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, Section 17(a) of the Public Utility Holding Company Act of 1935 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 [ GVSS.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)
11/27/2006

4. If Amendment, Date of Original Filed (Month/Day/Year)
11/28/2006

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 ^{( 1 )}	11/27/2006		C		11,351,712 ^{( 2 )}	A	$0.2	12,621,732	I	By LLC and Corporation ^{( 3 )}

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 )}	$0.2	11/27/2006		C			$2,250,000	^{( 4 )}	^{( 4 )}	Common Stock	11,351,712 ^{( 2 )}	$0.2	0	I	By LLC

Explanation of Responses:

1. All share and per share amounts give effect to the 1-for-50 reverse split of the Issuer's Common Stock (the "Reverse Stock Split") effected on November 27, 2006.

2. Includes 11,250,000 shares of the Common Stock (the "Common Stock") underlying $2,250,000 of principal under the Subordinated Secured Convertible Note (the "Note") owned by GVI Investment Company LLC ("GVI Investment"), and 101,712 shares of the Common Stock issued in respect of accrued interest under the Note at November 27, 2006, the date of the conversion of the Note (the "Conversion Date"). The Reporting Person is the Manager of and the holder of a 16% interest in GVI Investment and may be deemed to beneficially own all of the securities owned by GVI Investment. 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 This amendment to Form 4 is being filed to reflect the additional 101,712 shares of the Common Stock issued to the Reporting Person on the Conversion Date, which was not reflected in the Reporting Person's Form 4 filed on November 28, 2006.

3. Includes (i) 12,601,712 shares of the Common Stock which are owned by GVI Investment; and (ii) 20,020 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 owned by it.

4. The Subordinated Secured Convertible Note automatically converted on the effective date of the Reverse Stock Split.

Remarks:

	/s/David Weiner	12/14/2006
	** 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).
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