant.  Two warrants are convertible into one restricted share of common stock upon payment of the exercise price of $0.75.  The warrants expire on June 7, 2008.





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4.     On September 28, 2006, Alpha Capital converted its promissory note in the amount of $50,000 plus interest of $1,600 into 106,832 shares of common stock.   On September 28, 2006, Platinum Partners Value Arbitrage Fund LP converted its promissory note in the amount of $50,000 plus interest of $1,600 into106,832 shares of common stock.  On September 28, 2006, Monarch Capital converted its promissory note in the amount of $50,000 plus interest of $1,600 into 106,832 shares of common stock.

5.     On September 29, 2006 we sold 400,000 units to two investors in consideration of $200,000.  Each unit was comprised on one share of common stock and one warrant to acquire an additional share of common stock.  The exercise of two warrants and the payment of $0.75 will allow the holder to acquire one share of common stock.  The warrants expire on September 29, 2008.

6.     On September 29, 2006 we paid Bolder Investment Partners Ltd. $10,000 and issued it 20,000 units.  Each unit was comprised on one share of common stock and one warrant to acquire an additional share of common stock.  The exercise of two warrants and the payment of $0.75 will allow Bolder Investment Partners Ltd. to acquire one share of common stock.  The warrants expire on September 29, 2008.  The $10,000 fee and the 20,000 units were paid to Bolder Investment Partners as compensation for introducing us to the two investors that acquired the 400,000 units.

7.     On October 4, 2006, Sheldon Inwentash converted his promissory note in the amount of $187,500  plus interest of $6,082.19 into 363,876 shares of common stock.  On October 4, 2006, Pinetree Resources Partnership converted its promissory note in the amount of $187,500 plus interest of $6,082.19 into 363,876 shares of common stock.  On October 4, 2006, Pasquale Di Capo converted his promissory note in the amount of $187,500  plus interest of $6,082.19 into 363,876 shares of common stock.

8.     On October 4, 2006, West Hastings Limited exercised its warrants and was issued 264,371 shares of common stock.  The exercise was cashless.

9.     On October 6, 2006, Pinetree Resources Partnership converted its promissory note in the amount of $187,500 plus interest of $6,082.19 into 363,876 shares of common stock.

10.     On May 29, 2006, we formally terminated our mineral exploration program in order to devote full efforts to our business of greenhouse gas emissions reduction.

ITEM 6.     EXHIBITS.

The following exhibits are incorporated by reference form the Company's Form SB-2 registration statement, SEC File No. 333-hereto:



|Exhibit No. | Document Description                                                                                                                                                                                                                                   
|----------- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|10.1        | Agreement entered into on April 27, 2006 with Arnold R. Hughes (herein incorporated by reference from the Company's report on Form SB-2 dated June 19, 2006 and filed with the Securities and Exchange Commission on June 19, 2006).                   
|10.2        | First agreement entered into on April 27, 2006 with MCSI Consulting Services Inc. (herein incorporated by reference from the Company's report on Form SB-2 dated June 19, 2006 and filed with the Securities and Exchange Commission on June 19, 2006).

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|10.3 | Second agreement entered into on April 27, 2006 with MCSI Consulting Services Inc. (herein incorporated by reference from the Company's report on Form SB-2 dated June 19, 2006 and filed with the Securities and Exchange Commission on June 19, 2006).                              
|---- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|10.4 | Agreement entered into on June 13, 2006, effective May 1, 2006, with Sigma Consult bvba and James Douglas Frater (herein incorporated by reference from the Company's report on Form SB-2 dated June 19, 2006 and filed with the Securities and Exchange Commission on June 19, 2006).

The following Exhibits are attached hereto:



|Exhibit No. | Document Description                                                                                                                                      
|----------- | ----------------------------------------------------------------------------------------------------------------------------------------------------------
|10.1        | Amendment to Consulting Agreement with Windstone Financial Corp.                                                                                          
|10.2        | Office Sublease Agreement between MCSI Consulting Services Inc.                                                                                           
|10.3        | Consulting Agreement with MCSI Consulting Services Inc.                                                                                                   
|31.1        | Certification of Chief Executive Officer pursuant to Rule 13a-14(a) and Rule 15d-14(a), promulgated under the Securities Exchange Act of 1934, as amended.
|31.2        | Certification of Chief Financial Officer pursuant to Rule 13a-14(a) and Rule 15d-14(a), promulgated under the Securities Exchange Act of 1934, as amended.
|32.1        | Certification of Chief Executive Officer Pursuant To 18 U.S.C. Section 1350, as adopted pursuant to Section 302 Of The Sarbanes-Oxley Act of 2002.        
|32.2        | Certification of Chief Financial Officer Pursuant To 18 U.S.C. Section 1350, as adopted pursuant to Section 302 Of The Sarbanes-Oxley Act of 2002.        





















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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 on this 16th day of October, 2006.



| | GLOBAL GREEN SOLUTIONS INC.
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