U.S.
Securities and Exchange Commission Washington, D.C. 20549 ____________________ FORM
10-Q ____________________ (Mark One) x QUARTERLY REPORT PURSUANT
TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934  For the quarterly period ended June 30, 2008.   ̈ TRANSITION REPORT PURSUANT
TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT  For the transition period from N/A to N/A ____________________  Commission File No. ____________________  GLOBAL WARMING SOLUTIONS, INC. (Exact Name of Registrant as specified in
its charter)  Oklahoma 73-1561189 State of Incorporation IRS Employer
Identification No.  1200 Smith Street, Suite 1600
Houston, Texas 77002-4403(Address of principal executive
offices) (713) 353-4676 (Registrants telephone number)    Indicate by check mark
whether the Registrant (1) has filed all reports required 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  o     No  x  Indicate by check mark
whether the Registrant is a large accelerated filer, an accelerated filer, or a
nonaccelerated filer. See definition of accelerated filer and large
accelerated filer in Rule 12b2 of the Exchange Act. (Check one):  Large accelerated
filer   ̈                    Accelerated
filer   ̈                    NonAccelerated
filer   ̈ Small Business Issuer  x   Indicate by check mark
whether the registrant is a shell company (as defined in Rule 12b2 of the
Exchange Act).  Yes  x    No   ̈  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  October 7,
 2008Common stock, $0.001 par value

63,605,000     1   GLOBAL WARMING SOLUTIONS, INC. INDEX
TO FORM 10-Q FILING FOR
THE THREE AND SIX MONTHS ENDED JUNE 30, 2008  TABLE OF CONTENTS  PART I FINANCIAL INFORMATION PAGE         Page NumbersPART
I - FINANCIAL INFORMATIONItem 1.

Financial
Statements (unaudited)(a)

Balance Sheets as of June 30,
2008 and December 31, 2007

3(b)

Statements of Operations

4(c)

Statement of Cash Flows

5(d)

Notes
to Condensed consolidated Financial Statements

6Item 1A.

Risk Factors

10Item 2.

Management
Discussion & Analysis of Financial Condition and Results of
Operations

14Item 3.

Quantitative and Qualitative
Disclosures About Market Risk

22Item 4.

Controls and Procedures

22PART II
- OTHER INFORMATIONItem 1.

Legal Proceedings

23Item 2.

Unregistered Sales of Equity
Securities and Use of Proceeds

23Item 3.

Defaults Upon Senior
Securities

23Item 4.

Submission of Matters to a Vote
of Security Holders

23Item 5.

Other information

23Item 6.

Exhibits

23   CERTIFICATIONS  Exhibit 31  Management
certification...25-28  Exhibit 32  Sarbanes-Oxley
Act.29-30   2      PART I  FINANCIAL INFORMATION  ITEM 1  FINANCIAL
STATEMENTS  GLOBAL WARMING SOLUTIONS, INC. (A Development Stage Company) BALANCE SHEETS  June 30,
2008
(unaudited)

December 31,2007ASSETSCurrent
AssetsCash

$
66,478

$
157,061Total
Current Assets


66,478


157,061Other
AssetsHybrid Engine


512,750


512,750Total Other
Assets


512,750


512,750Total
 Assets

$
579,288

$
669,811LIABILITIES
AND STOCKHOLDERS EQUITYLIABILITIESConvertible Note
Payable

$
-

$
-Total
Liabilities


-


-STOCKHOLDERS
EQUITY100,000,000 common shares authorized,
$0.001 par value, 63,605,000 and
62,505,000 shares issued and
December 31, 2007 respectively


63,605


62,505Additional Paid in
Capital


1,861,145


982,245Deficit
Accumulated During Development Stage


(1б345,522)


(374,939)Total
Stockholders Equity


579,228


669,811TOTAL
LIABILITIES AND STOCKHOLDERS EQUITY

$
579,228

$
669,811   3   GLOBAL WARMING SOLUTIONS, INC. (A Development Stage Company) STATEMENTS OF OPERATIONS (Unaudited)  For the
Three Months
Ended
June 30,
2008


For the
Three Months
Ended
June 30,
2007


For the
Six Months
Ended
June 30,
2008


For the
Six Months
Ended
June 30,
2007


From
Inception
March 1,
1999 through
June 30,
2008REVENUES:Revenues

$
-

$
-

$
-

$
-

$
-Total
Revenues


-


-


-


-


-Operating
Expenses:Administrative
Expense


34,836


227,000


90,583


227,000


465,522Wave technology


800,000


-


800,000


-


800,000Service expenses


-


-


80,000


-


80,000Total
Expenses


834,836


227,000


970,583


227,000


1,345,522Loss Before Income
Taxes


(834,836)


(227,000)


(970,583)


(227,000)


(1,345,522)Provision for Income
Taxes


-


-


-


-


-Net (Loss)

$
(834,836)

$
(227,000)

$
(970,583)

$
(227,000)

$
(1,345,522)Basic and Diluted Earnings
(Loss) per Share

$
(0.01)

$
(0.00)

$
(0.02)

$
(0.01)Weighted Average Number of
Common Shares


62,824,780


46,808,066


63,251,703


23,841,033  4    GLOBAL WARMING SOLUTIONS, INC. (A Development Stage Company) STATEMENT OF CASH FLOWS (Unaudited)  For the
Three  Months
Ended
June 30,
2008

For the Six  Months
Ended
June 30,
2008

From Inception
March 1,
1999 through
June 30,
2008OPERATING
ACTIVITIES:Net loss

$
(970,583)

$
(55,000)

$
(1,345,522)Stock issued for wave
technology


800,000


-


800,000Stock issued for
services


80,000


-


142,000TOTAL CASH FLOW USED IN
OPERATING ACTIVITIES


(90,583)


(55,000)


(403,522)INVESTING
ACTIVITIES:Net cash used in investing
activitiesHybrid Engine


-


-


(75,000)TOTAL CASH FLOW FROM
INVESTING ACTIVITIES


-


-


(75,000)FINANCING
ACTIVITIES:Proceeds from convertible
note payable


-


-


220,000Proceeds from issuance of
Common Stock


-


55,000


325,000TOTAL CASH FLOW FROM
FINANCING ACTIVITIES


-


55,000


545,000Net
increase in cash


(90,583)


-


66,478Cash
at beginning of period


157,061


-


-Cash
at end of period

$
66,478

$
-

$
66,478Supplemental
InformationCash
paid for interest

$
-

$
-

$
-Cash
paid for taxes

$
-

$
-

$
-Non
Cash Transactions:Repayment
of debt through issuance of common stock

$
-

$
-

$
220,000Stock
issued for technology

$
800,000

$
-

$
1,237,750   5   GLOBAL WARMING SOLUTIONS, INC. (A
Development Stage Company) NOTES
TO FINANCIAL STATEMENTS June 30,
2008   1. DESCRIPTION OF BUSINESS AND BASIS OF
PRESENTATION  Global
Warming Solutions, Inc. (the Company) (formerly Southern Investments Inc.) is
a development stage company incorporated in the State of Oklahoma in March 1999.
 The Company has had minimal operations since its inception.  The
Companys main activities have been organizational, directed at acquiring its
principal assets, raising its initial capital and developing its business plan.
 The Companys intended business is to develop and commercialize
technologies that help mitigate Global Warming and its effect on our planet.
 The Company targets three areas that help reduce the extent of Global
Warming and fight issues that have arisen in consequence: Clean Energy, Carbon
Control and Water Purification.  Current climate models predict that global
temperatures will rise sharply over the next century.  The increase in
temperatures can be slowed or eliminated by decreasing the amounts of greenhouse
gases released into the Earths atmosphere.  Global Warming Solutions, Inc.
seeks to leverage its experience and management to help make a difference in the
fight for climate control.  The
accompanying unaudited condensed consolidated financial statements of Global
Warming Solutions, Inc. have been prepared in accordance with generally
accepted accounting principles (GAAP), pursuant to the rules and
regulations of the Securities and Exchange Commission, and are unaudited.
Accordingly, they do not include all the information and footnotes required by
GAAP for complete financial statements. In the opinion of management, all
adjustments (which include only normal recurring adjustments) necessary for a
fair presentation of the results for the interim periods presented have been
made. The results for the six month period ended June 30, 2008, may not be
indicative of the results for the entire year. These financial statements should
be read in conjunction with the Companys Form 10/A filed with the SEC on July
8, 2008.  2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES  Cash
and cash equivalents  The
Company considers all highly liquid investments purchased with an original
maturity of three months or less to be cash equivalents.  Use
of Estimates  The
preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect the reported amounts of assets and liabilities and disclosures of
contingent assets and liabilities at the date of the financial statements and
the reported amounts of revenues and expenses during the reporting period.
 Actual results could differ from those estimates.  6    Income Taxes  Income
taxes are provided in accordance with Statement of Financial Accounting
Standards No. 109 (SFAS 109), Accounting for Income Taxes.  A deferred tax
asset or liability is recorded for all temporary differences between financial
and tax reporting and net operating loss carryforwards.  Deferred tax
expense (benefit) results from the net change during the year of deferred tax
assets and liabilities.  Deferred tax assets are reduced by a valuation allowance when, in
the opinion of management, it is more likely than not that some portion or all
of the deferred tax assets will be not realized.  Deferred tax assets and
liabilities are adjusted for the effects of changes in tax laws and rates on the
date of enactment.  Stock-based Compensation  In
December 2004, FASB issued SFAS No. 123R, Share Based Payment. SFAS No 123R
establishes the accounting for grants of stock options and other transactions in
which an entity exchanges its equity instruments for goods or services.  It
also addresses transactions in which an entity incurs liabilities in exchange
for goods or services that are based on the fair value of the entitys equity
instruments or that may be settled by the issuance of those equity instruments.
 SFAS No. 123R (1) revises SFAS No. 123, Accounting for Stock-Based
Compensation,  (2)  supersedes Accounting Principles Bulletin (APB)
Opinion No. 25, Accounting for Stock Issued to Employees, and (3) establishes
fair value as the measurement objective for share-based payment transactions  Basic and diluted net loss per Share  Net
loss per share is calculated in accordance with the Statement of Financial
Accounting Standards No. 128 (SFAS No 128), Earnings Per Share.  Basic
net loss per share is based upon the weighted average number of common shares
outstanding.  Diluted net loss per share is based on the assumption that
all dilutive convertible shares and stock options were converted or exercised.
 Dilution is computed by applying the treasury stock method.  Under
this method, options and warrants are assumed to be exercised at the beginning
of the period (or at the time of issuance, if later) and as funds obtained
thereby were used to purchase common stock at the average market price during
the period.  Development Stage Enterprise  The
Company is a development stage enterprise, as defined in Financial Accounting
Standards Board No. 7.  The Companys planned principal operations have not
fully commenced.  7    3. GOING CONCERN  The
accompanying financial statements have been prepared on a going concern basis,
which contemplates the realization of assets and the satisfaction of liabilities
in the normal course of business.  The Company has incurred net losses from
inception to June 30, 2008 of $1,345,522.  Losses
are expected to continue for the immediate future.  In addition, the
Companys cash flow requirements have been met by the generation of capital
through private placements of the Companys common stock and loans.
 Assurance cannot be given that this source of financing will continue to
be available to the Company and demand for the Companys equity instruments will
be sufficient to meet its capital needs.  However; the company is in
process of following through with its business plan with sufficient capital at
present to meet its business plan.  The
financial statements do not include any adjustments relating to the
recoverability and classification of liabilities that might be necessary should
the Company be unable to continue as a going concern.  The Companys
continuation as a going concern is dependent upon its ability to generate
sufficient cash flow to meet its obligations on a timely basis, to retain its
current financing, to obtain additional financing, and ultimately to generate
revenues.  4. PROVISION FOR INCOME TAXES  Income
taxes are provide for in accordance with Statement of Financial Accounting
Standard No. 109 (SFAS 109), Accounting for Income Taxes. A deferred tax asset
or liability is recorded for all temporary differences between financial and tax
reporting and net operating loss Carryforwards. Deferred tax expense (benefit)
results from the net change during the year of the deferred tax assets and
liabilities.  Deferred tax assets are reduced by a valuation allowance when, in
the opinion of management, it is more likely than not that some or all of the
deferred tax assets will not be realized. Deferred tax assets and liabilities
are adjusted for the effects of changes in tax laws and rates on the date of
enactment.  As of June 30, 2008 the Companys federal
and state net operating loss carryforwards were approximately $1,345,522, and
expire through 2026.  The Companys tax expense (benefit)
differed from the statutory rate primarily due to the net operating losses.   5. SHAREHOLDERS EQUITY  Effective March 1999, 1,740,000 shares outstanding against the
predecessor company, Southern Investments, Inc  August
2, 2006 7,000,000 shares were issued to John Leo for $7,000 consulting services
rendered.  August
3, 2006, Alex Gordeyev acquired 7,000,000 shares from John Leo for a price of
$220,000.  August
3, 2006, Southern Investments Inc. entered into a convertible note with an
investor for $220,000.  April
15, 2007, Southern Investments, Inc. acquires Global Warming Technologies, Inc.
for 55,000,000 shares.  Pursuant to the agreement, on May 22, 2007, the
Company effected a 1:10 reverse split and the companys name is changed to
Global Warming Solutions, Inc. The 55,000,000 shares are issued to the new
owners, pro-rata:  Dr. Vladimir Vasilenko = 52,250,000 shares; Dr. Dmitry
Kosynkin= 1,250,000 shares; Dr. AlexanderKornaraki= 1,250,000 shares.  July 6,
2007 Company sells 37,500 restricted shares of common stock for cash in the
amount of $75,000,  or $2 per share.  July
10, 2007, Company acquires GEM Hybrid Engine for $75,000 cash and 218,500 shares
of restricted common stock.  July,
30, 2007 REG S Offering, Company sells 125,000 restricted shares of common stock
for  $250,000, or $2 per share.  8    August
3, 2007, the debenture holders opt to convert their debenture into common
shares.  The $220,000 debenture is converted at $0.04 per share to
5,500,000 shares.  Per an
agreement dated November 20, 2007, on January 10, 2008, the Company acquired
Wave Engine technology from Art Madotov, for 1,000,000 shares of common stock.
The Company estimated the value of the technology at $800,000 based on the
closing stock price on the date of the agreement. The technology has been
recorded as an expense in the current period as there is no assurance that the
Company will receive any future benefit from the technology.  March
15, 2008, the Company issued 100,000 shares of common stock to Mr. Nino Adamo,
the European Sales Manager. In relation to the issuance, the Company has
recorded service expense of $80,000, which approximates the fair value of the
shares on the date the agreement was entered into.  9   ITEM 1A - RISK FACTORS  We are subject to various
risks that may materially harm our business, financial condition and results of
operations. You should carefully consider the risks and uncertainties described
below and the other information in this filing before deciding to purchase our
common stock. If any of these risks or uncertainties actually occurs, our
business, financial condition or operating results could be materially harmed.
In that case, the trading price of our common stock could decline and you could
lose all or part of your investment.  We Have No
Revenues And May Not Become Profitable    The Company has not
generated any revenues from operations and does not currently have any products
ready to go to market from which revenues can be generated. There can be no
assurance that the Company will generate revenues in the future or that we will
be able to generate sufficient cash flow to meet our expenses.  Although
management believes in the profit potential of the business model, there can be
no assurance our results of operations or business strategy will achieve
significant revenue or profitability.    Limited Operating History Makes An Evaluation Of Our
Business Difficult    We have limited operating
history which makes it difficult to evaluate our current business model and
prospects or to accurately predict future revenues or results of operations. The
business model and, accordingly, the revenue and income potential are not fully
proven. In addition, the Company is subject to risks and difficulties frequently
encountered by early-stage operations. Future operations are subject to market
conditions and managements ability to manage growth. There can be no assurance
that we will be able to adapt to these factors and our failure to do so will
adversely affect our operations.     We Are Dependent Upon Financing To Fund Our Operations, And
If We Are Unable To Obtain Additional Capital We May Have
No Operations   We need to raise capital,
in order to support the operating plan for the next twelve (12) months.
 After this time period, we may need to raise additional financing.  We may not be able to obtain such financing on terms
favorable to the Company, if at all. If adequate funds are not available,
management may have to curtail or cease operations, which would materially harm
the business and financial results. To the extent we raise additional funds
through further issuances of equity or convertible debt or equity securities,
our existing stockholders could suffer significant dilution, and any new equity
securities that may be issued could have rights, preferences and privileges
superior to those of holders of our common stock. Furthermore, any debt
financing secured by us in the future could involve restrictive covenants
relating to our capital raising activities and other financial and operational
matters, which may make it more difficult for us to obtain additional capital
and to pursue business opportunities.   We Could Lose Customers And Revenues To New Or Existing
Competitors   Competition from other
providers of similar products is expected to develop in the future. Many of our
competitors and/or potential competitors may be larger companies with
substantial resources. These companies may offer products that are more
desirable or less expensive than any that we intend to market. They may also
promote and market these services more successfully than we promote and market
ours.     10   Dependence On Key Personnel    The success of the Company
is dependent on the efforts and abilities of its founders, officers and
directors. The loss of the services of these individuals would have a materially
adverse effect on our business; operating results and financial condition (see
Management). We intend to enter into employment contracts with officers and
key employees to insure continuity of management (see
Management).    Our Ability To Achieve Or Maintain Profitability Will Be
Constrained If We Do Not Effectively Manage Our Anticipated Expansion Of
Operations    Our management and
operations are likely to be strained by the anticipated growth of the Company.
To compete effectively and to manage future growth, we must improve our
financial and management controls, reporting systems and procedures on a timely
basis. We must also expand, train and manage our employee base. If we are not
successful in managing our operations, our ability to achieve or maintain
profitability may be harmed.    Ability To Implement And Manage Growth
Strategy   The Company plans on
expanding the products its sells, and the areas in which it does so.  Implementation of our growth strategy may
impose significant strain on our management, operating systems and financial
resources. Failure by the Company to manage its growth, or unexpected
difficulties encountered during expansion, could have a materially adverse
impact on our results of operations or financial condition.  Our ability to
continue to operate our business depends upon a number of factors, including (i)
generating sufficient funds from operations, (ii) our executive management team
and our financial and accounting controls, and (iii) staffing, training and retaining skilled
on-site management personnel. Certain of these factors are beyond our control
and may be affected by the economy or actions taken by competing companies.
Further, there can be no assurance that our market analysis and proprietary
business data will continue to support our current marketing plans. We intend to expand our
service distribution channels rapidly and plan to continue to expand. This
expansion will create significant demands on our administrative, operational and
financial personnel and other resources. Additional expansion in existing or new
markets could strain these resources and increase our need for capital. Our
personnel, systems, procedures and controls may not be adequate to support
further expansion.  Competition  The market for global
warming solutions is highly competitive and rapidly evolving, resulting in a
dynamic competitive environment with several dominant national and
multi-national leaders.  The Company will have to compete with established
companies that likely have substantially greater financial, marketing, technical
and human resource capabilities.  Such competition may be able to undertake
more extensive marketing campaigns, adopt more aggressive distribution policies
and make more attractive offers to potential clients.  The Company expects
competition to persist and intensify in the future. While the Company believes
that its products will have significant advantages over competing products,
competitors could independently develop similar or superior designs, processes
or products. There is no assurance that others will not develop equivalent or
better proprietary platforms and processes, which could materially adversely
affect the Companys business, financial condition and results of
operations.       11   Conflicts of Interest   Our current Officers hold
all of the seats on our Board of Directors (the Board). Consequently, they
will be in a position to control their own compensation and to approve
affiliated transactions, if any. Although our Officers intend to act fairly and
in full compliance with their fiduciary obligations, there can be no assurance
that they will not, as a result of the conflict of interest described above,
possibly enter into arrangements under terms less favorable than could have
obtained had the Company been dealing with unrelated persons.    No Dividends Anticipated To Be Paid  There can be no assurance
that the proposed operations of the Company will result in any revenues or that
we will ever be profitable. We have not paid any cash dividends since our
inception and do not anticipate paying cash dividends in the foreseeable future.
The future payment of dividends is directly dependent upon future earnings of
the Company, our financial requirements and other factors to be determined by
our Board of Directors. For the foreseeable future, it is anticipated that any
earnings that may be generated from our operations will be used to finance the
growth of the Company and that cash dividends will not be paid to
Shareholders.    Limited Liability of Officers And Directors   Our By-Laws provide that a
directors liability to the Company for monetary damages will be limited. In
addition, the Company is obligated under its By-Laws to indemnify its Directors
and Officers and, in practice, indemnifies its employees, advisors, consultants
and other agents against certain liabilities incurred with their service in such
capacities. We will execute indemnification agreements for current and future
directors that indemnify them against certain liabilities that they may incur in
their respective capacities. Each of these measures will reduce the legal
remedies available to the Company and the Shareholders against such
individuals.    Loss on Dissolution And Termination   In the event of
dissolution of the Company, the proceeds from the liquidation of its assets, if
any, will be first used to satisfy the claims of creditors.  There is no
assurance that the Companys assets would be sufficient to satisfy creditors
claims in full.  Only after all outstanding debts are satisfied will the
remaining proceeds, if any, be distributed to the stockholders.
 Accordingly, stockholders ability to recover all or any portion of their
investment under such circumstances will depend on the amount of proceeds that
the Company realizes from liquidation of its assets.  Our International Operations Expose Our Business To
Additional Risks.  A significant portion of
our operations are located in Ukraine. This may involve risks inherent in
doing business on an international level, including difficulties in managing
operations due to distance, language and cultural differences, different or
conflicting laws and regulations, political instability and difficulty in
collection of receivables.   12   Our Common Stock Is Deemed To Be Penny Stock, Which May
Make It More Difficult For Investors To Sell Their Shares Due To Suitability
Requirements   Our common stock is deemed
to be penny stock as that term is
defined in Rule 3a51-1 promulgated under the Securities Exchange Act of 1934.
 Penny stocks are stock:  · With a price of less than
$5.00 per share;  · That are not traded on a
recognized national exchange;  · Whose prices are not
quoted on the Nasdaq automated quotation system (Nasdaq
listed stock must still have a price of not less than $5.00 per share); or  · In issuers with net
tangible assets less than $2.0 million (if the issuer has been in continuous
operation for at least three years) or $5.0 million (if in continuous operation
for less than three years), or with average revenues of less than $6.0 million
for the last three years.  Broker/dealers dealing in
penny stocks are required to provide potential investors with a document
disclosing the risks of penny stocks. Moreover, broker/dealers are required to
determine whether an investment in a penny stock is a suitable investment for a
prospective investor. These requirements may reduce the potential market for our
common stock by reducing the number of potential investors. This may make it
more difficult for investors in our common stock to sell shares to third parties
or to otherwise dispose of them. This could cause our stock price to
decline.  13   ITEM
2 - MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS  Managements Discussion and Analysis contains various forward
looking statements within the meaning of Section 21E of the Securities Exchange
Act of 1934, as amended, regarding future events or the future financial
performance of the Company that involve risks and uncertainties. Certain
statements included in this Form 10-Q, including, without limitation, statements
related to anticipated cash flow sources and uses, and words including but not
limited to anticipates, believes, plans, expects, future and similar
statements or expressions, identify forward looking statements. Any
forward-looking statements herein are subject to certain risks and uncertainties
in the Companys business, including but not limited to, reliance on key
customers and competition in its markets, market demand, product performance,
technological developments, maintenance of relationships with key suppliers,
difficulties of hiring or retaining key personnel and any changes in current
accounting rules, all of which may be beyond the control of the Company.  Forward-looking statements involve risks, uncertainties and other
factors, which may cause our actual results, performance or achievements to be
materially different from those expressed or implied by such forward-looking
statements. Factors and risks that could affect our results and achievements and
cause them to materially differ from those contained in the forward-looking
statements include those identified in the section titled Risk Factors in the
Companys Form 10/B filed on July 8, 2008, as well as other factors that we are
currently unable to identify or quantify, but that may exist in the future.  In
addition, the foregoing factors may affect generally our business, results of
operations and financial position. Forward-looking statements speak only as of
the date the statement was made. We do not undertake and specifically decline
any obligation to update any forward-looking statements.  BUSINESS DEVELOPMENT  The Companys plan is to develop and commercialize technologies
that management believes will help reduce the extent of Global Warming, focusing
on three core areas: Clean Energy, Carbon Control, and Water Purification.
 Current climate models, in managements opinion, predict that global
temperatures will rise sharply over the next century.  Many scientists
believe that the increase in temperatures can be slowed or eliminated by
decreasing the amounts of greenhouse gases released into the Earths atmosphere.
 Global Warming Solutions, Inc. seeks to leverage its experience and
management to help make a difference in the fight for climate control. We are principally a technology licensing company that intends to
license our technology to retailers, manufacturers, supermarkets, etc.  The
Company intends to require, wherever its patents apply, reasonably appropriate
annual royalty guarantees and advances from those parties entering into these
licensing agreements.  As of
the date of this filing, the common stock of Global Warming Solutions, Inc. is
listed on the Pink Sheets Electronic OTC Markets under the Trading Symbol
GWSO. Said stock is listed in the Disclosure Category Current
Information.  The
Company intends to require, wherever its patents apply, reasonably appropriate
annual royalty guarantees and advances from those parties entering into these
licensing agreements, given the value added by its intellectual property.    14   PLAN
OF OPERATION  We were
incorporated in Oklahoma in March of 1999 as Southern Investments, Inc. and
changed our name to became Global Warming Solutions, Inc. in July 6, 2007.
 Global Warming Solutions, Inc. is dedicated to developing, acquiring, and
commercializing technologies that are designed to help mitigate the effects of
global warming.  The Companys principal products cover a wide spectrum of
potential solutions aimed at addressing both the causes and effects of global
warming.  These products are in currently in various stages of
development: Ø LETG
Solar Energetic System o The
LETG (Light Electric Thermal Generator) is a hybrid solar and thermal energy
generation technology that works by heating up liquids that circulate on the
surface of its solar panels to generate electricity 24 hours a day. o This
system is designed to capture and store sunlight using a hybrid module design,
making year-round production of thermal and electric energy feasible.  Its
spectral-selective thermal liquid circulates on the reception surface of a
photoelectric circuit, increasing the quantity and altering the quality of
incident solar radiation spectral distribution, while utilizing thermal energy
recovery with minimal loss.  Accordingly, the LETG Solar Energetic System
has the potential, in managements opinion, of increasing electric power by 250%
and thermal output by 170%.  o LETG
modules, in managements opinion, have proven to be effective in any geographic
or climatic zone and can be used in residential or industrial buildings. o This
systems main attributes, if successful, would be more efficient solar energy
conversion technology, with an increased efficiency, lower costs and easy
integration into existing solar panel manufacturing technologies. o Global
Warming Solutions, Inc. intends to one day apply the LETG technology to building
power plants that will connect to existing electricity grids with the goal of
producing cheap and renewable energy.  Ø GEM
Hybrid Energy System o This
system utilizes a rotary design that reduces friction and helps eliminate
inefficient engine component movements.  While conventional piston engines
involve separate intake and exhaust cycles, the GEMs rotary design involves
continuous cycling with one state naturally segueing into the next.
 Moreover, compared to conventional combustion engines, the GEM weighs
less, releases less vibration, with decreased emissions and lower RPM, resulting
in an engine with higher reliability and better fuel efficiency.
 Accordingly, the patented GEM (Generator/Engine/Motor) can potentially
increase engine efficiency by up to 16 times. o A
highly efficient, low-emissions engine has the potential to spark dramatic
changes in transportation, heavy industry and many other huge sectors of the
world economy.  It could revolutionize automobile design, leading to cars
with fuel efficiency well in excess of what is currently available.  It has
multiple applications for small engine uses  from lawnmowers to powerboats to
snowmobiles.  This efficient design could also be of interest to military
logisticians. o Status
of Development:  In order to bring the GEM Engine to production status,
several phases of development are necessary.  The Company has completed the
 test-of-principal model successfully and  is  currently working
on creating a Demonstration Model.  The entire development stage is
anticipated to take anywhere from 1-2 years from now, depending upon many
conditions.  15    Ø PureRay
Water Purification System o This
system is being developed  to provide cost effective technology that
purifies water and other consumable liquids while maintaining their healthy
attributes.  It employs a mild process that retains higher levels of
natural nutrients.  PureRay uses near-infrared light, a non-ionizing
radiation that is capable of penetrating plant and animal tissue without harming
it.  Moreover, management believes it kills spoilage by attacking the
pathogenic micro-organisms, such as bacteria, e-coli, lysteria, salmonella,
bacillus, fungi aspergillum (mold), penicillin, and yeast.  In addition,
PureRay may be used on produce products to improve resistance to bacterial and
fungi diseases, such as suppression of blue mold growth. o PureRay
zip-up boxes for household application. o Status
of Development:  The Company has  three (3) working prototypes for use
in different environments: § Sun
rich areas § Low
Sun areas § For
Shelf Life Technology o All
three (3) prototypes have  to be tested and tuned (if necessary) to ensure
maximal efficacy to kill a number of microorganisms.  The Company plans to
run these tests as soon as the Prototypes are manufactured  Ø Wave
Power Station o This system is designed to capture the power of energy of sea
waves, generating electricity.  Work cells are equipped with unidirectional
valves, which allow air and water to flow in one direction only inside the
cells. Sea water is oscillating and passing through the cells on one side only,
creating an inequality in the gravitational force and causing rotation according
to Archimedes Principle. o While afloat when there are waves on the sea, the wave power
station generates electric current and directs it through a cable to a consumer
(a settlement on the sea shore, a vessel or a producing enterprise). o Unlike most other alternative energy sources, our WPS can produce
electricity according to any international electricity standards, which can be
used by any existing electrical apparatus without the need for any additional
converters and modifications. o WPS units not only produce electricity but also dissipate the
force of storm waves and provide coastline protection.    CURRENT
BUSINESS  Clear
Energy is the main project of Global Warming Solutions Inc. During the period
of 2007-2008, the company financed and finished Research and Development for the
new solar PV-modules and Light Electric Thermal Generator (LETG). Management
believes that this product is currently ready to market and have the prototypes
built.  At the same time, the Company was looking for a strategic partner
for Clear Energy. GWSOs management was contacted by Italian Company (Vega
Energy), which found an interest in Clear Energy products of Global Warming
Solutions Inc. The
plan of the joint venture provides for the manufacturing of two kinds of
products: (1) PV-modules with enlarged efficiency of light transformation that
promise high competitiveness on the solar market, and (2)  16   LETG-modules with extraordinary parameters for households. The
Company plans to manufacture products of both kinds. Management believes that
this plan could provide an increase manufacturing capacity tenfold what it is
year 1, in the following 2-3 years due to the building of new plants and
licensing of technology at solar manufacturers in Europe and North America.  PureRay Water Purification Technology  · Eureka Forbes Limited Co-Operating Agreement.  On
October 30, 2007 a co-operation agreement was signed between the Company and
Eureka Forbes Limited (EFL), an Indian company.  EFL is ­engaged in
manufacturing and marketing water purifiers and other related water purification
products. Eureka Forbes Limited is Asia's largest direct sales organization 
its 6,000 strong direct sales force touches 1.50 million Indian homes, adding
1,500 customers daily (http://www.eurekaforbes.com). EFL and Global Warming
Solutions, Inc. have agreed to collaborate for the purpose of accelerating the
development of the PureRay Water Purification Technology for the purification of
water and milk. These development activities are divided into 2 phases:  o Phase 1: Technology development by Global Warming, analyzing test
data, development & testing of working prototypes. Secondary Research and
data validation by EFL, procurement of components by us, building of technical
prototypes with testing and fine tuning of these prototypes by us.  o Phase 2: Building of preliminary and functional prototypes with
testing and fine tuning, validation and certification with field trials. Global
Warming is to design and develop a product which is commercially viable and can
be delivered to various markets by EFL.  o The co-development agreement between EFL and Global Warming became
effective in November of 2007, and has a term of 36 months. · Acuity
Brands Lighting Contract.  In February 25, 2008, GWSO and Acuity Brands
Lighting, Inc. entered into a contract for the development of PureRay lighting
systems. o With
fiscal year 2007 net sales of approximately $2.0 billion, Acuity Brands Lighting
(NYSE: AYI) is one of the world's leading providers of lighting fixtures,
including brands such as Lithonia Lighting®, Holophane®, Peerless®, Mark
Architectural Lighting, Hydrel®, American Electric Lighting®, Gotham®,
Carandini®, SpecLight®, MetalOptics® and Antique Street Lamps. Headquartered in
Atlanta, Georgia, Acuity Brands employs approximately 7,000 associates and has
operations located throughout North America, Europe and Asia (www.acuitybrandslighting.com). o European Union Business Operations.On March 26,
2008, Mr. Antonino Adamo was appointment to Global Warmings Board of
Directors.Mr. Adamo,
anItalian citizen,
will serve as the European Sales Manager of Global Warming.  Mr. Adamo will
be responsible for all business operations and sales efforts in the countries of
the European Union. The Italian website for the company is (http://www.gwso-italy.com); French, German
and Spanish versions of the official website of GWSO will be published soon.  o As the European Sales Manager, Mr. Adamo will be responsible for
identifying new business partners and customers for LETG, PureRay Water
Purification and the Shelf Life Technology in Italy and other countries of the
European Union. Currently, he is styling presentations embracing GWSO
technologies in Italian and other European languages.  o The following plan of action has been prepared in concert with the
European Sales Manager:  17    o Find one or more companies which already produce LED lights as
close as possible to the PureRay design (Red/NIR+Blue or White lights as an
option). Alternately, it could be a company who has the capability of building
the systems in accordance with a customer's need; o Obtain all necessary data on safety regulations for both
commercial and household lights. The proposed manufacturing company must provide
us with this data; o Present the PureRay SLF technology to representatives of a large
grocery or food retailer who could then share their specific needs; o Bring the information from the fact-finding presentation to the
company/companies identified in Task 1, and buy several lighting systems from
them (or have them construct several testing prototypes for GWSO); o Assemble the PureRay system at GWSO and make the testing
prototypes for the grocery or food retailer; o Deliver and install the PureRay light system at the grocery or
food retailer; and o Collect the necessary marketing data in order to make an informed
decision regarding the marketing value of PureRay SLT technology.  LETG
Solar Energetic System  This
type of product is not currently available on the market; therefore, it is
unique and may be suitable for all power supply markets. The special feature of
this product is the possibility of generating contemporaneous production of heat
and electric power. The market segment for this product will depend upon an area
with wide geographical dispersion where the efficiency of the work does not
depend on climatic conditions.  The
hybrid module prototype was produced by the Company at the price of 900 USD
(costs of research excluded). During this time, the cost of the received
electrical power was 5.50 USD per Watt and the cost of the heat power was 0.07
USD per Watt.  If
the contemporary growth rate of solar energy systems production is maintained,
the total area of installed solar collectors through the year 2010 may total 80
million. Technological innovations applied in the LETG module protect
photovoltaic cells from the influence of the harmful short-wave component of
solar radiation, prolonging the service life as compared to usual photoelectric
modules. Additional anti-glare surface requirements (a component of
anti-terrorist programs) of European and North American markets are also
included. Management believes the quantity of the modules which can be supplied
to the market is virtually unlimited due to the absence of its saturation.
Market assortment will be determined by the demands of consumers.  The
forecast of sales volume in Table Three, below, depends upon the consumer
market, which we will try to estimate during the stages of development and
transition to full production capacity. We estimate that a planning period of
two years is sufficient to generate and make available the necessary funds to do
fulfill our business plan.  Accordingly,
the forecast of the availability of incoming funds and their amount consistently
surpasses cash payments without the involvement of external funding sources.
 Pursuant to our estimations, profitability of the enterprise should be
achievable by the second year of its operation.  The latter projection
pre-supposes the sale of no less than 3,000 units.   18   The
production process will require renting industrial premises with a floor area
appropriate for the performance of highly technological operations at a
substantial cost. Although not implemented as yet, a monthly time schedule for
the first year of the enterprise is set forth below in Table One    TABLE ONE: A TIMELINE PROJECTION FOR TASKS INVOLVED WITH THE
OPERATION TASK
Month1
2
3
4
5
6
7
8
9
10
11
12Situational
analysis
ХProject
evaluation
ХProjecting,
manufacturing and testing of a production piece

Х
Х
Х
Х
Х
Х
Х
ХSigning of the
investment contract
ХSigning of the
tenancy agreement

ХSigning of the
work contract

ХEquipment
bargaining

Х
ХComponents
bargaining


Х
Х
Х
ХCertification
of the product










Х
ХEquipment
purchasing



Х
Х
ХEquipment
Installation






ХInitial
promotion on the market






Х
Х
Х
Х
Х
ХRecruitment

Х
ХPersonnel
training


Х
Х
Х
ХFirst phase of
production; 10% from planned










Х
Х  The
Production process will be preceded by the creation of working drawings of three
prototypes, manufacturing of experimental-industrial models, testing,
certification and patenting. Simultaneously, the adjustment of the production
cycle, recruitment and staff training will be carried out.  Purchase
of equipment will be in accordance with the calendar plan. In the development
stage, only equipment essential for production will be bought. During the stage
of transition to full production capacity, the equipment required for expansion
of production through its automation will be purchased.  Purchase
of equipment in the development stage of production:   TABLE TWO: EQUIPMENT PURCHASES Equipment
Price (in
USD)Staging Tables
(5-7 pieces)
2,500Materials for
Manual Soldering of Photovoltaic Cells
1,000Milling
machines for processing glass, plastics, and soft metals
24,000Drying
Chamber
2,500Device for
applying the light-converting coating to photovoltaic cells
5,000 -
7,000Line for
degreasing glass and plastics
5,000 -
10,000Laminator for
modules
80,000Desk for
measurement of photovoltaic cell parameters
2,000 -
3,000Xenon solar
simulator and module power meter
30,000Transport
facility for transportation of products and components
35,000 -
40,000Estimated
Total
200,000  19     Inasmuch
as the enterprise must have a quality control system, the appropriate equipment
should be purchased. While entering the planned productive capacity, the
estimated expenditures ratio (i.e. costs/output) must be constant.  Local
infrastructure, e.g. proximity to mainline railroads, commercial ports, energy
and water supplies will ensure the opportunity for normal production processes.
 The proposed square footage will need to allow for repair work, and the
presence of a parking lot, and will need a place on local surface roads.  Physical
capital investment includes: charges for delivery (packing, customs, freight,
insurance of delivery), installation and warranty service, fine tuning, foreign
currency conversion and advance payment interests.  The
production schedule and estimated output assumes limited output in the
developing period and gradual growth of productive capacity until the enterprise
enters the estimated capacity. When considering production factors, the Company
will take into account:  Proportional
Factors o Primary
raw materials o Photovoltaic
cells o Glass o Polycarbonate o Laminating
film o Special
colorants o Propylene
glycol o Spirits
and chemical agents o Electricity o Packaging
materials Commercially
Associated Goods o Energy
conserving selective film for window technologies and greenhouses Disproportionate
(constant) Production Factors o Staff
wages o Insurance o Equipments
maintenance labor costs o Mobile
equipment  Power
outages could limit production; therefore, management deems it prudent to create
an emergency power-supply system on the basis of LETG. The
forecast of sales volume depends upon the consumer market, which we can
penetrate during the stages of development, transitioning to full production
capacity. One should note that advanced technology production requires thorough
refinement of production processes, especially in the methodology of the
application of light-converting covering. Therefore, we provided a considerable
period of time (12 months) for the manufacturing, testing, certification of
industrial standards of the module, and preproduction.  The
Company plans to prepare for expanded production and guarantee of order stock
for the next year, thus decreasing the receipt of profits during the first year
of development. The production volume in the third year of enterprise
functioning may be enlarged depending on market requirements/demands.    20   TABLE THREE: PROJECTED EXPENSES AND INCOME  First
Year
Second
YearOne-Sided
Modules
Two-Sided
Modules
One-Sided
Modules
Two-Sided
ModulesComponent
Costs
20,000
25,000
1,800,000
1,950,000Purchase of
Equipment
200,000
200,000
X
XRent of Space
and Municipal Services
12,000
12,000
15,000
15,000Wages
60,000
60,000
120,000
120,000Taxes
(15%)
4,500
5,400
450,000
540,000Certification
and Patenting
10,000
10,000
X
XAdvertising and
Marketing
20,000
20,000
30,000
30,000Total
326,500
332,400
2,415,000
2,655,000Value of
Sales
30,000
36,000
3,000,000
3,600,000Sales
Income
-296,500
-296,400
+585,000
+945,000  The
balance of expenses and income as projected by Management during the first and
second year is displayed in Table Three. The balance of the first year of
development is negative and comprises approximately 300,000 USD, whereas the
positive balance is potentially achieved in the second year of functioning and
comprises 585,000 USD for one-sided modules (pessimistic variant), and 945,000
USD for two-sided ones (optimistic variant).  RESULTS OF
OPERATIONS  Results of
Operations for the three and six months ended June 30, 2008.  The
Company generated no revenues for the three and six monthsended
June 30, 2008.  Total Expenses
for the three and six months ended June 30, 2008.  The
Company had no total expenses of $834,838 and $970,583 for the three and six
months ended June 30, 2008 respectively, most of the expenses consisting of Wave
Technology expense of $800,000.  LIQUIDITY AND
CAPITAL RESOURCES The
Company is continuing to inquire into new investments to provide for further
research and development capital and to assist with further acquisitions over
the next twelve months. Historically,
we have funded our operations through financing activities consisting primarily
of private placements of debt and equity securities with existing shareholders
and outside investors. Our principal use of funds has been for the further
development of our LETG project, PureRay Project and for general corporate
expenses.  OFF-BALANCE SHEET ARRANGEMENTS  We have
not entered into any off-balance sheet arrangements that have or are reasonably
likely to have a current or future effect on our financial condition, changes in
financial condition, revenues or expenses, results of operations, liquidity,
capital expenditures or capital resources and would be considered material to
investors.  21     ITEM
3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK  We do
not hold any derivative instruments and do not engage in any hedging
activities.  ITEM
4.  CONTROLS AND PROCEDURES  (a) Evaluation of
Disclosure Controls and Procedures.Our Chief Executive Officer and
Chief Financial Officer, evaluated the effectiveness of our disclosure controls
and procedures as of the end of the period covered by this report. Based on that
evaluation, our Chief Executive Officer and Chief Financial Officer concluded
that our disclosure controls and procedures as of the end of the period covered
by this report were effective such that the information required to be disclosed
by us in reports filed under the Securities Exchange Act of 1934 is
(i) recorded, processed, summarized and reported within the time periods
specified in the SECs rules and forms and (ii) accumulated and
communicated to our management, including our President, as appropriate to allow
timely decisions regarding disclosure. A controls system cannot provide absolute
assurance, however, that the objectives of the controls system are met, and no
evaluation of controls can provide absolute assurance that all control issues
and instances of fraud, if any, within a company have been detected.  Managements Report on
Internal Control over Financial Reporting.Our Chief Executive Officer and
Chief Financial Officer is responsible for establishing and maintaining adequate
internal control over financial reporting (as defined in Rule 13a-15(f)
under the Exchange Act). Our internal control over financial reporting is a
process designed to provide reasonable assurance regarding the reliability of
financial reporting and the preparation of financial statements for external
purposes in accordance with accounting principles generally accepted in the
United States.   Because of its inherent limitations, internal control over
financial reporting may not prevent or detect misstatements. Therefore, even
those systems determined to be effective can provide only reasonable assurance
of achieving their control objectives. Furthermore, smaller reporting companies
face additional limitations.  Smaller reporting companies employ fewer
individuals and find it difficult to properly segregate duties.  Often, one
or two individuals control every aspect of the Companys operation and are in a
position to override any system of internal control.  Additionally, smaller
reporting companies tend to utilize general accounting software packages that
lack a rigorous set of software controls.  OurChief Executive
Officer and Chief Financial Officer, evaluated the effectiveness of the
Companys internal control over financial reporting as of June 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.  Based on this evaluation,
our management, with the participation of the President, concluded that, as of
June 30, 2008, our internal control over financial reporting was effective.   (b)  Changes in Internal Control over Financial
Reporting.  There were no changes in our internal control over
financial reporting, as defined in Rules 13a-15(f) and 15d-15(f) under the
Exchange Act, during our most recently completed fiscal quarter that have
materially affected, or are reasonably likely to materially affect, our internal
control over financial reporting.  22   PART
II. OTHER
INFORMATION   ITEM
1. LEGAL
PROCEEDINGS  The
Company is not a party to any litigation and, to its knowledge, no action, suit
or proceeding has been threatened against the Company except with threatened
litigation in regard to unpaid debt obligations, and one employee claiming
unlawful termination. No actions regarding the unpaid debt have been initiated
as of this date.  The Company also believes that the wrongful termination
suit has no merit.  There are no material proceedings to which any
director, officer or affiliate of the Company or security holder is a party
adverse to the Company or has a material interest adverse to the Company.   ITEM
2. UNREGISTERED
SALES OF EQUITY SECURITIES AND USE OF PROCEEDS SECURITIES  There
were no other changes in securities and small business issuer purchase of equity
securities during the period ended June 30, 2008.  ITEM 3. DEFAULTS UPON SENIOR SECURITIES  There
were no defaults upon senior securities during the period ended June 30,
2008.  ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS  There
were no matters submitted to the vote of securities holders during the period
ended June 30, 2008.  ITEM 5. OTHER INFORMATION  There is no
information with respect to which information is not otherwise called for by
this form.  ITEM
6. EXHIBITS  31.1
Certification
of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley
Act31.2
Certification
of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley
Act.32.1
Certification
of Chief Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley
Act.32.2
Certification
of Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley
Act.   23   SIGNATURES  Pursuant to the
requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934 the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized. Date: October
7, 2008

By:
/s/ Vladimir VasilenkoVladimir
VasilenkoChairman,
President Chief Executive Officer (Principle Executive Officer), Chief
Financial Officer   24   Exhibit 31.1  Certification pursuant to 18 U.S.C. Section 1350 as adopted
pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 and pursuant to Rule
13a-14(a) and Rule 15d-14 under the Securities Exchange Act of 1934 -------------------------------------------------------------------- I, Vladimir Vasilenko, Chief Executive Officer of the Company,
certify, that: 1. I, have reviewed this Quarterly report on Form 10Q of Global
Warming Solutions, Inc;  2. Based on my knowledge, this 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 report;  3. Based on my knowledge, the financial statements, and other
financial information included in this report, fairly present in all material
respects the financial condition, results of operations and cash flows of the
small business issuer as of, and for, the periods presented in this report;  4. The small business issuer's other certifying officer(s) 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)) and internal control
over financial reporting (as defined in Exchange Act Rules 13a-15(f) and
15d-15(f)) for the small business issuer 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 small business issuer,
including its consolidated subsidiaries, is made known to us by others within
those entities, particularly during the period in which this 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 small business issuers
disclosure and procedures and presented in this report our conclusions about the
effectiveness of the disclosure controls and procedures, as of the end of the
period covered by this report based on such evaluations: and d. Disclosed in this report any change in the small business issuer's
internal control over financial reporting that occurred during the small
business issuer's most recent fiscal quarter that has materially affected, or is
reasonably likely to materially affect, the small business issuer's internal
control over financial reporting; and 5. The small business issuer's other certifying officer(s) and I have
disclosed, based on our most recent evaluation of internal control over
financial reporting, to the small business issuer's auditors and the audit
committee of the small business issuer's board of directors (or persons
performing the equivalent functions):  a. All significant deficiencies and material weaknesses in the design
or operation of internal control over financial reporting which are reasonably
likely to adversely affect the small business issuer's ability to record,
process, summarize and report financial information; and  25   b. Any fraud, whether or not material, that involves management or
other employees who have a significant role in the small business issuer's
internal control over financial reporting.   Date: October
7, 2008

By:
/s/ Vladimir VasilenkoVladimir
VasilenkoChairman,
President Chief Executive Officer (Principle Executive
Officer)   26   Exhibit 31.2 Certification pursuant to 18 U.S.C. Section 1350 as adopted
pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 and pursuant to Rule
13a-14(a) and Rule 15d-14 under the Securities Exchange Act of 1934 -------------------------------------------------------------------- I, Vladimir Vasilenko, Chief Financial Officer of the Company,
certify, that: 1. I, have reviewed this Quarterly report on Form 10Q of Global
Warming Solutions, Inc;  2. Based on my knowledge, this 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 report;  3. Based on my knowledge, the financial statements, and other
financial information included in this report, fairly present in all material
respects the financial condition, results of operations and cash flows of the
small business issuer as of, and for, the periods presented in this report;  4. The small business issuer's other certifying officer(s) 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)) and internal control
over financial reporting (as defined in Exchange Act Rules 13a-15(f) and
15d-15(f)) for the small business issuer 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 small business issuer,
including its consolidated subsidiaries, is made known to us by others within
those entities, particularly during the period in which this 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 small business issuers
disclosure and procedures and presented in this report our conclusions about the
effectiveness of the disclosure controls and procedures, as of the end of the
period covered by this report based on such evaluations: and d. Disclosed in this report any change in the small business issuer's
internal control over financial reporting that occurred during the small
business issuer's most recent fiscal quarter that has materially affected, or is
reasonably likely to materially affect, the small business issuer's internal
control over financial reporting; and 5. The small business issuer's other certifying officer(s) and I have
disclosed, based on our most recent evaluation of internal control over
financial reporting, to the small business issuer's auditors and the audit
committee of the small business issuer's board of directors (or persons
performing the equivalent functions):  a. All significant deficiencies and material weaknesses in the design
or operation of internal control over financial reporting which are reasonably
likely to adversely affect the small business issuer'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 small business issuer's
internal control over financial reporting.  27    Date: October
7, 2008

By: /s/
Vladimir VasilenkoVladimir
VasilenkoChief Financial
Officer  28   Exhibit 32.1 CERTIFICATIONS PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT
OF 2002 (18 U.S.C. SECTION 1350) -------------------------------------------------------------------- In connection with the Quarterly Report of Global Warming Solutions, Inc. (the "Company") on
Form 10-Q for the period ending June 30, 2008 as filed with the Securities and
Exchange Commission on the date hereof (the "Report"), I, Vladimir Vasilenko, Chief Executive Officer of
the Company, certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to
§ 906 of the Sarbanes-Oxley Act of 2002, that:  (1) The Report fully complies with the requirements of Section 13(a)
or 15(d) of the Securities Exchange Act of 1934, as amended; and (2) The information contained in the Report fairly presents, in all
material respects, the financial condition and result of operations of the
Company.  Date: October
7, 2008

By: /s/
Vladimir VasilenkoVladimir
VasilenkoChairman,
President Chief Executive Officer (Principle Executive
Officer)   29   Exhibit 32.2 CERTIFICATIONS PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT
OF 2002 (18 U.S.C. SECTION 1350) -------------------------------------------------------------------- In connection with the Quarterly Report of Global Warming Solutions, Inc. (the "Company") on
Form 10-Q for the period ending June 30, 2008 as filed with the Securities and
Exchange Commission on the date hereof (the "Report"), I, Vladimir Vasilenko, Chief Financial Officer of
the Company, certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to
§ 906 of the Sarbanes-Oxley Act of 2002, that:  (1) The Report fully complies with the requirements of Section 13(a)
or 15(d) of the Securities Exchange Act of 1934, as amended; and (2) The information contained in the Report fairly presents, in all
material respects, the financial condition and result of operations of the
Company.  Date: October
7, 2008

By:
/s/ Vladimir VasilenkoVladimir
VasilenkoChief Financial
Officer     30