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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 10-Q/A
Amendment No. 1
 
x
Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the quarterly period ended June 30, 2011
 
o
Transition Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
For the transition period from ___ to ____
 

 
Commission File Number 1-11248
 
GREEN TECHNOLOGY SOLUTIONS, INC.
(Exact name of registrant as specified in its charter)
 
Delaware
 
84-0938688
(State or other jurisdiction of
 
(I.R.S. Employer
incorporation or organization)
 
Identification Number)

2880 Zanker Road, Suite 203
   
San Jose, CA
 
95134
(Address of principal executive offices)
 
(Zip Code)
     
 
Registrant’s telephone number, including area code: (408) 432-7285
 
 
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 has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes o No x

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.
 
Large accelerated filer
o
Accelerated filer
o
Non-accelerated filer
o
Smaller reporting company
x
(Do not check if a smaller reporting company)

 
1

 
 
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o   No x
 
As of July 31, 2011, the Registrant had 34,133,745 shares of common stock issued and outstanding.
 
 
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GREEN TECHNOLOGY SOLUTIONS, INC.

 
EXPLANATORY NOTE

The sole purpose of this Amendment No. 1 to the Registrant’s Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2011 (“Form 10-Q”) is to submit Exhibit 101 to the Form 10-Q in accordance with Rule 405 of Regulation S-T. Exhibit 101 consists of the Interactive Data Files from the Registrant's Form 10-Q for the quarterly period ended June 30, 2011, filed with the Securities and Exchange Commission on August 15, 2011.

 
PART II – OTHER INFORMATION
 
ITEM 6.  EXHIBITS
 

Exhibit No.
 
Description of Exhibit
     
3.1
 
Amended and Restated Certificate of Incorporation of the Company (1)
3.2
 
Bylaws of the Company (1)
10.1
 
10% Subordinated Note Due June 6, 2009 (4)
10.2
 
10% Subordinated Note Due June 6, 2009 (5)
10.3
 
Joint Venture Agreement (6)
10.4
 
Sale and Assignment of Rights Under Joint Venture Agreement (6)
10.5
 
Profit Participation Agreement dated January 29, 2011 with Integrated Smart Solutions, Inc. (3)
10.6
 
Joint Venture Agreement dated January 30, 2011 with Rare Earth Exporters of Mongolia Pte. Ltd. (3)
10.7
 
Sale and Assignment of Rights Under Joint Venture Agreement dated November 8, 2010  (3)
10.8
 
Profit Participation Agreement with AR Ehkes dated June 8, 2011 (7)
10.9
 
Profit Participation Agreement with AR Ehkes dated June 27, 2011 (7)
14
 
Code of Ethics (2)
31.1
 
Section 302 Certification (7)
32.1
  
Section 906 Certification (7)
101
 
XBRL Interactive Data File (8)

(1)
Incorporated by reference from the Form SB-2 filed on September 15, 2006.
(2)
Incorporated by reference from the Form 10-K for the Annual Period Ended December 31, 2009.
(3)
Incorporated by reference from the Form 10-K for the Annual Period Ended December 31, 2010.
(4)
Incorporated by reference from the 10-QSB for the Six Month Period Ended June 30, 2006.
(5)
Incorporated by reference from the 10-KSB for the Fiscal Year Ended December 31, 2006.
(6)
Incorporated by reference from the 8-K filed on December 13, 2010.
(7)
Filed on August 15, 2011 as an exhibit to the Registrant’s Form 10-Q for the quarterly period ended June 30, 2011.
(8)
Furnished herewith.
 
 
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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 thereunto duly authorized.
 
 
Green Technology Solutions, Inc.
   
   
 
/s/ John Shearer
 
Date: September 14, 2011
John Shearer
 
Chief Executive Officer
(Principal Executive, Financial and Accounting Officer)
 
 
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