SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

_____________________

FORM 8-K

_____________________

CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

COMMISSION FILE NO.: 0-33513

Date of Report: ~~July~~October 3129, ~~2012~~2013

GS ENVIROSERVICES, INC.

(Exact name of registrant as specified in its charter)

Delaware	20-8563731
(State of other jurisdiction of incorporation or organization	(IRS Employer Identification No.)
(State of other jurisdiction of	(IRS Employer
677 Seventh Avenue, Suite 410, San Diego, California	92101
incorporation or organization	Identification No.)
411 Hackensack Ave., Hackensack, New Jersey	07601
(Address of principal executive offices)	(Zip Code)

(~~760~~201) ~~390~~646-~~8350~~1000

(Registrant’s telephone number including area code)

677 Seventh Avenue, Suite 410, San Diego, California 92101

(Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

□ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

□ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

□ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

□ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

ITEM 5.01	Changes in Control of Registrant
ITEM 3.02	Unregistered Sale of Equity Securities

ITEM 1.01 Entry into a Material Definitive Agreement

OnITEM ~~August 17, 2012, the Company sold 65,000,000 shares of common stock to GreenSource Corporation~~3. ~~The~~02 Unregistered ~~purchase~~Sale ~~price was $250,000, payable in the form~~ of ~~$25,000~~Equity in cash and a $225,000 promissory note. GreenSource has the option to prepay the note in full for $200,000 if paid in full on or before October 30, 2012. Tad Simmons is the chief executive officer and majority shareholder of GreenSource Corporation.Securities

InITEM connection with the GreenSource share purchase, Viridis Capital, LLC, an entity owned by Kevin Kreisler, who was the Company’s chief executive officer at that time, sold 91,426,406 shares of the Company’s common stock to 11235 Factor Fund, LLC (“Factor”) in exchange for securities held in an unaffiliated entity5.01 Changes ~~Factor then surrendered those shares to the Company~~ in ~~exchange~~Control ~~for $275,000 in convertible debentures. The debentures permit conversion into common stock at the greater~~ of $0.10 per share or 80% of the lowest volume weighted average market price for the Company’s common stock for the 90 days prior to conversion; provided, however, that Factor cannot convert its debentures into shares that would result in the holder or its affiliates owning in excess of 4.9% of the outstanding shares. The maturity date of the debentures is June 30, 2013.Registrant

ITEM 5.02 Departure of ~~Director~~Directors or Certain Officers; Election of Directors; Appointment of Certain Officers

On ~~July~~September 319, ~~2012~~2013 ~~Kevin~~11235 ~~Kreisler,~~Factor ~~the sole member of the Company’s Board of Directors~~Fund, ~~elected~~LLC ~~Tad~~declared ~~Simmons~~that ~~to serve on~~ the ~~Board. Mr.~~Registrant ~~Kreisler~~was ~~also~~in ~~appointed~~default ~~Mr.~~under ~~Simmons to serve as~~ the ~~Company’s~~terms ~~Chief~~of ~~Executive~~several ~~Officer~~agreements ~~and~~between ~~Chief~~11235 ~~Financial~~Factor ~~Officer~~Fund, ~~effective~~LLC atand the ~~close of business on August 17, 2012~~Registrant. ~~Information~~On ~~about~~October ~~Tad~~29, ~~Simmons~~2013 isthe ~~available~~Registrant atand ~~Note~~Greensource 5Corporation, to the ~~Financial~~principal ~~Statements~~shareholder ~~included~~of in the ~~Company’s~~Registrant, ~~Quarterly~~entered ~~Report~~into ona ~~Form~~Second ~~10-Q~~Amended ~~for~~Forbearance ~~the~~Agreement ~~quarter~~dated ~~ended~~October ~~June 30~~28, ~~2012~~2013 ~~and~~with in11235 ~~the~~Factor ~~Information~~Fund, ~~Statement~~LLC. onThe ~~Schedule~~Second ~~14f-1~~Amended ~~filed~~Forbearance onAgreement ~~August~~contains ~~22,~~the ~~2012.~~following provisions:

On· ~~September~~11235 24Factor Fund, ~~2012~~LLC ~~Kevin~~agreed ~~Kreisler’s~~to ~~resignation~~forbear from ~~the~~exercising ~~Board~~its ofrights ~~Directors~~arising ~~became effective, leaving Tad Simmons~~ as ~~the~~a ~~sole~~result ~~member~~ of the ~~Board~~aforesaid ~~of Directors~~defaults.

On· ~~September~~The ~~29,~~Registrant ~~2012~~will ~~Tad~~issue ~~Simmons~~250, ~~as sole director~~000,000 ~~voted~~shares ~~to expand the number~~ of ~~members~~common ofstock ~~the Board~~ to ~~five,~~11235 ~~and~~Factor ~~elected Steve Balog~~Fund, ~~Gary~~LLC ~~Exner,~~upon ~~Roy~~conversion ~~Hales and John Thomas to serve as members~~ of ~~the~~$25,000 ~~Board~~in ofinterest ~~Directors. Mr.~~accrued ~~Simmons~~under ~~also~~a ~~appointed~~convertible ~~Gary~~debenture ~~Exner~~issued toin ~~serve~~2012 ~~as the Chairman of the Board and appointed Steve Balog~~ to ~~the~~11235 ~~position~~Factor ofFund, ~~Chief Financial Officer~~LLC. ~~Information about the four new members of management follows:~~

~~Steve~~· J.The ~~Balog. Mr.~~Registrant’s ~~Balog~~Board ~~has been employed since 1989 as President and owner~~ of ~~Financial~~Directors ~~Concepts, Inc., which provides accounting, income tax preparation and insurance services in Woodbine, Maryland. Mr. Balog~~ is ~~licensed~~required as a certified public accountant in the State of Maryland. From 1983 until 2005 Mr. Balog was licensed as a registered representative by FINRA (formerly, NASD) and registered with FINRA as a Principal from 1996 to ~~2004. In~~elect ~~2005~~Jeff ~~Mr.~~Hickman ~~Balog was barred from association with any NASD member (i.e. broker-dealers, etc.), upon consenting~~ to ~~a finding that he had engaged in outside business activities, for compensation, without providing prompt written notice to~~ the ~~broker-dealer~~positions ~~with which he was associated. At that same time and as a result~~ of ~~the~~Chairman, ~~same business activities~~President, ~~Mr.~~Chief ~~Balog~~Executive ~~was~~Officer ~~ordered by the Securities Commissioner of Maryland to cease~~ and ~~desist~~Chief ~~from~~Financial ~~the sale of securities in Maryland unless the securities are registered or exempt from registration, and was barred from engaging in the securities or investment advisory business in Maryland~~Officer. ~~In 1977 Mr. Balog was awarded a Bachelor of Science degree with a concentration in Accounting by the State University of New York at Albany. Mr. Balog is 57 years old.~~

1As a result of the issuance of the issuance of 250,000,000 common shares to 11235 Factor Fund, LLC, 11235 Factor Fund, LLC became the majority shareholder of the Registrant.

~~Gary~~On P.October ~~Exner. From~~31, ~~2010~~2013, tothe ~~2011~~Board ~~Mr.~~of ~~Exner~~Directors ~~served~~elected asJeff ~~Vice~~Hickman ~~Chairman~~to ofthose ~~the Health Advisory Council~~offices, anwith ~~agency of~~ the ~~Province~~proviso ofthat ~~Alberta~~his ~~engaged~~appointment into ~~improving~~the ~~health~~post ~~delivery~~of ~~services. From~~Chairman ~~2006~~will tonot ~~2010~~be ~~Mr.~~effective ~~Exner~~until ~~was~~ten ~~employed~~days asafter ~~Projects~~an ~~Accountant~~information ~~for~~statement OJon ~~Pipelines~~Schedule ~~Canada,~~14F ~~which~~is ~~developed~~mailed ~~pipelines~~to ~~for~~ the ~~oil~~Registrant’s ~~industry. From~~shareholders ~~2003~~of ~~to 2005 Mr~~record. At ~~Exner~~the ~~was~~same ~~employed~~time, asall anfive ~~independent~~members ~~consultant~~of to the ~~financial~~Registrant’s ~~services~~Board ~~industry. From~~of ~~1976~~Directors, toas ~~2003~~well ~~Mr. Exner served~~ as ~~Managing~~its ~~Partner~~executive ~~of Exner~~officers, ~~Wickland,~~resigned ~~Carmichael~~from ~~Inc.,~~their ~~an accounting firm~~positions. ~~From~~All ~~1995~~such ~~until~~resignations ~~2002~~were ~~Mr.~~effective ~~Exner~~immediately, ~~was~~except that the ~~Mayor~~resignation of ~~the~~ ~~City~~Tad ofSimmons ~~Nelson~~from inthe ~~British~~Board ~~Columbia~~will ~~and~~be ~~Chairman~~effective often ~~the~~days ~~Nelson~~after ~~City~~an ~~Police~~information ~~Board. In~~statement ~~1975~~on ~~Mr.~~Schedule ~~Exner~~14F ~~was~~is ~~licensed~~mailed asto athe ~~certified~~Registrant’s ~~general~~shareholders ~~accountant~~of byrecord. At ~~the~~that ~~Province~~time, ofMr. ~~British~~Hickman ~~Columbia,~~will ~~and~~become inthe ~~2007~~sole bymember of the ~~Province~~Registrant’s Board of ~~Alberta~~Directors. MrInformation ~~Exner~~regarding isJeff 69Hickman ~~years old~~follows.

~~Roy~~Jeff LHickman. ~~Hales.~~ ~~Since 1987~~ Mr. ~~Hales~~Hickman ~~has~~is ~~been~~currently employed as ~~owner~~Managing Director of ~~Right~~Core ~~Touch~~Strategic ~~Painting~~Services, aLLC, ~~commercial~~which provides management and ~~residential~~consulting ~~painting~~services ~~contractor~~to early stage companies involved in ~~British~~raising ~~Columbia~~capital, developing intellectual property, and forming marketing channels. ~~Since~~ ~~2011~~From 2005 until 2013 Mr. ~~Hales~~Hickman ~~has~~was ~~served~~employed onas ~~the~~Managing ~~board~~Director of ~~directors~~Core Equity Group, LLC, which carried on that same type of ~~Global~~activities. From 82001 ~~Environmental~~to ~~Technologies~~2005, ~~Inc~~Mr. ~~(OTC~~Hickman ~~Pink: GBLE)~~was a Vice President of Technology at Cendant Corporation, where he had responsibility for Cendant’s Cheaptickets.com business. In 1996 Mr. ~~Hales~~Hickman earned a B.S. degree from Miami University with a concentration in Marketing and International Business. He is 6140 years old. Mr. Hickman has been appointed to the Board of Directors so that GS EnviroServices can obtain the benefit of his experience with early stage public companies.

~~John~~Item A9.01 Financial ~~Thomas. Mr.~~Statements Thomas was recently engaged as Vice President - Operations for Mobius Technologies, Inc., an alternative energy supplier headquartered in California. Mr. Thomas was an employee of Syncrude Canada Ltd. (an oil mining and refining company in Fort Mcmurray, Alberta) from 1979 until June of 2012, when he retired. At the time of his retirement, Mr. Thomas served as the Mining Department’s Maintenance Manager. From 2011 until 2012 Mr. Thomas served on the board of directors of Global 8 Environmental Technologies, Inc. (OTC Pink: GBLE). In 2000, Mr. Thomas was awarded a Masters Degree in Business Administration by Athabasca University. Mr. Thomas is 55 years old.Exhibits

Exhibits

10.1	Second Amended Forbearance Agreement dated October 28, 2013 among GS Enviroservices, Inc., Greensource Corporation, and 11235 Factor Fund, LLC.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: October 4, 2012	GS ENVIROSERVICES, INC.
Dated: December 18, 2013	GS ENVIROSERVICES, INC.
	By:	~~By:~~/s/ Jeff Hickman	~~/s/ Tad Simmons~~
			Tad Simmons
		Jeff Hickman
		Chief Executive Officer	~~Chief Executive Officer~~

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