SEC FORM 4/A

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

WEINER DAVID

(Last)

(First)

(Middle)

3940 LAUREL CANYON BOULEVARD

SUITE 327

(Street)

STUDIO CITY

91604

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
GVI SECURITY SOLUTIONS INC [ GVIS.OB ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
	Chairman of the Board

3. Date of Earliest Transaction (Month/Day/Year)
10/04/2006

4. If Amendment, Date of Original Filed (Month/Day/Year)
10/05/2006

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	10/04/2006		P		62,500,000⁽¹⁾	A	$0.004	62,831,100⁽²⁾	I	By LLC and Corporation⁽²⁾

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Subordinated Secured Convertible Note⁽¹⁾	$0.004	10/04/2006		P		$2,250,000⁽¹⁾		⁽⁴⁾	10/01/2009	Common Stock	562,500,000⁽¹⁾	$2,250,000⁽¹⁾	562,500,000⁽¹⁾	I⁽¹⁾	By LLC
Warrant (Right to Buy)	$0.004	10/04/2006		J⁽³⁾		28,434,375		⁽⁴⁾	10/04/2011	Common Stock	28,434,375	$0	28,434,375	D

Explanation of Responses:

1. These securities were purchased by GVI Investment Company LLC ("GVI Investment"). The Reporting Person is the Manager of and the holder of a 16% interest in GVI Investment and may be deemed to beneficially own those securities owned by it. The Reporting Person disclaims beneficial ownership of the securities owned by GVI Investment, except to the extent of his pecuniary interest, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of these securities for purposes of Section 16.

2. Includes (i) 62,500,000 shares of the Common Stock owned by GVI Investment; and (ii) 331,100 shares of the Common Stock owned by Woodman Management Corporation ("Woodman"). The Reporting Person is the sole shareholder of Woodman and, as such, may be deemed to beneficially own those shares of Common Stock of the Issuer owned by Woodman.

3. This Warrant was issued by the Issuer in consideration of consulting services provided by W-Net, Inc., an entity controlled by the Reporting Person.

4. The Note and Warrant may not be converted into Common Stock until the amendment to the Issuer's certificate of incorporation is filed effecting a reverse stock split of the Issuer's outstanding Common Stock providing the Issuer with sufficient authorized shares of Common Stock to permit such conversion.

Remarks:

	/s/David Weiner	10/13/2006
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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