UNITED
      STATES




**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 AND EXCHANGE
      ACT OF 1934





FOR
      THE
      QUARTERLY PERIOD ENDED September 30, 2008





OR


 ̈ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES AND EXCHANGE
      ACT OF 1934





COMMISSION
      FILE NUMBER: 0-53225




**________________________________**




**ECOSOLUTIONS
      INTL**


(Exact
      name of registrant as specified in its charter)




**________________________________**





**Nevada**
            
            **04-3803966**(State
                or other jurisdiction of
              incorporation
                or organization)
            
            (I.R.S.
                Employer
              Identification
                Number)





**295
      East Main Street, Suite 1,**


**Ashland,
      Oregon 97520**


(Address
      of principal executive offices)





**(541)
      552-9360**


Issuer’s
      telephone number:




(Former
      Name or Former Address, if Changed Since Last Report)





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 o .





Indicate
      by check mark whether the registrant is a large accelerated filer, a
      non-accelerated filer, or a smaller reporting company.





Large
                accelerated filer ̈
            Accelerated
                filer ̈Non-accelerated
                filer ̈
            Smaller
                reporting companyx





Indicate
      the number of shares outstanding of each of the registrant's classes of common
      stock, as of the latest practicable date:


As
      of
      November 10, 2008, the issuer had 24,339,484 shares of common stock
      outstanding.





Indicate
      by check mark whether the registrant is a shell company (as defined in Rule
      12b-2 of the Exchange Act):


Yes  ̈ No x




________________________________







**ECOSOLUTIONS
      INTL**


**FORM
      10-Q**


**For
      the quarterly period ended September 30, 2008**





**TABLE
      OF CONTENTS**





**PART
                I**ITEM
                1.
            Financial
                Statements
            1ITEM
                2.
            Management’s
                Discussion and Analysis of Financial Condition and Results of
                Operations
            19ITEM
                3.
            Quantitative
                and Qualitative Disclosures About Market Risk
            27ITEM
                4T.
            Controls
                and Procedures
            27**PART
                II**ITEM
                1.
            Legal
                Proceedings
            28ITEM
                2.
            Unregistered
                Sales of Equity Securities and Use of Proceeds
            28ITEM
                3.
            Defaults
                Upon Senior Securities
            28ITEM
                4.
            Submission
                of Matters to a Vote of Security Holders
            28ITEM
                5.
            Other
                Information
            28ITEM
                6.
            Exhibits
            29







**PART
      I**


**ITEM
      1.**  **FINANCIAL
      STATEMENTS** .





**ecoSolutions
      Intl (Formerly 360 Interchange, Inc.)**


**Condensed
      Balance Sheets**








September 30,
            
            December 31,2008
            
            2007*(Unaudited)***Assets****Current
                assets:**Cash
            
            $
            28,103
            
            $
            10,755Accounts
                receivable
            
            
            6,770
            
            
            100,351Finished
                goods inventory
            
            
            9,707
            
            
            20,250Prepaid
                expenses and advances
            
            
            52,589
            
            
            112,697Total
                current assets
            
            
            97,169
            
            
            244,053**Property
                and equipment,**net of accumulated depreciation
            
            
            77,854
            
            
            85,862**Deferred
                financing costs**
            
            
            38,133
            
            
            0**Accounts
                receivable non-current**(related party - see Note 6)
            
            
            25,770
            
            
            21,271**Security
                deposits**
            
            
            5,195
            
            
            4,871Total
                assets
            
            $
            244,121
            
            $
            356,057**Liabilities
                and Stockholders’ Deficit****Current
                liabilities:**Accounts
                payable (related party balance of $40,281 - see Note 6)
            
            $
            173,151
            
            $
            177,312Accrued
                liabilities
            
            
            41,991
            
            
            277,993Accrued
                payroll - officer/stockholder
            
            
            105,000
            
            
            105,000Customer
                deposits payable
            
            
            1,923
            
            
            14,726Current
                portion of loans payable and interest payable (related party balances
                $1,199,268 and $407,200, respectively)
            
            
            1,240,536
            
            
            493,906Total
                current liabilities
            
            
            1,562,601
            
            
            1,068,937**Loans
                and interest payable,**(including related party balances of $1,605,453 and $1,818,135,
                respectively,****less
                current portion)
            
            
            1,635,790
            
            
            2,078,851Total
                liabilities
            
            
            3,198,391
            
            
            3,147,788**Stockholders’
                deficit:**Convertible
                preferred stock, par value $.001; convertible 10 common for 1 preferred;
                20,000,000 shares authorized; 0 and 765,615 shares issued and outstanding
                at September 30, 2008 and December 31, 2007, respectively
            
            
            -
            
            
            766Common
                stock, par value $.001; 100,000,000 shares authorized; 24,339,484
                and
                10,337,500 shares issued and outstanding at September 30, 2008 and
                December 31, 2007, respectively
            
            
            24,339
            
            
            10,338Additional
                paid-in capital
            
            
            1,945,524
            
            
            787,729Accumulated
                deficit
            
            
            (4,924,133
            )
            
            (3,590,564
            )Total
                stockholders’ deficit
            
            
            (2,954,270
            )
            
            (2,791,731
            )Total
                liabilities and stockhoders' deficit
            
            $
            244,121
            
            $
            356,057





The
      accompanying notes are an integral part of these condensed financial
      statements.


1


**ecoSolutions
      Intl (Formerly 360 Interchange, Inc.)**


**Condensed
      Statements of Operations**


***(Unaudited)***








Three Months Ended
            
            Nine Months EndedSeptember 30, 2008
            
            September 30, 2007
            
            September 30, 2008
            
            September 30, 2007**Product
                sales**
            
            $
            67,053
            
            $
            90,719
            
            $
            2,026,565
            
            $
            264,892**Shipping
                revenue**
            
            
            7,446
            
            
            14,392
            
            
            49,212
            
            
            44,735**Services
                income from related party**
            
            
            1,500
            
            
            1,500
            
            
            4,500
            
            
            4,500Total
                net sales
            
            
            75,999
            
            
            106,611
            
            
            2,080,277
            
            
            314,127**Cost
                of goods sold**
            
            
            56,102
            
            
            95,015
            
            
            1,634,793
            
            
            270,648**Gross
                profit**
            
            
            19,897
            
            
            11,596
            
            
            445,484
            
            
            43,479**Selling,
                general and administrative expenses:**Payroll
                and benefits
            
            
            211,079
            
            
            143,965
            
            
            717,379
            
            
            449,006Other
                selling, general and administrative expenses
            
            
            304,231
            
            
            171,533
            
            
            815,797
            
            
            537,907Total
                selling, general and administrative expenses
            
            
            515,310
            
            
            315,498
            
            
            1,533,176
            
            
            986,913**Operating
                loss**
            
            
            (495,413
            )
            
            (303,902
            )
            
            (1,087,692
            )
            
            (943,434
            )**Interest
                expense,**net
            
            
            91,465
            
            
            52,280
            
            
            245,877
            
            
            136,311**Net
                loss**
            
            $
            (586,878
            )
            $
            (356,182
            )
            $
            (1,333,569
            )
            $
            (1,079,745
            )**Net
                loss per share,**basic
                and diluted
            
            $
            (0.02
            )
            $
            (0.03
            )
            $
            (0.07
            )
            $
            (0.11
            )**Weighted
                average shares used in per share calculations:**Basic
                and diluted
            
            
            24,339,484
            
            
            10,181,703
            
            
            19,284,444
            
            
            10,153,252




The
      accompanying notes are an integral part of these condensed financial
      statements.


2




**ecoSolutions
      Intl (Formerly 360 Interchange, Inc.)**


**Condensed
      Statements of Stockholders' Deficit**








Additional
            
            
            
            TotalPreferred
                Stock
            
            Common
                Stock
            
            Paid-in
            
            Accumulated
            
            Stockholders’Shares
            
            Amount
            
            Shares
            
            Amount
            
            Capital
            
            Deficit
            
            DeficitBalance
                at December 31, 2006
            
            
            765,615
            
            $
            766
            
            
            9,982,333
            
            $
            9,982
            
            $
            612,310
            
            $
            (2,082,612
            )
            $
            (1,459,554
            )Issuance
                of common stock for cash
            
            
            -
            
            
            -
            
            
            166,667
            
            
            167
            
            
            24,833
            
            
            -
            
            
            25,000Issuance
                of common stock for services
            
            
            -
            
            
            -
            
            
            188,500
            
            
            189
            
            
            39,631
            
            
            -
            
            
            39,820Stock
                option compensation expense
            
            
            -
            
            
            -
            
            
            -
            
            
            -
            
            
            110,955
            
            
            -
            
            
            110,955Net
                loss
            
            
            -
            
            
            -
            
            
            -
            
            
            -
            
            
            -
            
            
            (1,507,952
            )
            
            (1,507,952
            )Balance
                at December 31, 2007
            
            
            765,615
            
            $
            766
            
            
            10,337,500
            
            $
            10,338
            
            $
            787,729
            
            $
            (3,590,564
            )
            $
            (2,791,731
            )Issuance
                of common stock for cash
            
            
            -
            
            
            -
            
            
            4,645,320
            
            
            4,645
            
            
            563,333
            
            
            -
            
            
            567,978Issuance
                of common stock for services
            
            
            -
            
            
            -
            
            
            186,666
            
            
            187
            
            
            43,113
            
            
            -
            
            
            43,300Conversion
                of preferred stock
            
            
            (765,615
            )
            
            (766
            )
            
            7,656,150
            
            
            7,656
            
            
            (6,890
            )
            
            -
            
            
            -Exercise
                of stock options
            
            
            -
            
            
            -
            
            
            25,000
            
            
            25
            
            
            -
            
            
            -
            
            
            25Stock
                option compensation expense
            
            
            -
            
            
            -
            
            
            -
            
            
            -
            
            
            225,358
            
            
            -
            
            
            225,358Conversion
                  of promissory notes including beneficial conversion
                  feature
            
            
            -
            
            
            -
            
            
            1,488,848
            
            
            1,488
            
            
            207,881
            
            
            -
            
            
            209,369Beneficial
                conversion feature on promissory notes
            
            
            -
            
            
            -
            
            
            -
            
            
            -
            
            
            125,000
            
            
            -
            
            
            125,000Net
                loss
            
            
            -
            
            
            -
            
            
            -
            
            
            -
            
            
            -
            
            
            (1,333,569
            )
            
            (1,333,569
            )Balance
                at September 30, 2008 *(Unaudited)*
            
            
            -
            
            $
            -
            
            
            24,339,484
            
            $
            24,339
            
            $
            1,945,524
            
            $
            (4,924,133
            )
            $
            2,954,270





The
      accompanying notes are an integral part of these condensed financial
      statements.


3





**ecoSolutions
      Intl (Formerly 360 Interchange, Inc.)**


**Condensed
      Statements of Cash Flows**


**Increase
      (Decrease) in Cash**


***(Unaudited)***








Nine
                Months EndedSeptember
                30, 2008
            
            September
                30, 2007**Cash
                flows used for operating activities:**Net
                loss
            
            $
            (1,333,569
            )
            $
            (1,079,745
            )**Adjustments
                to reconcile net loss to net cash provided by operating
                activities:**Depreciation
            
            
            19,948
            
            
            16,178Issuance
                of common stock for services
            
            
            43,300
            
            
            39,820Stock
                option compensation expense
            
            
            225,358
            
            
            77,650Convertible
                promissory notes beneficial conversion feature
            
            
            69,984
            
            
            -**Changes
                in assets and liabilities: (Increase) decrease in
                assets:**Accounts
                receivable
            
            
            89,082
            
            
            (5,672
            )Finished
                goods inventory
            
            
            10,543
            
            
            8,810Prepaid
                expenses and advances
            
            
            60,108
            
            
            (1,101
            )Security deposits
            
            
            (324
            )
            
            (293
            )Deferred
                financing costs
            
            
            (38,133
            )
            
            -**Increase
                (decrease) in liabilities:**Accounts
                payable and accrued liabilities
            
            
            (240,163
            )
            
            99,918Accrued interest
            
            
            150,055
            
            
            95,859Customer
                deposits liability
            
            
            (12,803
            )
            
            (2,556
            )Net
                cash used for operating activities
            
            
            (956,614
            )
            
            (751,132
            )**Cash
                flows used for investing activities:**Acquisition
                of property and equipment
            
            
            (11,940
            )
            
            (24,652
            )**Cash
                flows provided by (used in) financing activities:**Borrowings
                on notes payable
            
            
            683,751
            
            
            741,243Repayments
                on notes payable
            
            
            (265,852
            )
            
            (22,815
            )Proceeds
                from issuance of common stock
            
            
            568,003
            
            
            25,000Net
                cash provided by financing activities
            
            
            985,902
            
            
            743,428**Net
                increase (decrease) in cash**
            
            
            17,348
            
            
            (32,356
            )**Cash,**beginning
                of period
            
            
            10,755
            
            
            77,621**Cash,**end
                of period
            
            $
            28,103
            
            $
            45,265**Supplemental
                disclosure of cash flow information:**Cash
                paid during the period for interest
            
            $
            27,560
            
            $
            40,452**Supplemental
                disclosure of non-cash financing activities:**Conversion
                of promissory notes to common stock
            
            $
            167,495
            
            $
            -Beneficial
                conversion feature of promissory
                notes
            
            $
            125,000
            
            $
            -




The
      accompanying notes are an integral part of these condensed financial
      statements.


4





**ecoSolutions
      Intl**  **(Formerly
      360 Interchange, Inc.)**


**Notes
      to Condensed Financial Statements**


**Quarterly
      Period Ended September 30, 2008**







**(1)**
              **Summary
                  of Significant Business and Accounting
                  Policies:**





**Business
      Organization**





ecoSolutions
      Intl (formerly 360 Interchange, Inc.) (the “Company”) was founded on July 24,
      2004 as an Oregon corporation. The Company reincorporated in Nevada on January
      3, 2005. No discontinuance of Company operations occurred during this period.
      On
      March 17, 2008, the Company changed its name to ecoSolutions Intl.





**Business
      Activity**





The
      Company sources products from overseas, selling to various retailers,
      distributors or manufacturing customers located in the United States or
      overseas. Through September 30, 2008, the Company’s product sourcing has
      originated from Asia, with major product categories of wood flooring products
      and foam products such as yoga mats and flooring underlayment. The Company
      has
      developed exclusive business arrangements with certain Asian manufacturers
      to
      market and sell eco-friendly products, focusing on selling plastic alternatives
      to polyvinyl chloride (PVC).





**Use
      of Estimates**





The
      preparation of financial statements in conformity with accounting principles
      generally accepted in the United States of America (GAAP) requires management
      to
      make estimates and assumptions that affect the reported amounts of assets and
      liabilities and disclosure 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.





**Fair
      Value**





Unless
      otherwise indicated, the fair values of all reported assets and liabilities,
      which represent financial instruments, none of which are held for trading
      purposes, approximate carrying values of such amounts.




5




**ecoSolutions
      Intl**  **(Formerly
      360 Interchange, Inc.)**


**Notes
      to Condensed Financial Statements**


**Quarterly
      Period Ended September 30, 2008**







**(1)**
            **Summary
                of Significant Business and Accounting Policies
                (Continued):**





**Going
      Concern and Basis of Presentation**





The
      condensed 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 incurred a net loss of $586,878
      for
      the three months ended September 30, 2008 and a net loss of $1,333,569 for
      the
      nine months ended September 30, 2008. The Company had a working capital
      deficiency of $1,465,432 and an accumulated deficit of $4,924,133 as of
      September 30, 2008. Those factors raise substantial doubt about the Company’s
      ability to continue as a going concern for a reasonable period of time.
      Management’s intention is set forth in a business plan which assumes increased
      operating revenues and additional financing. The ability of the Company to
      continue as a going concern is dependent on the plan’s success, as well as,
      achieving profitable operations in the future. The financial statements do
      not
      include any adjustments that might be necessary if the Company is unable to
      continue as a going concern.





The
      Company’s operating results will fluctuate for the foreseeable future. 
Therefore, period-to-period comparisons should not be relied upon as predictive
      of the results in future periods.  The results of operations for the nine
      months ended September 30, 2008 are not necessarily indicative of the results
      to
      be expected for any subsequent periods or for the entire year.





The
      accompanying condensed balance sheet as of December 31, 2007, which has been
      derived from audited financial statements, and the unaudited interim condensed
      financial statements as of September 30, 2008 have been prepared in accordance
      with generally accepted accounting principles for interim financial information
      and with the instructions to Form 10-Q and Rule 8-03 of Regulation S-X and
      therefore do not include all of the information and footnotes required by
      accounting principles accepted in the United States for comparable annual
      financial statements. In the opinion of the management of the Company, the
      accompanying unaudited condensed financial statements include all adjustments,
      including those that are normal and recurring considered necessary to present
      fairly the financial position as of September 30, 2008, and the results of
      operations for the period presented.  Certain notes and other information
      have been condensed or omitted from the interim condensed financial statements
      presented in this quarterly report. For further information, refer to Item
      2 –
“Financial Information” on our Amendment No. 4 to the
      Registration Statement on  Form 10 filed with the Securities Exchange
      Commission on October 1, 2008.





Certain
      reclassifications have been made to prior years to conform to the current year
      presentation. These reclassifications had no impact on the statement of
      operations for any period. These changes include the reclassification of related
      party accounts receivable from current to non-current assets due to management’s
      assessment of the timing of collectability of the receivable.




Other
      comprehensive net loss was equal to total net loss for the periods presented
      in
      the condensed statements of operations. Accordingly, a statement of other
      comprehensive net loss has not been presented.


6




**ecoSolutions
      Intl**  **(Formerly
      360 Interchange, Inc.)**


**Notes
      to Condensed Financial Statements**


**Quarterly
      Period Ended September 30, 2008**







**(1)**
            **Summary
                of Significant Business and Accounting Policies
                (Continued):**





**Revenue
      Recognition**





Revenue
      is recognized when title passes from the Company to the customer, generally
      when
      product is received by the customer, using F.O.B. destination terms. Accounts
      receivables are presented at the full value for which no reserves have
      historically been required. No amount of receivables serves as collateral for
      borrowings.





In
      accordance with Emerging Issues Task Force 99-19, “Reporting Revenue Gross as a
      Principal versus Net as an Agent” (EITF 99-19), beginning in January 2006 with
      orders booked, the Company began acting as a principal in the revenue
      transactions, assuming the risks and reward of ownership until a sale is
      complete by assuming general inventory and credit risks, being the primary
      obligor in the transaction and having latitude in establishing price and
      supplier selection as set forth in the guidance. As a principal in the revenue
      transactions, the Company reports revenues on the gross method.




The
      Company recognizes revenue in accordance with SEC Staff Accounting Bulletin
      No.
      104, "Revenue Recognition in Financial Statements" ("SAB 104"), as amended.
      SAB
      104 requires that the following four basic criteria must be met before revenue
      can be recognized: 1) persuasive evidence of an arrangement exists; 2) delivery
      has occurred or services have been rendered; 3) the fee is fixed and
      determinable; and 4) collectibility is reasonably assured.





In
      accordance with Emerging Issues Task Force 00-10, “Accounting for Shipping and
      Handling Fees and Costs” (EITF 00-10), freight income is recognized in the
      period when gross sales are recognized, for those customer orders where the
      Company charges the customer for delivery of their products.





The
      Company does not have rights of product returns with its customers, however
      the
      return of products, which are non-conforming would be replaced. The Company
      does
      not provide for product warranties. The Company does not maintain reserves
      for
      product returns or warranties as historical loss experiences have been
      immaterial .





Fees
      are
      also generated for management services provided to Patridge & Company of
      Nevada LLC, a company in which William Patridge, President, Chief Executive
      Officer, Chairman and principal stockholder of the Company is the managing
      member. These fees are recognized within services income when the services
      occur. Since these management services do not contribute materially to our
      profitability, we do not consider these services to be a distinct line of
      business for our Company.





**Cash**





For
      purposes of the balance sheet and statement of cash flows, cash equivalents
      include all highly liquid debt instruments with original maturities of three
      months or less which are not securing any corporate obligations.





The
      Company maintains its cash in bank deposit accounts, which, at times, may exceed
      federally insured limits. The Company has not experienced any losses in such
      accounts.





**Inventory**





Inventory
      consists of finished goods including freight and is valued at the lower of
      cost
      (weighted average method) or market.


7





**ecoSolutions
      Intl**  **(Formerly
      360 Interchange, Inc.)**


**Notes
      to Condensed Financial Statements**


**Quarterly
      Period Ended September 30, 2008**








**(1)**
            **Summary
                of Significant Business and Accounting Policies
                (Continued):**




**Property
      and Equipment**





Property
      and equipment are stated at cost. Depreciation of property and equipment is
      calculated on the straight-line method over the estimated useful lives of the
      assets. Estimated lives of major classes of property and equipment are
      automobiles (6 years), computer equipment, telephone equipment, camera equipment
      and computer software (3 to 4 years) and furniture and fixtures and leasehold
      improvements (10 years). The Company has no betterments or renewals. Repairs
      and
      maintenance is expensed as incurred.





**Income
      Taxes**





The
      Company accounts for income taxes in accordance with SFAS No. 109, "Accounting
      for Income Taxes" ("SFAS 109"). Deferred taxes are provided on the
      liability method whereby deferred tax assets are recognized for deductible
      temporary differences, and deferred tax liabilities are recognized for taxable
      temporary differences. Temporary differences are the differences between the
      reported amounts of assets and liabilities and their tax bases. 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 realized. Deferred tax assets and liabilities are adjusted for the
      effects of changes in tax laws and rates on the date of enactment.





In
      July
      2006, the FASB issued Interpretation No. 48, “Accounting for Uncertainty in
      Income Taxes” (FIN 48), an Interpretation of FASB Statement No. 109 (SFAS 109).
      FIN 48 provides detailed guidance for the financial statement recognition,
      measurement and disclosure of uncertain tax positions recognized in an
      enterprise's financial statements in accordance with SFAS 109. Income tax
      positions must meet a more-likely-than-not recognition threshold at the
      effective date to be recognized upon the adoption of FIN 48 and in subsequent
      periods. The Company adopted FIN 48 effective January 1, 2007, and the
      provisions of FIN 48 will be applied to all income tax positions commencing
      from
      that date. The adoption of this guidance did not have a material impact on
      the Company's financial statements.





**Stock-Based
      Compensation**





Commencing
      January 1, 2006, the Company adopted Statement of Financial Accounting Standard
      No. 123R, “Share Based Payment” (“SFAS 123R”), which requires all share-based
      payments, including grants of stock options, to be recognized in the income
      statement as an operating expense, based on fair values. The effect on net
      income upon adoption of SFAS 123R was not materially different than as reported
      if the fair-value-based method had been applied to all outstanding and unvested
      awards.





**Advertising**





Advertising
      costs are expensed as incurred and totaled $0 for the three months ended
      September 30, 2008 and 2007. For the nine months ended September 30, 2008 and
      2007, respectively, advertising costs were $0 and $3,428.





**Shipping
      and Handling Charges**





For
      customers whom the Company arranges shipping and handling charges, these charges
      are included in costs of goods sold in accordance with EITF
      00-10.


8





**ecoSolutions
      Intl**  **(Formerly
      360 Interchange, Inc.)**


**Notes
      to Condensed Financial Statements**


**Quarterly
      Period Ended September 30, 2008**







**(1)**
            **Summary
                of Significant Business and Accounting Policies
                (Continued):**




**Segment
      Reporting:**





Statement
      of Financial Accounting Standards No. 131, “Disclosures about Segments of an
      Enterprise and Related Information” (“SFAS 131”) *,* establishes standards for reporting information on operating segments in interim
      and annual financial statements. In accordance with this guidance, the Company
      has determined that it has one operating segment. The company has historically
      sold wood flooring, foam underlayment for flooring and yoga mats and
      is in the process of transitioning to the manufacturing of eco-friendly plastic
      alternatives. The chief operating decision-makers review the Company’s operating
      results on a consolidated basis, discrete financial information is not available
      for each product line and the operations are managed as a single operating
      segment.




**Recent
      Accounting
      Pronouncements**


FSP
            FAS 157- 3
–
In
            October 2008, the FASB issued FASB Staff Position No. FAS 157-3, “Determining
            the Fair Value of a Financial Asset in a Market That Is Not Active” (FSP 157-3),
            which clarifies the application of SFAS 157 when the market for a financial
            asset is inactive. Specifically, FSP 157-3 clarifies how (1) management’s
            internal assumptions should be considered in measuring fair value when
            observable data are not present, (2) observable market information from
            an
            inactive market should be taken into account, and (3) the use of broker
            quotes
            or pricing services should be considered in assessing the relevance of
            observable and unobservable data to measure fair value. The guidance
            in FSP FAS
            1157-3 is effective immediately and management is evaluating the impact
            that
            this and FAS 157 will have on the financial statements.
 FSP
              FAS 133-1 and FIN 45-4 – In
              September 2008, the FASB issued FASB Staff Position (“FSP”) No. 133-1 and FIN
              45-4 (“FSP FAS 133-1 and FIN
              45-4”), “Disclosures about Credit Derivatives and Certain Guarantees: An
              Amendment of FASB Statement No. 133 and FASB Interpretation No. 45;
              and
              Clarification of the Effective Date of FASB Statement No. 161”.  FSP
              FAS 133-1 and FIN 45-4 amends FASB Statement No. 133 (“SFAS 133”), “Accounting
              for Derivative Instruments and Hedging Activities”, to require disclosures by
              sellers of credit derivatives, including credit derivatives embedded
              in hybrid
              instruments.  FSP FAS 133-1 and FIN 45-4 also amend FASB
              Interpretation No. 45 (“FIN 45”), “Guarantor’s Accounting and Disclosure
              Requirements for Guarantees, Including Indirect Guarantees of Indebtedness
              to
              Others”, to require additional disclosure about the current status of the
              payment/performance risk of a guarantee.  The provisions of the FSP
              that amend SFAS 133 and FIN 45 are effective for reporting periods
              ending after
              November 15, 2008. FSP FAS 133-1and FIN 45-4 also clarifies the effective
              date
              in FASB Statement No. 161 (“SFAS 161”), “Disclosures about Derivative
              Instruments and Hedging Activities”. Disclosures required by SFAS 161 are
              effective for financial statements issued for fiscal years and interim
              periods
              beginning after November 15, 2008. The adoption of FSP FAS 133-1 and
              FIN 45-4
              only require additional disclosures, however, management does not believe
              that
              the adoption of these standards will have an impact onthe
              disclosures required by the Company.
  FSP
        EITF 03-06-1 –
        In June
        2008, the Financial Accounting Standards Board (FASB) issued a FASB Staff
        Position (FSP) on the FASB’s Emerging Issues Task Force (EITF) Issue
        No. 03-06-1, “Determining Whether Instruments Granted in Share-Based
        Payment Transactions Are Participating Securities,” (FSP EITF 03-06-1). This FSP
        addresses whether instruments granted in share-based payment transactions
        are
        participating securities prior to vesting and, therefore, need to be included
        in
        the earnings allocation in computing earnings per share (EPS) under the
        two-class method described in Statement of Financial Accounting Standard
        (SFAS)
        No. 128, “Earnings Per Share.” It affects entities that accrue or pay
        nonforfeitable cash dividends on share-based payment awards during the awards’
service period. FSP EITF 03-06-1 is effective for fiscal years beginning
        after
        December 15, 2008, and interim periods within those fiscal years and will
        require a retrospective adjustment to all prior period EPS. Management will
        adopt FSP EITF 03-06-1 on January 1, 2009, and does not believe that it will
        have an impact on our calculation or presentation of EPS for any period
        presented.
 
 SFAS
        162 –
        In May 2008, the FASB issued SFAS No. 162, “The Hierarchy of Generally
        Accepted Accounting Principles,” (SFAS 162). This standard reorganizes the GAAP
        hierarchy in order to improve financial reporting by providing a consistent
        framework for determining what accounting principles should be used when
        preparing U.S. GAAP financial statements. SFAS 162 shall be effective 60
        days
        after the SEC’s approval of the Public Company Accounting Oversight Board’s
        amendments to Interim Auditing Standard, AU Section 411, “The Meaning of
        Present Fairly in Conformity with Generally Accepted Accounting Principles.”
Management is currently evaluating the impact, if any, this new standard
        may
        have on our financial position and results of operations.
 FSP
          APB 14 –
          In  May 2008, the FASB issued FSP APB 14-1 ,
          “Accounting for Convertible Debt Instruments That May Be Settled in Cash
          Upon Conversion (Including Partial Cash Settlement).” This FSP applies to
          convertible debt securities that, upon conversion by the holder, may be
          settled
          by the issuer fully or partially in cash (rather than settled fully in
          shares)
          and specifies that issuers of such instruments should separately account
          for the
          liability and equity components in a manner that reflects the issuer’s
          nonconvertible debt borrowing rate when related interest cost is recognized.
          This FSP is effective for our company beginning January 1, 2009 with
          retrospective application to all periods presented. Management is evaluating
          the
          impact of this standard on its financial position or results of
          operations.
 FSP
        FAS 142-3 –
        In April 2008, the FASB issued FSP SFAS No. 142-3, “Determination of
        the Useful Life of Intangible Assets,” (FSP FAS 142-3). This FSP amends the list
        of factors an entity should consider in developing renewal or extension
        assumptions used in determining the useful life of recognized intangible
        assets
        under SFAS No. 142, “Goodwill and Other Intangible Assets,” (SFAS 142). The
        intent of this FSP is to improve the consistency between the useful life
        of a
        recognized intangible asset under SFAS 142 and the period of expected cash
        flows
        used to measure the fair value of the asset under SFAS No. 141, “Business
        Combinations.” FSP FAS 142-3 is effective for financial statements issued for
        fiscal years beginning after December 15, 2008 and interim periods within
        those fiscal years. Management does not believe that adoption of FSP FAS
        142-3
        will have an impact on our financial position or results of
        operations.


9


SFAS
        141(R) -
        In December 2007, the FASB issued SFAS No. 141(revised 2007),
“Business Combinations” (SFAS 141(R)). SFAS 141(R) is intended to improve
        reporting by creating greater consistency in the accounting and financial
        reporting of business combinations, resulting in more complete, comparable
        and
        relevant information for investors and other users of financial statements.
        To
        achieve this goal, the new standard requires the acquiring entity in a business
        combination to recognize all (and only) the assets acquired and liabilities
        assumed in the transaction; establishes the acquisition-date fair value as
        the
        measurement objective for all assets acquired and liabilities assumed; and
        expands the disclosure requirements for material business combinations. For
        calendar-year companies, SFAS 141(R) is effective for business combination
        transactions for which the acquisition date is on or after January 1, 2009.
        Management will adopt SFAS 141(R) prospectively, as required by the standard,
        and will evaluate the impact SFAS 141(R) may have on the accounting for any
        future business combination that we may consider.
  SFAS
          160 –
          In December 2007, the FASB issued SFAS No. 160, “Noncontrolling
          Interests in Consolidated Financial Statements” (SFAS 160). SFAS 160 is intended
          to improve the relevance, comparability, and transparency of financial
          information provided to investors by requiring all entities to report
          noncontrolling (minority) interests in subsidiaries in the same way—as equity in
          the consolidated financial statements. Moreover, SFAS 160 eliminates the
          diversity that currently exists in accounting for transactions between
          an entity
          and noncontrolling interests by requiring that they be treated as equity
          transactions. SFAS 160 is effective for fiscal years beginning after
          December 15, 2008, and is required to be adopted prospectively. Management
          does not believe that the implementation of SFAS 160 will have an impact
          on our
          financial position or results of operations.




**(2)**
            **Customer
                Concentrations:**





Included
      in accounts receivable are $6,770 due from two customers at September 30, 2008
      and $100,351 due from four customers at December 31, 2007. Sales earned from
      these customers amounted to $54,511 for the nine months ended September 30,
      2008. For the three months ended September 30, 2008, two customers of our
      foam products accounted for approximately ninety-seven percent (97%) of our
      sales revenues. For the nine months ended September 30, 2008, one
      customer of our wood flooring products accounted for approximately
      eighty-four percent (84%) of our sales revenues.




**(3)**
            **Property
                and Equipment:**





Property
      and equipment as of September 30, 2008 and December 31, 2007 consists of the
      following:




(Unaudited)September
                30,
            
            December
                31,2008
            
            2007Automobiles
            
            $
            69,798
            
            $
            69,798Computer
                equipment
            
            
            32,813
            
            
            24,356Furniture
                and fixtures
            
            
            19,050
            
            
            18,820Computer
                software
            
            
            13,019
            
            
            12,503Leasehold
                improvements
            
            
            12,262
            
            
            12,262Camera
                equipment
            
            
            1,578
            
            
            1,578Telephone
                equipment
            
            
            4,021
            
            
            1,284152,541
            
            
            140,601Less
                accumulated depreciation
            
            
            74,687
            
            
            54,739$
            77,854
            
            $
            85,862





Depreciation
      expense amounted to $6,860 and $5,661 for the three months ended September
      30,
      2008 and 2007, respectively and $19,948 and $16,178 for the nine months ended
      September 30, 2008 and 2007, respectively. Automobiles with a net book value
      of
      $38,179 are collateralized against automobile loan balances of $41,772 as of
      September 30, 2008.




10




**ecoSolutions
      Intl**  **(Formerly
      360 Interchange, Inc.)**


**Notes
      to Condensed Financial Statements**


**Quarterly
      Period Ended September 30, 2008**







**(4)**
            **Loans
                Payable and Accrued
                Interest:**





Loans
      payable and accrued interest as of September 30, 2008 and December 31, 2007
      are
      summarized as follows:





(Unaudited)September
                30,
            
            December
                31,2008
            
            2007Note
                payable including interest to William Patridge, President and CEO,
                for
                funding of the Company bearing interest at 10.0% (which commenced
                accrual
                as of January 2006), due January 2010, payable as $305,000 in 2008,
                $894,268 in 2009 and $1,605,453 in 2010
            
            $
            2,804,721
            
            
            2,168,535Automobile
                loan payable, bearing interest at 5.3%, secured by automobile, payable
                in
                monthly principal and interest installments of $822, matures June
                2011
            
            
            25,186
            
            
            31,445Automobile
                loan payable, bearing interest at 7.5%, secured by automobile, payable
                in
                monthly principal and interest installments of $321, matures December
                2013
            
            
            16,586
            
            
            18,477Southern
                Oregon Regional Economic Development, Inc. loan payable, bearing
                interest
                at 8.0%, secured by business assets and assets owned by William Patridge,
                the principal stockholder. Paid in full on January 3, 2008 (see Note
                4)
            
            
            -
            
            
            182,700Convertible
                promissory notes including interest, bearing interest at 8.0%, payable
                in
                semi-annual interest installments, maturities due December 2008 through
                May 2009. Converted by all lenders on March 10, 2008 (see Note
                4)
            
            
            -
            
            
            171,600Convertible
                promissory notes including interest, bearing interest at 6.0%, interest
                payable at maturity, net of unamortized debt discount of
                $96,890, maturities of July 2009
            
            
            29,833
            
            
            -2,876,326
            
            
            2,572,757Less
                current portion
            
            
            1,240,536
            
            
            493,906$
            1,635,790
            
            $
            2,078,851




As
      of
      September 30, 2008, the note payable including interest to William Patridge,
      President and Chief Executive Officer, was $2,804,721 for funding of the
      Company. This note began bearing interest at 10.0% on January 1, 2006 and is
      due
      January 2, 2010. Installment payments on this note are $215,000 due on June
      30,
      2008, $15,000 due at the end of each month in 2008 except June,
      $894,268 due on January 2, 2009 and $1,605,453 due on January 2, 2010. The
      $215,000 amount due June 30, 2008 and $45,000 total due for the months ended
      July, August and September 2008 were not paid. According to the terms of the
      promissory note with Patridge, the loan is not in default during 2008 if
      payments are not made. For the nine months ended September 30, 2008, William
      Patridge provided $483,749 of net borrowings to the Company.





On
      July
      8, 2008, we issued to T Squared Investments LLC (“T Squared”), a related party,
      a convertible promissory note in the aggregate principal amount of $100,000
      (“T
      Squared Note”) at an interest rate of 6% per annum. On July 8, 2008, we issued
      to Westside Capital LLC (“Westside”), a convertible promissory note in the
      aggregate principal amount of $25,000 (“Westside Note”) at an interest rate of
      6% per annum. Westside is managed by the same managing partners as T Squared.
      The T Squared Note and the Westside Note mature and are payable, together with
      accrued interest, one year from the date of issuance. T Squared and Westside
      may
      at any time, in their sole discretion, convert all or a portion of the principal
      amount outstanding, together with accrued interest, into shares of our common
      stock, at a conversion price of $0.50 per share of common stock. As
      of
      September 30, 2008, accrued interest of $1,723 is included in the notes payable
      balance. In accordance with Emerging Issues Task Force Abstract 00-27,
“Application of Issue No. 98-5 to Certain Convertible Instruments”, the
      beneficial conversion feature of $125,000 was recorded as
      a
      discount to the notesat issuance and is being amortized over the one
      year lives of the notes using the effective interest method. For both the three
      and nine months ended September 30, 2008, amortization of
      the
      discount was recorded as interest expense was $28,110. The
      unamortized debt discount is presented as a contra amount in current portion
      of
      loans and interest payable of $96,890 as of September 30, 2008. In
      accordance with the guidance under SFAS 133 “Accounting for Derivative
      Instruments and Hedging Activities,” SFAS 150 “Accounting for Certain Financial
      Instruments with Characteristics of both Liabilities and Equity”, EITF 00-19
“Accounting for Derivative Financial Instruments Indexed To, and Potentially
      Settled In, a Company’s Own Stock” and EITF 05-02 “Meaning of Conventional
      Convertible Debt Instrument in Issue No. 00-19”, such notes were determined to
      be conventional convertible and no separate derivative accounting was considered
      necessary.





On
      January 3, 2008, the loan balance with Southern Oregon Regional Economic
      Developments, Inc (SOREDI) of $182,700 was paid off by William Patridge. The
      Company’s liability to SOREDI decreased to zero on that date with the liability
      owed to William Patridge increased by $184,164, representing the principal
      balance of $182,700 plus additional accrued interest to pay off the
      balance.


11





**ecoSolutions
      Intl**  **(Formerly
      360 Interchange, Inc.)**


**Notes
      to Condensed Financial Statements**


**Quarterly
      Period Ended September 30, 2008**







**(4)**
                **Loans
                    Payable and Accrued Interest
                    (Continued):**





Convertible
      promissory notes of $165,000 were issued during December 2006 through May 2007.
      These notes bear interest at 8.0% and mature in two years from issue date.
      The
      notes contain a feature enabling the holder to convert the note, including
      accrued but unpaid interest if the holder of the note desires, to common stock
      of the Company. The shares are convertible at a conversion price of 75% on
      the
      date the Company receives the request from the Lender. On March 10, 2008, all
      Lenders converted their note holdings aggregating $167,495 into common stock
      of
      the Company. This represented principal balances of $165,000 plus accrued
      interest of $2,495. The number of shares issued to the holders was 1,488,848,
      representing shares converted at 75% of the estimated fair market value of
      $0.15
      per share or $0.1125 per share. Upon conversion on that date, the convertible
      promissory notes were cancelled. In accordance with Emerging Issues Task Force
      Abstract 98-5, “Accounting for Convertible Securities with Beneficial Conversion
      Features or Contingently Adjustable Conversion Ratios” (EITF 98-5), at the time
      of issuance, the beneficial conversion feature was calculated but not recorded
      as this feature was dependent on a future event. On the date of conversion
      when
      the future event contingency was resolved, the beneficial conversion feature
      of
      $41,874 was recorded as a charge to interest expense and an increase to
      additional paid in capital.




In
      accordance with the guidance under SFAS 133 “Accounting for Derivative
      Instruments and Hedging Activities,” SFAS 150 “Accounting for Certain Financial
      Instruments with Characteristics of both Liabilities and Equity”, EITF 00-19
“Accounting for Derivative Financial Instruments Indexed To, and Potentially
      Settled In, a Company’s Own Stock” and EITF 05-02 “Meaning of Conventional
      Convertible Debt Instrument in Issue No. 00-19”, such notes were determined to
      be conventional convertible and no separate derivative accounting was considered
      necessary.





The
      aggregate maturities of long-term debt at September 30, 2008 were as follows
      (unaudited):





Year
                ending December 31,2008
            
            $
            307,7992009
            
            
            935,7012010
            
            
            1,617,7442011
            
            
            8,0402012
            
            
            3,435Thereafter
            
            
            3,607$
            2,876,326




**(5)**  **Deferred
      Costs:**





During
      the nine months ended September 30, 2008, the Company incurred $38,133 in direct
      costs associated with the efforts to raise capital for the business. In
      accordance with Staff Accounting Bulletin 5, “Miscellaneous Accounting,” Topic
      A, “Expenses of Offering,” these costs were capitalized and are reported as a
      long-term asset on the accompanying Condensed Balance Sheet. Upon the completion
      of a contemplated offering, these costs will be offset against equity
      proceeds or amortized over the term of financing proceeds. In addition to this
      offering, the Company expects to continue capital raising activities in the
      forms of bridge loans through 2008.


12




**ecoSolutions
      Intl**  **(Formerly
      360 Interchange, Inc.)**


**Notes
      to Condensed Financial Statements**


**Quarterly
      Period Ended September 30, 2008**







**(6)**
            **Related
                Party Transactions:**




The
      Company’s office business facility located in Ashland, Oregon is owned by Main
      and Second Street LLC, a company which William Patridge, Chairman, Chief
      Executive Officer, President and principal stockholder of the Company is
      the sole managing member and is not a variable interest entity per FASB
      Interpretation 46R, “Consolidation of Variable Interest Entities (as amended)”
(FIN 46R). Rent expense was accrued but not paid per agreement with William
      Patridge since inception through December 31, 2007. Beginning January 1, 2008,
      the Company has paid the monthly rent due. The monthly terms are set at a fixed
      price, which can increase with notification from Main and Second Street LLC.
      The
      rental agreement is not collateralized. The liability to Main and Second Street
      LLC as of September 30, 2008 and December 31, 2007 of $40,281 is classified
      within current liabilities as payment is expected within the next twelve
      months.





Fees
      for
      management services provided by the Company to Patridge & Company of Nevada
      LLC are recorded as services income and recorded in non-current accounts
      receivable as services are incurred. William Patridge is the managing member
      of
      Patridge & Company of Nevada LLC. As of September 30, 2008, the noncurrent
      accounts receivable balance was $25,770 and fees earned for the nine months
      ended September 30, 2008 were $4,500. As of September 30, 2008, the amount
      past
      due over ninety days is $24,270. As of December 31, 2007, the non-current
      accounts receivable balance was $21,271 and fees earned for 2007 were $6,000.
      This non-interest bearing accounts receivable balance is classified as a
      non-current asset as a likelihood exists that collection over the next twelve
      months may not occur. However, the Company anticipates full collectability
      in
      the long-term.





The
      Company’s operations through September 30, 2008 have been funded by common stock
      purchases, convertible promissory notes, outside loans, loans from William
      Patridge, President and Chief Executive Officer and cash flow from operating
      activities. As of September 30, 2008, the Company has a note payable including
      accrued interest to William Patridge of $2,804,721 bearing interest at 10.0%
      starting January, 2006. This note is due in installment payments beginning
      from
      March 2008 through January 2010. The June 30, 2008 payment of $215,000 and
      $45,000 total due for the months ended July, August and September 2008 were
      not
      made, however the Company is not in default under the terms of the promissory
      note (see Note 4).





**(7)**
            **Leases:**





The
      Company maintains an office in Shanghai, China that is obligated under a
      non-cancelable operating lease for office space that expires in July 2009.
      The
      office space in Ashland, Oregon, rented from Main and Second Street LLC, is
      on a
      month-to-month basis. The Company leases a company automobile with lease
      payments beginning November 2007 and ending October 2012. Total lease expense
      for all leases was $20,058 and $14,007 for the three months ended September
      30,
      2008 and 2007, respectively. For the nine months ended September 30, 2008 and
      2007, respectively, total lease expense for all leases was $59,751 and $42,089.
      Lease expense is recorded within other selling, general and administrative
      expenses in the Condensed Statements of Operations.





The
      aggregate future minimum annual lease payments under non-cancelable operating
      leases as of September 30, 2008 were as follows (unaudited):





Year
                Ended December 31,2008
            
            $
            11,8622009
            
            
            35,7132010
            
            
            19,2842011
            
            
            19,2842012
            
            
            14,463Thereafter
            
            
            -$
            100,606




13




**ecoSolutions
      Intl****(Formerly
      360 Interchange, Inc.)**


**Notes
      to Condensed Financial Statements**


**Quarterly
      Period Ended September 30, 2008**







**(8)**
            **Convertible
                Preferred Stock:**





On
      November 10, 2006, certain current liabilities owing (or balances outstanding)
      as of September 30, 2006 to William Patridge, Chairman, Chief Executive Officer,
      President and principal stockholder of the Company and his affiliated companies,
      were retired and converted to preferred stock. The Articles of Incorporation
      of
      the Company were restated on November 10, 2006 to authorize 100,000,000 shares
      of common stock and 20,000,000 shares of preferred stock, each having a $.001
      par value. Each share of preferred stock may be converted into ten shares of
      common stock as fully paid and non-assessable common stock and carries ten
      to
      one voting rights. The rights and privileges of the convertible preferred stock
      include dividend rights and there are no liquidation or call preferences. The
      preferred stock does not carry any other rights other than the foregoing. In
      exchange for $248,825 of current liabilities owed to William Patridge and his
      affiliated companies, 765,615 shares of preferred stock were issued to William
      Patridge.




In
      accordance with EITF Abstract 98-5, “Accounting for Convertible Securities with
      Beneficial Conversion Features or Contingently Adjustable Conversion Ratios”
(EITF 98-5), and EITF Abstract 00-27, “Application of Issue No. 98-5 to Certain
      Convertible Instruments” (EITF 00-27), the preferred shares had no beneficial
      conversion option and intrinsic value because they were issued at estimated
      fair
      market value at a point in time where there was no public trading vehicle for
      our common stock.





On
      May
      28, 2008, William Patridge, our President and Chief Executive Officer, converted
      765,615 shares of our Series A convertible preferred stock, at an exchange
      ratio
      of 1:10, into 7,656,150 shares of our common stock. The 765,615 shares of Series
      A convertible preferred stock were issued to Mr. Patridge on November 10, 2006,
      in exchange for the retirement and cancellation of certain
      liabilities.


14







**ecoSolutions
      Intl**  **(Formerly
      360 Interchange, Inc.)**


**Notes
      to Condensed Financial Statements**


**Quarterly
      Period Ended September 30, 2008**







**(9)**
            **Stock
                Options:**





The
      Company has granted non-qualified and incentive stock option agreements (the
      “Agreements”) to certain employees, advisors, consultants and board members. The
      Agreements provide for the grant of stock options, exercisable for shares of
      the
      Company’s common stock. In May 2007, the Board of Directors, by unanimous
      written consent, adopted the 2007 Equity Incentive Plan and Incentive Stock
      Option agreement. For the nine months ended September 30, 2008, the Company
      granted options to purchase 1,590,000 shares of the Company’s common stock.
      These options were granted with an exercise price ranging from $0.15 to $0.55
      per share. These options vest over three years and expire in five years. For
      the
      nine months ended September 30, 2008, 25,000 options were exercised and 60,000
      options forfeited with 4,229,500 options outstanding.





A
      summary
      is as follows:





WeightedWeighted
            
            AverageAverage
            
            RemainingNumber
            
            Exercise
            
            Contractualof shares
            
            Price
            
            LifeBalance
                at December 31, 2007
            
            
            2,724,500
            
            $
            0.210
            
            
            3.74Granted
            
            
            1,590,000
            
            $
            0.328Exercised
            
            
            (25,000
            )
            
            0.001Forfeited
            
            
            (60,000
            )
            
            0.084Balance
                at September 30, 2008 (Unaudited)
            
            
            4,229,500
            
            $
            0.257
            
            
            3.76Exercisable
                at September 30, 2008 (Unaudited)
            
            
            1,038,831
            
            $
            0.283
            
            
            2.89




Commencing
      January 1, 2006, the Company adopted Statement of Financial Accounting Standard
      No. 123R, “Share Based Payment” (“SFAS 123R”), which requires all share-based
      payments, including grants of stock options, to be recognized in the income
      statement as an operating expense, based on fair values.




The
      Company accounts for equity instruments issued in exchange for the receipt
      of
      goods or services from other than employees in accordance with SFAS 123R and
      the
      conclusions reached by the Emerging Issues Task Force, Issue 96-18, “Accounting
      for Equity Instruments That are Issued to Other Than Employees for Acquiring,
      or in Conjunction with Selling, Goods or Services”, (EITF 96-18). Costs are
      measured at the estimated fair market value of the consideration received or
      the
      estimated fair value of the equity instruments issued, whichever is more
      reliably measurable. The value of the equity instruments issued for
      consideration other than employee services is determined on the earlier of
      a
      performance commitment or completion of performance by the provider of
      goods or services as defined by EITF 96-18. During
      the three months and nine months ended September 30, 2008, respectively, options
      to purchase 0 and 1,150,000 shares of the Company’s common stock were granted to
      non-employees. The current fair value at September 30, 2008 of the non-employee
      options to purchase 1,150,000 shares of the Company’s common stock was
      $575,000.




Under
      SFAS 123R, forfeitures are estimated at the time of valuation and reduce expense
      ratably over the vesting period. This estimate is adjusted periodically based
      on
      the extent to which actual forfeitures differ, or are expected to differ, from
      the previous estimate. The Company utilized a 10% forfeiture rate. The Company
      recognized $71,586 and $26,457 of stock option expense and for the three months
      ended September 30, 2008 and 2007, respectively. For the nine months ended
      September 30, 2008 and 2007, respectively, the Company recognized $225,358
      and
      $77,650 of stock option expense. As of September 30, 2008, there was $538,348
      of
      total unrecognized compensation cost related to non vested share-based
      compensation arrangements granted under existing stock option plans. The total
      fair value of shares vested and non vested as of September 30, 2008 was
      $913,075, of which $239,711 is attributed to employee options.


15




**ecoSolutions
      Intl**  **(Formerly
      360 Interchange, Inc.)**


**Notes
      to Condensed Financial Statements**


**Quarterly
      Period Ended September 30, 2008**




**(9)**
            **Stock
                Options (Continued):**





The
      fair
      value of options granted to employees was estimated using the Black Scholes
      option-pricing model. These same assumptions were also used in applying the
      Black Scholes option-pricing model for any stock based option compensation
      paid
      to non-employees. For the three and nine months ended September 30, 2008,
      expected future volatility is based on review of historical volatilities for
      similar public companies. With the Company’s limited trading history and infancy
      in its product line, management believes that the historical volatility of
      the
      Company’s stock price does not best represent the expected volatility of the
      stock price. Management intends to continue to consistently use the same group
      of publicly traded peer companies to determine volatility in the future until
      such time that sufficient information regarding the volatility of the Company’s
      share price becomes available or unless the selected companies become unreliable
      for this purpose. The fair value of options at the date of grant and the
      assumptions utilized are indicated in the following table:




(Unaudited)Three Months
            
            Nine MonthsEnded September 30,
            
            Ended September 30,2008
            
            2008Weighted
                average of fair value at date of grant for options granted during
                the
                period
            
            $
            0.550
            
            $
            0.328Risk-free
                interest rates
            
            
            2.84
            %
            
            1.71%-2.84
            %Expected
                option life in years
            
            
            5
            
            
            5Expected
                stock price volatility
            
            
            96
            %
            
            94%-100
            %Expected
                dividend yield
            
            
            -
            
            
            -





The
      following summarizes the activity of the Company’s non vested options for the
      nine months ended September 30, 2008.





WeightedAverageExerciseShares
            
            PriceNon
                vested at December 31, 2007
            
            
            2,198,837
            
            $
            0.189Granted
            
            
            1,590,000
            
            
            0.328Vested
            
            
            (538,168
            )
            
            0.256Forfeited
            
            
            (60,000
            )
            
            0.084Non
                vested at September 30, 2008 (Unaudited)
            
            
            3,190,669
            
            $
            0.248




16




**ecoSolutions
      Intl**  **(Formerly
      360 Interchange, Inc.)**


**Notes
      to Condensed Financial Statements**


**Quarterly
      Period Ended September 30, 2008**




**(10)**
            **Shares
                Granted for Services:**





Certain
      shares granted to consultants for services provided to the Company as
      independent contractors are restricted under a “Restricted Stock Agreement”
established January 11, 2005. These shares are subject to forfeiture over the
      annual anniversary date of each three year period of the agreement if the Board
      of Directors determines that the consultant is no longer assisting the Company.
      In that case, such shares shall be returned to the Company for cancellation.
      If
      the Board of Directors determines that the consultant is assisting the Company
      over the annual anniversary date of each three year period, the consultant
      shall
      acquire an unrestricted right to one-third of the shares of stock. As of
      September 30, 2008, a total of 245,000 cumulative restricted shares had
      been granted with 148,333 shares issued as common stock and 96,667 shares
      cancelled. Compensation expense for services performed during the three months
      ended September 30, 2008 and 2007 was $0 and $1,563, respectively. For the
      nine
      months ended September 30, 2008 and 2007, respectively, compensation expense
      was
      $188 and $5,227. Compensation expense is recorded in other selling, general
      and
      administrative expenses in the accompanying Condensed Statements of Operations.
      Shares issued for such services during 2008 and 2007 were 41,666 and 41,667,
      respectively, representing a total fair value on September 30, 2008 of $20,834
      and $20,833, respectively.





Services
      provided by consultants outside of the “Restricted Stock Agreement” were
      recorded as compensation expense in other selling, general and administrative
      expenses during the three month periods ended September 30, 2008 and 2007
      of $15,921 and $0, respectively. For the nine months ended September 30, 2008
      and 2007, respectively, compensation expense was $38,459 and $9,525. Shares
      issued for such services during 2008 and 2007 were 145,000 and 146,833,
      respectively, representing a total fair value on September 30, 2008 of
      $72,500 and $73,417, respectively.





The
      fair
      market value of common stock used in the above calculations was determined
      during those timeframes based on the average price of the Company stock from
      private investors, the offering price under Rule 504 of Regulation D (see Note
      12) and the closing prices of quotations on the Pink Sheets on the measurement
      date.




17




**ecoSolutions
      Intl**  **(Formerly
      360 Interchange, Inc.)**


**Notes
      to Condensed Financial Statements**


**Quarterly
      Period Ended September 30, 2008**





**(11)**
            **Loss
                per Share:**





The
      Company has adopted Statement of Financial Accounting Standards No. 128,
“Earnings per Share” (SFAS 128). SFAS 128 provides for the calculation of
      basic and diluted earnings per share. Basic earnings per share includes no
      dilution and is computed by dividing income available to common shareholders
      by
      the weighted average number of common shares outstanding for the period. Diluted
      earnings per share reflect the potential dilution of securities that could
      share
      in the earnings of an entity, such as stock options, warrants or convertible
      securities. Loss per share is computed as net loss divided by the weighted
      average of common shares outstanding for the period, as
      follows:




(Unaudited)Three Months Ended
              
              Nine Months EndedSeptember 30,
              
              September 30,2008
              
              2007
              
              2008
              
              2007Net
                  loss available to common stockholders
              
              $
              (586,878
              )
              $
              (356,182
              )
              $
              (1,333,569
              )
              $
              (1,079,745
              )Weighted
                  average common shares outstanding, basic and diluted
              
              
              24,339,484
              
              
              10,181,703
              
              
              19,284,444
              
              
              10,153,252Basic
                  and diluted loss per share
              
              $
              (0.02
              )
              $
              (0.03
              )
              $
              (0.07
              )
              $
              (0.11
              )




Common
      stock equivalents, consisting of stock options, preferred stock, convertible
      promissory notes and restricted stock totaling in the aggregate 3,915,000 and
      9,364,484 share equivalents as of September 30, 2008 and 2007, respectively,
      were not included in the computation of diluted earnings per share, as their
      inclusion would be anti-dilutive.





**(12)**
            **Rule
                504 Offering:**





On
      January 25, 2008, the Company closed its Rule 504 offering raising gross
      proceeds of $621,798 through 64 investors. This offering, which was approved
      by
      the state of Nevada on January 24, 2007 with additional registration approvals
      by qualification in the state of New York on March 16, 2007 and the state of
      Oregon on April 19, 2007, enabled the Company to offer common stock for
      purchase, within the terms of the Rule 504 filing. The Company was allowed
      to
      raise a minimum of approximately $500,000 with a maximum of approximately
      $1,000,000, which is the maximum allowed under Rule 504. Shares were offered
      at
      $0.15 per share, with a total of 4,345,320 shares issued under Rule 504 during
      2008.





On
      March
      18, 2008, the Company received approval from the Financial Industry Regulatory
      Authority (FINRA) to quote its common stock on the Pink Sheets LLC electronic
      trading platform (Pink Sheets). On April 14, 2008, the National Association
      of
      Securities Dealers Automated Quotation System (NASDAQ) approved the Pink Sheets
      quotation for the Company's new name, ecoSolutions Intl. On
      October 21, 2008, the Company received approval from FINRA to quote its common
      stock on the OTC Bulletin Board.The trading symbol assigned to the
      Company is ECOI.


18


**ITEM
      2.**  **MANAGEMENT'S
      DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
      OPERATIONS** .




**This
      Report, including any documents which may be incorporated by reference into
      this
      Report, contains “Forward-Looking Statements” within the meaning of Section 27A
      of the Securities Act of 1933, as amended, and Section 21E of the Securities
      Exchange Act of 1934, as amended. All statements other than statements of
      historical fact are “Forward-Looking Statements” for purposes of these
      provisions, including any projections of revenues or other financial items,
      any
      statements of the plans and objectives of management for future operations,
      any
      statements concerning proposed new products or services, any statements
      regarding future economic conditions or performance, and any statements of
      assumptions underlying any of the foregoing. All Forward-Looking Statements
      included in this document are made as of the date hereof and are based on
      information available to us as of such date. We assume no obligation to update
      any Forward-Looking Statement. In some cases, Forward-Looking Statements can
      be
      identified by the use of terminology such as “may,” “will,” “expects,” “plans,”
“anticipates,” “intends,” “believes,” “estimates,” “potential,” or “continue,”
or the negative thereof or other comparable terminology. Although we believe
      that the expectations reflected in the Forward-Looking Statements contained
      herein are reasonable, there can be no assurance that such expectations or
      any
      of the Forward-Looking Statements will prove to be correct, and actual results
      could differ materially from those projected or assumed in the Forward-Looking
      Statements. Future financial condition and results of operations, as well as
      any
      Forward-Looking Statements are subject to inherent risks and uncertainties,
      including any other factors referred to in our press releases and reports filed
      with the Securities and Exchange Commission. All subsequent Forward-Looking
      Statements attributable to the company or persons acting on its behalf are
      expressly qualified in their entirety by these cautionary statements. Additional
      factors that may have a direct bearing on our operating results are described
      under “Risk Factors” and elsewhere in this Report** . **




**Introductory
      Comment**




Throughout
      this Quarterly Report on Form 10-Q, the terms “we,” “us,” “our,” “our
      company,” and “the Company” refer to ecoSolutions Intl, a Nevada
      corporation.




**Organizational
      History**  ****




Our
      company was originally incorporated as “360 Interchange, Inc.” under the laws of
      the State of Oregon on July 24, 2004. On January 3, 2005, we reincorporated
      under the laws of the State of Nevada. We subsequently changed our name to
      “ecoSolutions Intl” on March 17, 2008 to reflect our current business focus. Our
      principal executive offices are located at 295 East Main Street, Suite 1,
      Ashland, Oregon 97520, and our telephone number is (541) 552-9360. Due to our
      business relationships in Asia, we also maintain a branch office located at
      2299
      Yan An Road, West Shanghai Mart, Suite 3B55, Shanghai, 200336 PRC. We maintain
      a
      website at http://www.ecosolutionsintl.com .
      Our
      Internet website(s) and the information contained therein, or connected thereto,
      are not and are not intended to be incorporated into this Quarterly Report
      on
      Form 10-Q.




Until
      2007, we were a trading company operating out of the State of Oregon focusing
      on
      the sale of wood flooring and yoga mat products in North America. However,
      we
      have not generated significant revenues from our trading company operations,
      and
      have incurred net operating losses since our inception in 2004. At December
      31,
      2007, our accumulated deficit was approximately $3.6 million.





The
      wood
      flooring industry is dependent on activity in the construction and real estate
      markets, and our operations in this industry have been affected by the financial
      troubles in the real estate market. In addition, the number of trading companies
      has grown substantially with foreign companies competing with the Asian
      traditional traders. There has also been a growth resulting from the Internet
      explosion, in that there are now many sites offering direct communication with
      the factories and manufacturers, and functioning effectively as online trading
      companies. As more companies in the United States become savvy about working
      directly with factories, trading companies have to adapt and become more service
      oriented to retain their customer base. This has presented significant
      challenges for what we believe to be an already crowded market.





Due
      to growing troubles in the real estate market and its ancillary industries,
      and
      sluggish industry sales resulting from stiff competition, in early 2007, our
      Board of Directors considered entering into a number of other businesses that
      would enable us to be able to provide our shareholders with future value. Our
      Board subsequently decided to develop a business in the alternative plastics
      market as a distributor of non-PVC plastics and bioplastics, having concluded
      that there was a significant opportunity to participate in the rapidly growing
      eco-consciousness and “green” industry, including the sale of eco-friendly
      alternatives to ordinary consumer goods.




19




In
      2007,
      we adjusted our business plan to focus primarily on providing ecologically
      friendly alternatives to plastic, PVC (polyvinyl chloride, commonly called
      vinyl), rubber and non-sustainable wood products throughout the world. While
      currently maintaining a presence in the wood flooring and yoga mats space as
      we
      transition into our new business plan, we have extended our business operations
      to include the development and sales of a range of competitive to premium priced
      products that are environmentally attractive alternatives to more toxic and
      damaging materials such as PVC. During this transition, management reports
      sales
      from all product lines under a single segment as discrete product line
      information is not available and this is consistent with the review by the
      chief
      decision makers of the Company.




In
      particular, in connection with our new line of business, we intend to offer
      a
      suite of products classifiable into one of three broad product lines, namely:
      (i) a Correlative Product Line, (ii) an Enriched Product Line, and (iii) an
      Overall Sustainability Product Line. The nature and types of products included
      in our Correlative Product Line will be products designed to contain no toxic
      PVC materials compared with non-green substitutes, which contain PVC. Products
      in our Correlative Product Line will perform similarly to the non-green
      substitutes that they replace but their production will emphasize their
      inclusion of more readily recyclable and eco-friendly materials. Our Enriched
      Product Line will include products manufactured with an eco-friendly focus,
      as
      in the case of our Correlative Products; however, our Enriched Products will
      feature improvements in product performance (compared to their non-green
      competitors) in addition to the “green” nature of these products. Our Overall
      Sustainability Product Line will feature products that improve the overall
      sustainability of the materials that they replace by using technology that
      builds upon the other two categories, including benefits relating to
      biodegradability, among others.




More
      specifically, we currently market ecoPlasticTM and ecoFoamTM suites of products.
      Our ecoPlasticTM brand represents our primary suite of products, and includes
      products/materials from our Correlative Product Line, Enriched Product Line,
      and
      Overall Sustainability Product Line. Our ecoFoamTM suite includes offerings from
      our Correlative Product Line and Enriched Product Line only, and represents
      a
      subset of our ecoPlasticTM suite. For additional details regarding our principal
      product offerings, please see “Item 2 Business - Principal
      Products.”




We
      are presently focused on building a brand around our suite of eco-friendly
      solutions and products, including our ecoPlasticTM and ecoFoamTM product lines,
      and co-brand opportunities with our customers. Given the 350 billion pounds
      per
      year of plastics that are produced annually, growing at a rate of 5% per annum,
      we believe that we are targeting a market with enormous growth opportunities
      for
      our products. Additionally, with our broader line of product offerings, relative
      to more conventional players in the bioplastics space, we offer environmentally
      friendly solutions in a way that non-diversified bioplastics companies
      cannot.





***Business
      Strategy***




Our
      goal is to develop and successfully commercialize cost-competitive
      environmentally sustainable alternatives to conventional petroleum-based
      plastics. To accomplish this, we have divided our operations to focus on the
      development and commercialization of both bioplastic alternatives, as well
      as
      alternatives though while not purely “bioplastic,” nonetheless provide immediate
      solutions to several of the environmental and health concerns associated with
      the consumption of conventional plastics.




While
      our
      competitors in the bioplastics space are focusing almost exclusively on
      bioplastics where the practical applications have so far been limited (65%
      of
      bioplastics in 2007 were estimated to be limited to the packaging and food
      industries), we intend to develop and market products that provide immediate
      solutions to ecological and health issues. For manufacturers and other companies
      that are plagued by public relations nightmares of manufacturing unsafe
      products, the closest thing to a solution is to eliminate PVC from its
      production process. PVC has been declared to be the equivalent of public enemy
      number one for many manufacturers, and as such, the eradication of PVC in the
      production process is far more important than the relative environmental merits
      of bioplastics versus petroleum based plastics. In addition, despite the
      positive press that bioplastics have received in recent years, their
      applications are still quite limited in the marketplace and are dwarfed by
      the
      opportunities for eco-friendly petroleum-based plastics, a segment which we
      believe is being ignored by competitors in the strictly bioplastics
      market.





For
      industries like toy manufacturing, where the intensity of negative press has
      steadily increased with highly publicized toy recalls, the pressure to find
      non-toxic applications has never been greater. Yet, the challenges of
      manufacturing a toy that won’t biodegrade too quickly, but is safe for young
      children, remain difficult for producers. For applications like these,
      bioplastics have not emerged as a viable solution and are not expected to in
      the
      near term. Instead, we believe that eco-friendly petroleum-based plastics,
      similar to the products available in our ecoPlasticTM and ecoFoamTM solutions, are
      perfectly positioned for application in the toy industry to address some of
      the
      concerns about conventional petroleum-based plastics.


20


We
      plan to provide alternatives to conventional plastics, which though while not
      strictly bioplastic, meet most of the criteria for inclusion to this market
      category in that the production and consumption is gentler on the environment,
      and they are non-toxic, fully recyclable and degradable. It is our plan to
      market our ecoPlasticTM and ecoFoamTM suite of products as currently viable
      alternatives to toxic PVC-based plastics, the component found in most
      conventional plastics. Available in an endless array of applications from
      building materials to toys and blister pack material for consumer goods
      packaging, ecoPlasticTM and ecoFoamTM are an ecologically advantageous, currently
      available, and cost competitive alternative to toxic PVC that addresses the
      broader plastics market applications relative to pure bioplastics. As a result,
      given the relative infancy of the bioplastics market and limited commercial
      applications for such products, we believe that our ecoPlasticTM and ecoFoamTM
solutions provide us with immediate and substantial returns at the same time
      that we are carving out market share into the future bioplastic
      boom.




Our
      current product line consists of our branded ecoPlasticTM and ecoFoamTM products,
      sold in the form of plastic pellets and foam to manufacturers or other large
      companies who process these materials into everyday products. These eco-friendly
      non-PVC alternatives utilize no heavy metals in production, contain no chloride,
      latex, lead or phthalates and do not outgas toxic fumes. The products are also
      typically photodegradable and recyclable, allowing for many generations of
      products to be made from the original material.




Compared
      with conventional petroleum-based plastics, our ecoPlasticTM and ecoFoamTM line of
      products possess the following characteristics:




o *Versatile* -
      Products that are manufactured for several plastic uses and applications, from
      next-step materials to bio-based plastics.





o *Mature* -
      Materials that have been in research and production for years and many are
      protected by U.S.A. and Asian patents.




o *Viable* -
      Materials that are ready for production today and in most cases can be
      formulated to meet specific production needs.




o*Environmentally
      Friendly*-
      Materials that are easily recyclable, have less impact on the environment in
      production and, in many instances, are degradable.




While
      current practical commercially profitable applications for pure bioplastics
      are
      limited, in addition to our efforts in the non-PVC alternative plastic space,
      we
      also plan to identify current applications for pure bioplastics that have proven
      to possess successful commercialization opportunities. One popular use of
      bioplastic products is shopping bags - which can possess all of the
      functionality of their conventional plastic counterparts in addition to the
      advantages of bioplastics, including biodegradability. We currently have an
      agreement in place with an Asian manufacturer for the supply of such bioplastic
      shopping bags.





The
      materials we distribute under our ecoPlasticTM and ecoFoamTM suites are marketed
      as a greener and eco-friendly alternative to the conventional plastics available
      today. As such, we consider our core market to be the plastics industry, and
      all
      other industries associated with the plastics industry, such as the vendors
      who
      supply plastic parts, components and other raw materials to plastics
      manufacturers and retailers who sell to end consumers. To the extent
      manufacturers employ the use of plastic materials in their productions
      processes, we believe that an opportunity exists for marketing our products
      to
      such vendors and suppliers. In sum, we consider our primary markets to include,
      and intend to market our products to, (i) manufacturers of plastic products
      (whether plastic parts, components or final products) (ii) manufacturers who
      do
      not necessarily produce plastic products or components but nonetheless utilize
      plastic raw materials in their production processes, (iii) businesses that
      support the foregoing manufacturers by supplying plastic raw materials to them,
      and (iv) retailers who sell plastic products to consumers or who use plastic
      products in their operations.





***Customers***




For
      the
      three months ended September 30, 2008, two customers of our foam products
      accounted for approximately ninety-seven percent (97%) of our sales revenues.
      For the nine months ended September 30, 2008, one customer of our wood
      flooring products accounted for approximately eighty-four percent (84%) of
      our
      sales revenues. We are, however, in the process of talking with several
      companies who have indicated an interest in our new products which will broaden
      and diversify our customer base.




21





***Business
      Model***




Our
      business model strongly emphasizes tight costs controls and just-in-time
      inventory practices. Our operations department ensures that all raw materials
      and other inputs are exclusively purchased to fill only firm orders. At no
      time
      in the sales cycle is costly excess inventory held unnecessarily. Thus, the
      probability of us holding unmovable goods as inventory is virtually eliminated.
      We are continually looking for proprietary materials or relationships giving
      our
      company a proprietary position in order to strengthen our product
      portfolio.




***Principal
      Products***




Generally,
      our suite of products and materials can be classified into one of three
      categories, which we market under either of our ecoPlasticTM or ecoFoamTM
brands:




o *Correlative
      Products* . ** These
      products are next-step solutions, making a big impact on reducing the volume
      of
      materials in production that are more damaging to the environment and personal
      health (including exclusion of toxic PVC). Correlative products will perform
      similarly to what they replace, but are more environmentally friendly by being
      more readily recyclable and eco-friendly in their production.





o *Enriched
      Products* . ** These
      products provide material performance gains as well as “green” performance.
      These products will often be recyclable and gentler on the environment as our
      Correlative Products are, but add benefits such as degradability and significant
      enhancements to the production process and final product.




o *Overall
      Sustainability Products* . ** This
      category represents products that improve the overall sustainability of the
      materials they are replacing by using technology that builds upon the other
      two
      categories. These advantages include biodegradability, materials made from
      renewable resources and a more comprehensive approach to “greening” the supply
      chain.




We
      obtain our non-PVC materials from a variety of manufacturers in Asia whom we
      believe hold the intellectual property rights in respect of the production
      of
      non-PVC plastics.





***Intellectual
      Property***




We
      have filed applications with the United States Patent and Trademark Office
      (“USPTO”) to register our “ecoPlastic,” “ecoFoam,” and “ecoSolutions”
trademarks, in varying stages of investigation and approval by the USPTO. We
      are
      also the registered owners of 12 Internet domain names.




We
      do not
      currently possess any patentable technology relating to our operations in the
      bioplastics and non-PVC plastics markets. However, as we design and implement
      our business plan, we may acquire proprietary, protected (protectable)
      technology applicable to our operations. If we do acquire such technology,
      we
      presently anticipate that it will be in connection with any acquisitions or
      other business combinations in which we may be involved, or through joint
      ventures and other collaborative efforts with manufacturers in the non-PVC
      and
      bioplastics industry.





***Competition***  **




The
      plastics market is large, with many established players; however, it is
      concentrated in the conventional, non-biodegradable petroleum-based segment.
      Since our business plan includes offerings of plastic products with a “green”
slant, we believe that our most comparable competitors include players in the
      eco-friendly plastics market, including manufacturers, suppliers and providers
      of bioplastics and similar plastics product offerings. A few conventional
      plastics companies, such as DuPont, have taken steps toward producing plastics
      based on renewable resources and with a more eco-friendly slant -such product
      offerings by conventional plastics companies fall within our sphere of
      competition. We are not aware of any competitors who specialize in supplying
      non-PVC plastics in the United States.




For
      a
      more comprehensive description of our business and operations, please refer
      to
      Amendment No. 4 to the Registration Statement on Form 10 filed with the
      Securities and Exchange Commission on October 1, 2008.




**Recent
      Developments**





None.




22


**Critical
      Accounting Policies**




The
      preparation of financial statements in conformity with accounting principles
      generally accepted in the United States requires management to make estimates
      and assumptions that affect the reported assets, liabilities, sales and expenses
      in the accompanying financial statements. The SEC has defined that critical
      accounting policies are the ones that are the most important to the portrayal
      of
      the Company’s financial condition and results of operations, and those that
      require the most subjective and complex judgments, often employing the use
      of
      estimates about the effect of matters that are inherently uncertain. On an
      ongoing basis, management evaluates its estimates, including those related
      to
      revenue recognition, bad debts, impairment of long-lived assets, accrued
      liabilities and certain expenses. We base our estimates on historical experience
      and on various other assumptions that are believed to be reasonable under the
      circumstances, the results of which form the basis for making judgments about
      the carrying values of assets and liabilities that are not readily apparent
      from
      other sources. Actual results may differ materially from these estimates under
      different assumptions, judgments or conditions. For additional information,
      see
      Part I, Item 1, “Financial Statements – Note 1
–
Summary
      of Business and Significant Accounting Policies” of this Form 10-Q. Although we
      believe that our estimates, assumptions and judgments are reasonable, they
      are
      based upon information presently available. Actual results may differ
      significantly from these estimates under different assumptions, judgments or
      conditions.





**Recent
      Accounting Pronouncements**


FSP
        FAS 157- 3
–
In
        October 2008, the FASB issued FASB Staff Position No. FAS 157-3, “Determining
        the Fair Value of a Financial Asset in a Market That Is Not Active” (FSP 157-3),
        which clarifies the application of SFAS 157 when the market for a financial
        asset is inactive. Specifically, FSP 157-3 clarifies how (1) management’s
        internal assumptions should be considered in measuring fair value when
        observable data are not present, (2) observable market information from an
        inactive market should be taken into account, and (3) the use of broker quotes
        or pricing services should be considered in assessing the relevance of
        observable and unobservable data to measure fair value. The guidance in FSP
        FAS
        1157-3 is effective immediately and management is evaluating the impact that
        this and FAS 157 will have on the financial statements.
 FSP
          FAS 133-1 and FIN 45-4 – In
          September 2008, the FASB issued FASB Staff Position (“FSP”) No. 133-1 and FIN
          45-4 (“FSP FAS 133-1 and FIN
          45-4”), “Disclosures about Credit Derivatives and Certain Guarantees: An
          Amendment of FASB Statement No. 133 and FASB Interpretation No. 45; and
          Clarification of the Effective Date of FASB Statement No. 161”.  FSP
          FAS 133-1 and FIN 45-4 amends FASB Statement No. 133 (“SFAS 133”), “Accounting
          for Derivative Instruments and Hedging Activities”, to require disclosures by
          sellers of credit derivatives, including credit derivatives embedded in
          hybrid
          instruments.  FSP FAS 133-1 and FIN 45-4 also amend FASB
          Interpretation No. 45 (“FIN 45”), “Guarantor’s Accounting and Disclosure
          Requirements for Guarantees, Including Indirect Guarantees of Indebtedness
          to
          Others”, to require additional disclosure about the current status of the
          payment/performance risk of a guarantee.  The provisions of the FSP
          that amend SFAS 133 and FIN 45 are effective for reporting periods ending
          after
          November 15, 2008. FSP FAS 133-1and FIN 45-4 also clarifies the effective
          date
          in FASB Statement No. 161 (“SFAS 161”), “Disclosures about Derivative
          Instruments and Hedging Activities”. Disclosures required by SFAS 161 are
          effective for financial statements issued for fiscal years and interim
          periods
          beginning after November 15, 2008. The adoption of FSP FAS 133-1 and FIN
          45-4
          only require additional disclosures, however, management does not believe
          that
          the adoption of these standards will have an impact onthe
          disclosures required by the Company.




FSP
      EITF 03-06-1 –
      In June
      2008, the Financial Accounting Standards Board (FASB) issued a FASB Staff
      Position (FSP) on the FASB’s Emerging Issues Task Force (EITF) Issue
      No. 03-06-1, “Determining Whether Instruments Granted in Share-Based
      Payment Transactions Are Participating Securities,” (FSP EITF 03-06-1). This FSP
      addresses whether instruments granted in share-based payment transactions are
      participating securities prior to vesting and, therefore, need to be included
      in
      the earnings allocation in computing earnings per share (EPS) under the
      two-class method described in Statement of Financial Accounting Standard (SFAS)
      No. 128, “Earnings Per Share.” It affects entities that accrue or pay
      nonforfeitable cash dividends on share-based payment awards during the awards’
service period. FSP EITF 03-06-1 is effective for fiscal years beginning after
      December 15, 2008, and interim periods within those fiscal years and will
      require a retrospective adjustment to all prior period EPS. Management will
      adopt FSP EITF 03-06-1 on January 1, 2009, and does not believe that it will
      have an impact on our calculation or presentation of EPS for any period
      presented.





SFAS
      162 –
      In May 2008, the FASB issued SFAS No. 162, “The Hierarchy of Generally
      Accepted Accounting Principles,” (SFAS 162). This standard reorganizes the GAAP
      hierarchy in order to improve financial reporting by providing a consistent
      framework for determining what accounting principles should be used when
      preparing U.S. GAAP financial statements. SFAS 162 shall be effective 60 days
      after the SEC’s approval of the Public Company Accounting Oversight Board’s
      amendments to Interim Auditing Standard, AU Section 411, “The Meaning of
      Present Fairly in Conformity with Generally Accepted Accounting Principles.”
Management is currently evaluating the impact, if any, this new standard may
      have on our financial position and results of operations.


FSP
        APB 14 –
        In  May 2008, the FASB issued FSP APB 14-1 ,
        “Accounting for Convertible Debt Instruments That May Be Settled in Cash
        Upon Conversion (Including Partial Cash Settlement).” This FSP applies to
        convertible debt securities that, upon conversion by the holder, may be settled
        by the issuer fully or partially in cash (rather than settled fully in shares)
        and specifies that issuers of such instruments should separately account
        for the
        liability and equity components in a manner that reflects the issuer’s
        nonconvertible debt borrowing rate when related interest cost is recognized.
        This FSP is effective for our company beginning January 1, 2009 with
        retrospective application to all periods presented. Management is evaluating
        the
        impact of this standard on its financial position or results of
        operations.


FSP
      FAS 142-3 –
      In April 2008, the FASB issued FSP SFAS No. 142-3, “Determination of
      the Useful Life of Intangible Assets,” (FSP FAS 142-3). This FSP amends the list
      of factors an entity should consider in developing renewal or extension
      assumptions used in determining the useful life of recognized intangible assets
      under SFAS No. 142, “Goodwill and Other Intangible Assets,” (SFAS 142). The
      intent of this FSP is to improve the consistency between the useful life of
      a
      recognized intangible asset under SFAS 142 and the period of expected cash
      flows
      used to measure the fair value of the asset under SFAS No. 141, “Business
      Combinations.” FSP FAS 142-3 is effective for financial statements issued for
      fiscal years beginning after December 15, 2008 and interim periods within
      those fiscal years. Management does not believe that adoption of FSP FAS 142-3
      will have an impact on our financial position or results of
      operations.


23


SFAS
      141(R) –
      In December 2007, the FASB issued SFAS No. 141(revised 2007),
“Business Combinations” (SFAS 141(R)). SFAS 141(R) is intended to improve
      reporting by creating greater consistency in the accounting and financial
      reporting of business combinations, resulting in more complete, comparable
      and
      relevant information for investors and other users of financial statements.
      To
      achieve this goal, the new standard requires the acquiring entity in a business
      combination to recognize all (and only) the assets acquired and liabilities
      assumed in the transaction; establishes the acquisition-date fair value as
      the
      measurement objective for all assets acquired and liabilities assumed; and
      expands the disclosure requirements for material business combinations. For
      calendar-year companies, SFAS 141(R) is effective for business combination
      transactions for which the acquisition date is on or after January 1, 2009.
      Management will adopt SFAS 141(R) prospectively, as required by the standard,
      and will evaluate the impact SFAS 141(R) may have on the accounting for any
      future business combination that we may consider.





SFAS
      160 –
      In December 2007, the FASB issued SFAS No. 160, “Noncontrolling
      Interests in Consolidated Financial Statements” (SFAS 160). SFAS 160 is intended
      to improve the relevance, comparability, and transparency of financial
      information provided to investors by requiring all entities to report
      noncontrolling (minority) interests in subsidiaries in the same way—as equity in
      the consolidated financial statements. Moreover, SFAS 160 eliminates the
      diversity that currently exists in accounting for transactions between an entity
      and noncontrolling interests by requiring that they be treated as equity
      transactions. SFAS 160 is effective for fiscal years beginning after
      December 15, 2008, and is required to be adopted prospectively. Management
      does not believe that the implementation of SFAS 160 will have an impact on
      our
      financial position or results of operations.





**Results
      of Operations**




*Revenues
      and Gross Profit* .
      Our
      revenues for the quarter ended September 30, 2008 were $75,999, representing
      a
      decrease of approximately $31,000 compared to revenues of $106,611 for the
      quarter ended September 30, 2007. The revenue decrease was due to lower sales
      of
      wood flooring products as we transition out of selling these products. Our
      repositioning efforts include a revamped business strategy to optimize the
      opportunities available in the rapidly growing eco-conscious industries,
      specifically targeting replacements for conventional plastics. We will continue
      to sell and service existing wood flooring customers, where appropriate, but
      do
      not plan to target new potential wood flooring customers. Our product mix
      changed between years from approximately 36% revenues from wood flooring and
      approximately 64% from foam products (consisting of yoga mats and underlayment
      for flooring) in third quarter of 2007 to approximately 1% from wood flooring
      and approximately 99% from the similar foam products in the third quarter of
      2008. The revenue dollar change was a decrease of approximately $37,000 from
      wood flooring and an increase of approximately $6,000 from foam products between
      quarters. As we reposition our company into selling our ecoPlastic Ô and
      ecoFoam Ô lines
      into additional products besides yoga mats and underlayment for flooring, we
      anticipate product mix fluctuations to continue to occur during
      2008.





Our
      revenues for the nine months ended September 30, 2008 were $2,080,277,
      representing an increase of approximately $1,766,000 compared to revenues of
      $314,127 for the nine months ended September 30, 2007. The revenue increase
      was
      due to shipments of wood flooring orders during the first nine months of 2008
      for orders that were initiated during the fourth quarter of 2007 and the first
      quarter of 2008 and higher sales of foam products. Our product mix changed
      between years from approximately 32% revenues from wood flooring and
      approximately 68% from foam products (consisting of yoga mats and underlayment
      for flooring) in the first nine months of 2007 to approximately 87% from wood
      flooring and approximately 13% from the similar foam products in the first
      nine
      months of 2008. The revenue dollar changes were an increase of approximately
      $1,698,000 from wood flooring and an increase of approximately $68,000 from
      foam
      products between periods.





Our
      gross
      profit for the quarter ended September 30, 2008 was $19,897, representing an
      increase of approximately $8,000 compared to $11,596 for the quarter ended
      September 30, 2007. Gross profit for the third quarter of 2008 as a percentage
      of revenues was 26.2% compared to 10.9% for the third quarter of 2007. The
      increase corresponded to higher gross margins on foam products and lower
      shipping costs as we did not incur expedited shipping costs that were needed
      during last year’s quarter to meet arrival dates of products to one of our
      customers.


24





Our
      gross
      profit for the nine months ended September 30, 2008 was $445,484, representing
      an increase of approximately $402,000 compared to $43,479 for the nine months
      ended September 30, 2007. Gross profit for the first nine months of 2008 as
      a
      percentage of revenues was 21.4% compared to 13.8% for the first nine months
      of
      2007. The increase corresponded to the increase in revenues, as well as higher
      gross margins on wood flooring and foam sales during the first nine months
      of
      2008.




*Operating
      Expenses* .
      Our
      selling, general and administrative expenses for the quarter ended September
      30,
      2008, were $515,310, representing an increase of approximately $200,000 or
      63.3%
      compared to $315,498 for the quarter ended September 30, 2007. As a percentage
      of revenues, selling, general and administrative expenses were 678.0% for the
      third quarter of 2008 compared to 295.9% for the third quarter of 2007.
      Approximately $67,000 of this increase, an increase of 46.6%, was due to
      additional payroll and benefits expense, including stock based compensation,
      from additional employee positions of Executive Vice-President and two
      Operations Managers for the third quarter of 2008 which did not exist as of
      the
      third quarter of 2007, the shift of the expense for the Chief Financial Officer
      from consulting to payroll and health care insurance provided for employees
      starting March 2008. Professional fees increased approximately $98,000 or 536.6%
      due to higher legal and accounting fees associated with our filings with the
      Securities and Exchange Commission of a registration statement on Form 10 and
      complying with SEC reporting requirements, as well as engaging an investor
      relations firm in May 2008. Expense for outside consultants, including cash
      and
      non-cash stock based compensation, increased by approximately $39,000 or 114.3%
      due to a higher quantity and value of stock and stock options issued for
      services under Statement of Financial Accounting Standard No. 123R (SFAS
      123(R)). Our selling, general and administrative expenses for the nine months
      ended September 30, 2008, were $1,533,176, representing an increase of
      approximately $546,000 or 55.4% compared to $986,913 for the nine months ended
      September 30, 2007. As a percentage of revenues, selling, general and
      administrative expenses were 73.7% for the first nine months of 2008 compared
      to
      314.2% for the first nine months of 2007. This increase was partially due to
      higher payroll and benefits expense of approximately $268,000 or 59.8% due
      to
      the same reasons discussed above for the quarter plus sales commissions paid
      to
      sales employees on the higher sales for the nine months. Professional fees
      increased approximately $176,000 or 314.3% and expense for outside consultants,
      including cash and non-cash stock based compensation increased approximately
      $108,000 or 101.8% for the reasons discussed above for the quarter.





*Other
      Expenses* .
      Our
      other expenses for the quarter ended September 30, 2008 were $91,465,
      representing an increase of approximately $39,000 or 75.0% compared to $52,280
      for the quarter ended September 30, 2007. This increase was primarily due to
      interest expense of $28,110 for amortization of the beneficial conversion
      feature discount on convertible promissory notes issued during the quarter
      and
      additional interest expense incurred on higher cumulative borrowings provided
      through loans from our President and Chief Executive Officer, William
      Patridge.




Our
      other
      expenses for the nine months ended September 30, 2008 were $245,877,
      representing an increase of approximately $110,000 or 80.4% compared to $136,311
      for the nine months ended September 30, 2007. This increase was primarily due
      to
      $41,874 of interest expense in the first quarter of 2008 for beneficial
      conversion feature expense for convertible promissory notes of $167,495
      converted to 1,488,848 shares of Company common stock, at a discount of 25%,
      and
      for the reasons discussed above for the quarter.





**Liquidity
      and Capital Resources**




As
      of
      September 30, 2008 we had $28,103 in cash and a working capital deficit of
      $1,465,432, as compared with $10,755 in cash at December 31, 2007 and $45,265
      in
      cash at September 30, 2007. Cash used to fund operating activities during the
      first nine months of 2008 was $956,614 compared to $751,132 for the first nine
      months of 2007, representing an increase of approximately $205,000. This
      increase resulted primarily from paying down accounts payable balances,
      partially offset by higher net sales and gross profits in 2008.




Cash
      used
      for investing activities of $11,940 for the first nine months of 2008 was
      approximately $13,000 lower than the amount of $24,652 for the first nine months
      of 2007. This decrease was due to a company automobile added last year,
      partially offset by higher minor purchases of property and equipment to support
      our offices this year. Cash provided by financing activities of $985,902 for
      the
      first nine months of 2008 increased by approximately $242,000 compared to
      $743,428 for the first nine months of 2007. This increase was due to the net
      proceeds raised from the sale of 4,345,320 shares of our common stock in an
      offering under Rule 504 of Regulation D promulgated under the Securities Act
      of
      1933 (as amended), and an additional private placement common stock sale of
      300,000 shares, totaling combined net proceeds of approximately $568,000. This
      increase was partially offset by lower net borrowings on notes payable of
      approximately $301,000 and a private sale of common stock for $25,000 last
      year.


25





Since
      our
      inception, we have financed our operations primarily through private sales
      of
      our common stock, issuance of convertible promissory notes, and outside loans
      and loans provided by our President and Chief Executive Officer. We have no
      credit lines or facilities as of September 30, 2008, nor have we ever had a
      credit facility since our inception. In order to fund ongoing operations, we
      conducted a private placement of our common stock in an offering under Rule
      504
      of Regulation D promulgated under the Securities Act of 1933 (as amended),
      pursuant to which we sold 4,345,320 shares of our common stock at a price of
      $0.15 per share, and raised aggregate gross proceeds of approximately $622,000.
      We closed this offering in January 2008. Based on the proceeds from this
      offering and operating activities of our business, loans from William Patridge,
      our President and Chief Executive Officer, and convertible debt issuances we
      anticipate requiring additional cash to fund our operations starting in
      the fourth quarter of 2008. We anticipate this funding to come from loans
      from William Patridge, debt bridge financing of up to $1,000,000 during the
      last
      quarter of 2008 from outside investors, and additional debt or equity financing
      in late 2008 or early 2009 of between $5,000,000 to $10,000,000. Any such sale
      of common stock or other securities will lead to further dilution of the equity
      ownership of existing holders of our common stock. The proceeds from additional
      financing anticipated will be required to meet our current debt maturities
      of
      $1,240,536 as of September 30, 2008. Of this amount, $1,199,268 is owed to
      William Patridge. Under the terms of his agreement, the Company will not be
      in
      default until January 1, 2009 if these payments are not made. As of September
      30, 2008, $260,000 of the amount due has not been paid, however, the Company
      is
      not in violation of the terms of the loan agreement. Our proceeds from financing
      will also need to pay non-cancelable lease commitments of $11,862 during the
      last quarter of 2008, pay down current liabilities of accounts payable and
      accrued liabilities of $215,142 as of September 30, 2008 and to fund our monthly
      operating activities during the last quarter of 2008.





Our
      capital commitments anticipated for 2008 include the potential acquisition
      of
      Vinyl Trends, Inc., which, if consummated, would be funded by a combination
      of
      cash and Company stock. Definitive terms have not been established; however
      we
      would require additional financing capital through the sale of additional equity
      and/or debt securities to consummate this acquisition. No assurance can be
      given
      that we will have sufficient capital available to make this
      acquisition.





Because
      of our operating losses and negative cash flows incurred since inception, our
      independent auditors have included an explanatory paragraph in its report on
      our
      financial statements for 2007 and 2006 expressing doubt regarding our ability
      to
      continue as a going concern. Our ability to fund our liquidity and working
      capital needs in the near future will be dependent upon certain successful
      execution of our current business strategy and repositioning efforts. We will
      have to obtain significant additional capital through the sale of additional
      equity and/or debt securities, and from other financing activities, such as
      strategic partnerships, in order to execute our business plan. No assurance
      can
      be given that we will have sufficient capital available to continue to operate
      our business in 2008 or that we will be able to affect our new business plan
      in
      the non-PVC and bioplastics market.




We
      have
      no off-balance sheet arrangements as defined in Item 303(a)(4) of Regulation
      S-K.




26


**ITEM
      3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET
      RISK** .




Not
      applicable.





**ITEM
      4T. CONTROLS AND PROCEDURES.**




**Management’s
      Report on Internal Control over Financial Reporting**




Our
      management is responsible for establishing and maintaining adequate internal
      control over our financial reporting. Internal control over financial reporting
      is a process to provide reasonable assurance regarding the reliability of our
      financial reporting for external purposes in accordance with accounting
      principles generally accepted in the United States. Internal control over
      financial reporting includes policies and procedures that: (i) pertain to
      maintaining records that in reasonable detail accurately and fairly reflect
      our
      transactions; (ii) provide reasonable assurance that transactions are
      recorded as necessary for preparation of our financial statements and that
      receipts and expenditures of company assets are made in accordance with
      management authorization; (iii) provide reasonable assurance that
      unauthorized acquisition, use or disposition of company assets that could have
      a
      material effect on our financial statements would be prevented or detected
      on a
      timely basis; and (iv) such information is accumulated and communicated to
      our
      management, including William Patridge, our Chief Executive Officer, and Jane
      Emkes, our Chief Financial Officer, as appropriate, to allow timely decisions
      regarding required disclosure. Because of its inherent limitations, internal
      control over financial reporting is not intended to provide absolute assurance
      that a misstatement of our financial statements would be prevented or detected.




For
      the
      period ending September 30, 2008, our Chief Executive Officer and Chief
      Financial Officer evaluated the effectiveness of our disclosure controls and
      procedures pursuant to the Exchange Act Rule 13a-14.




Based
      on
      their evaluation, we have concluded that as of the end of the period covered
      by
      this quarterly report, our disclosure controls and procedures are designed
      to
      provide reasonable assurance that information required to be disclosed by us
      in
      our reports is recorded, processed, summarized and reported within the required
      time periods. The foregoing conclusion is based, in part, on the fact that
      we
      are a new and small public company in the development stage of our new business
      operations. We are currently in the process of formalizing our controls and
      procedures for our year evaluation.





*Changes
      in Internal Controls* .
      There
      was no change in our internal control over financial reporting during the
      quarter ended September 30, 2008, that has materially affected, or is reasonably
      likely to materially affect, our internal control over financial
      reporting.




This
      quarterly report does not include a report of management’s assessment regarding
      internal control over financial reporting or an attestation of the company’s
      registered public independent accounting firm due to a transition period
      established by the rules of the Securities and Exchange Commission for newly
      public companies.


27




**PART
      II**





**ITEM
      1. LEGAL PROCEEDINGS** .




None.





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





None.





**ITEM
      3. DEFAULTS UPON SENIOR SECURITIES** .




None.





**ITEM
      4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS** .




None.





**ITEM
      5. OTHER INFORMATION.**





None.


28


**ITEM
        6. EXHIBITS.**


31.1
            Rule
                13a-14(a) Certification, as adopted pursuant to Section 302 of
                theSarbanes-Oxley
                Act of 2002 *31.2
            Rule
                13a-14(a) Certification, as adopted pursuant to Section 302 of
                theSarbanes-Oxley
                Act of 2002 *32.1
            Certification
                pursuant to 18 U.S.C. Section 1350, as adopted pursuant
                toSection
                906 of the Sarbanes-Oxley Act of 2002*32.2
            Certification
                pursuant to 18 U.S.C. Section 1350, as adopted pursuant
                toSection
                906 of the Sarbanes-Oxley Act of
                2002*




*Filed
      herewith.


29


**SIGNATURES**




In
      accordance with Section 13 or 15(d) of the Securities Exchange Act of 1934,
      the
      registrant caused this report to be signed on its behalf by the undersigned,
      thereunto duly authorized.




ECOSOLUTIONS
                INTLDate:
                November 13, 2008
            By:
            /s/
                William PatridgeWilliam
                Patridge
              Chief
                Executive Officer




30