November 1, 2018



Via E-Mail
Norman Reynolds
Norman T. Reynolds Law Firm, P.C.
P.O. Box 246
186 Henkel Circle
Round Top, Texas 78954

       Re:    Greenway Technologies, Inc.
              DFR14A filed November 1, 2018
              DEFC14A filed October 31, 2018
              PREC14A filed on October 18, 2018
              Filed by Greenway Technologies, Inc. Shareholder Committee
              File No. 0-55030

Dear Mr. Reynolds:

        The Office of Mergers and Acquisitions has reviewed the filings listed
above. Our
comments follow. All defined terms have the same meaning as in the proxy
statement listed
above. Unless otherwise indicated, all comments below are addressed to your
November 1, 2018
filing.

       Please respond to this letter by revising your filing, by providing the
requested
information, or by advising us when you will provide the requested response. If
you do not
believe our comments apply to your facts and circumstances or do not believe an
amendment is
appropriate, please tell us why in your response.

       After reviewing any amendment to your filing and the information you
provide in
response to these comments, we may have additional comments.

Proxy Statement filed on November 1, 2018

General

       1. In a response letter accompanying your revised proxy statement, tell
us how you
          solicited the 26 individuals or entities forming the Shareholders
Committee who are
          participants in this solicitation before filing a proxy statement.
That is, identify the
          exemption from the federal proxy rules relied upon and outline the
facts supporting
 Norman Reynolds, Esq.
November 1, 2018
Page 2


          your reliance on such exemption. Your analysis should address the
fact that two of
          the members of the Committee are current directors of the Company,
which may limit
          certain exemptions from the federal proxy rules.

       2. In your response letter, explain why the Shareholders Committee have
not formed a
          group within the meaning of Regulation 13D/G which would necessitate
filing a
          beneficial ownership report as to such group (which we have not
located). Please
          advise. See Exchange Act Rule 13d-5(b)(1).

       3. You purport to be soliciting proxies to elect, among other nominees,
Raymond
          Wright. As you know, Mr. Wright is currently a director of the
Company and we
          note he is not included as a participant in this solicitation on the
cover of your proxy
          statement. It is our understanding that Mr. Wright has not consented
to be named in
          your proxy statement, as required by Exchange Act Rule 14a-4(d)(1)
and (d)(4).
          Therefore, it does not appear that you may validly solicit proxy
authority to vote for
          Mr. Wright. Please revise or advise.

       4. See our last comment above. We have concerns about any previously
solicited cards
          bearing Mr. Wright's name. Please advise whether you intend to use
such cards. We
          may have further comments.

       5. Revise the proxy statement to include a background section describing
the events
          leading up to the current solicitation. This section should describe
any
          communications between the participants in this solicitation and the
Company or its
          representatives, including dates and how they led to the decision to
solicit proxies.

       6. Your proxy statement contains disclosure that you intend to
disseminate via the
          "notice and access" model referenced in Exchange Act 14a-16(l). In
doing so, you
          must comply with all of the rules regarding notice and access set
forth in Rule 14a-16
          that would apply to the registrant. We are unable to locate in your
proxy statement a
          reference to a Web site where shareholders may access your proxy
materials. Please
          revise.

       7. Tell us where you have filed the Notice of Internet Availability of
Proxy Materials.
          See Exchange Act Rules 14a-6(b) and 14a-16(h)(2)(i). (It does not
appear that your
          proxy statement contains all of the disclosure required by Exchange
Act Rule 14a-
          16(n)(2)(ii) and you have indicated in your disclosure you do not
intend to mail the
          proxy statement).

Cover Page of the Proxy Statement

       8. We are concerned that including the Company's Web site address on the
cover page
          of your proxy statement without clarifying disclosure that you are
not affiliated with
 Norman Reynolds, Esq.
November 1, 2018
Page 3


           the Company may tend to confuse or mislead shareholders. Delete or
include
           explanatory language noting that you are not the Company.

Proxy Solicitation and Costs, page 1

       9. You state that the Company will reimburse you for any expenses
incurred in
          connection with this solicitation. Expand to clarify: (i) that this
will presumably only
          happen if you take control of the board; and (ii) whether you will
submit the issue of
          reimbursement to a vote of shareholders if you are successful.

Quorum, page 9

       10. We note that there are no other matters to be voted on at the
Special Meeting besides
           the election of directors. Therefore, explain the basis for your
belief that broker non-
           votes would count toward determining a quorum at the Special
Meeting, or revise.

       11. Since shareholders will not have the ability to "abstain" with
respect to the election of
           directors, revise the reference to abstentions in this section and
the explanation of
           how abstentions apply in determining a quorum.

Broker Non-Votes, page 10

       12. You state that brokers may have discretion to vote on matters other
than the election
           of directors without instructions from their clients. Since there
are no other matters
           contemplated and this is a Special Meeting called by a dissident
shareholder, explain
           the basis for this view. In the alternative, delete this disclosure.

Conduct of the 2018 Special Meeting, page 11

       13. If the current president of the Company will not chair the Special
Meeting, you state
           that a person chosen by a majority of the shareholders present in
person or by proxy
           would choose the chair of the meeting. Do you intend to use the
proxies you are
           soliciting for these purposes? If so, there is no existing proposal
on this matter.
           Please revise of advise.

Election of Directors, page 11

       14. You are soliciting to elect seven new board members at a Special
Meeting. However,
           you are not attempting to remove existing board members. Please
explain the impact
           of the solicitation given the absence of any attempt to remove
existing directors.
           Alternatively, explain why you aren't seeking to remove existing
directors (other than
           those who are part of the Committee).
 Norman Reynolds, Esq.
November 1, 2018
Page 4


       15. Here or in a new section of the proxy statement, explain why you are
attempting to
           obtain majority control of the board. Describe your intended course
of action and
           what you will do differently in terms of the business of the Company
(if anything) if
           you successfully obtain control of the board through this
solicitation.

       16. With respect to your two nominees who are already members of the
board, explain
           why they have not taken or sought to take (or if they have,
describe) whatever actions
           you intend to take if you are successful in this solicitation.

       17. Discuss whether replacing four all or a majority of current board
members would
           trigger change in control or other payments under any of the
Company's existing
           contracts or agreements. Your disclosure should also describe the
interests of the two
           existing board members in this solicitation. For example, could they
benefit from
           change in control payments due to their existing relationships with
the Company?
           See Item 5(b) of Schedule 14A.

       18. Refer to Item 401(e)(1) of Regulation S-K and Item 7 of Regulation
14A. With
           respect to nominee Dr. James Newton, discuss how his skill set led
to your conclusion
           that he should serve as a director of the Company.

       19. Provide the disclosure required by Item 407(a) of Regulation S-K for
your nominees.
           See Item 7 of Schedule 14A.

       Given the nature of the comments above, advise us in your response
letter how and when
you will distribute revised proxy materials to any shareholders previously
solicited. We remind
you that the filing persons are responsible for the accuracy and adequacy of
their disclosures,
notwithstanding any review, comments, action or absence of action by the staff.

       Please direct any questions to me at (202) 551-3263.


                                                    Sincerely,

                                                    /s/ Christina Chalk

                                                    Christina Chalk
                                                    Senior Special Counsel
                                                    Office of Mergers and
Acquisitions