As filed with the Securities and Exchange Commission on February 19, 2008
                            Registration Number: 333-

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                                    FORM S-8
                             REGISTRATION STATEMENT
                        UNDER THE SECURITIES ACT OF 1933

                            GS ENVIROSERVICES, INC.
                            -----------------------
                (Exact name of Registrant as specified in Charter)

Delaware                                                            20-8563731
--------------------------------------------------------------------------------
(State of Incorporation)                           (I.R.S. Employer I.D. Number)

                   14B Jan Sebastian Drive, Sandwich, MA 02563
--------------------------------------------------------------------------------
                    (Address of Principal Executive Offices)

                        2008 STOCK AND STOCK OPTION PLAN
                              (Full Title of Plan)

                                   James Green
                             GS EnviroServices, Inc.
                            14 B Jan Sebastian Drive
                               Sandwich, MA 02563
                                 (508) 888-5478
--------------------------------------------------------------------------------
            (Name, Address and Telephone Number of Agent for Service)

                                    Copy to:
                               ROBERT BRANTL, ESQ.
                                52 Mulligan Lane
                               Irvington, NY 10533
                                 (914) 683-3026
<TABLE>

                         CALCULATION OF REGISTRATION FEE
<CAPTION>

     Title of                               Proposed Maximum       Proposed Maximum
     Securities          Amount to               Offering               Aggregate       Amount of
     to be Registered    be Registered(1)   Price per Share (2)    Offering Price (2)   Registration Fee
--------------------------------------------------------------------------------------------------------
<S>                      <C>                       <C>                 <C>                     <C>
     Common Stock,       6,000,000 shares          $0.05               $300,000                $11.79
     $.001 par value
---------------------------------------------------------------------------------------------------------
<FN>

(1)  This  Registration  Statement  also  covers  an  indeterminable  number  of
     additional  shares that may be issued as a result of an  adjustment  in the
     shares in the event of a stock  split,  stock  dividend or similar  capital
     adjustment, as required by the Plan.

(2)  The price stated is estimated  solely for  purposes of  calculation  of the
     registration fee and is the product  resulting from  multiplying  6,000,000
     shares by $0.05, the closing price for the Common Stock reported on the OTC
     Bulletin Board as of February 14, 2008.
</FN>
</TABLE>

<PAGE>
                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.  Incorporation of Documents by Reference.

     GS  EnviroServices,  Inc.  is  incorporating  by  reference  the  following
documents previously filed with the Securities and Exchange Commission:

     (a)  GS  EnviroServices'  Annual Report on Form 10-KSB/A  (Amendment No. 2)
          for the year ended December 31, 2006, filed on December 14, 2007;

     (b)  GS  EnviroServices'  Quarterly  Report on Form  10-QSB for the quarter
          ended March 31, 2007;

     (c)  GS EnviroServices' Quarterly Report on Form 10-QSB/A (Amendment No. 1)
          for the quarter ended June 30, 2007, filed on August 6, 2007;

     (d)  GS  EnviroServices'  Quarterly  Report on Form  10-QSB for the quarter
          ended September 30, 2007;

     (e)  GS EnviroServices'  Current Report on Form 8-K dated November 30, 2007
          and filed on November 30, 2007;

     (f)  GS  EnviroServices'  Current Report on Form 8-K dated January 25, 2008
          and filed on February 1, 2008;

     (g)  GS  EnviroServices'  Current Report on Form 8-K dated January 31, 2008
          and filed on February 11, 2008;

     (h)  the  description of GS  EnviroServices'  Common Stock contained in its
          Definitive Proxy Materials filed on May 9, 2007.

     GS  EnviroServices  is  also   incorporating  by  reference  all  documents
hereafter filed by GS EnviroServices  pursuant to Sections 13(a),  13(c), 14 and
15(d)  of the  Securities  Exchange  Act of  1934,  prior  to  the  filing  of a
post-effective  amendment which indicates that all securities  offered have been
sold or which deregisters all securities then remaining unsold.

Item 4.  Description of Securities.

              Not Applicable.

Item 5.  Interests of Named Experts and Counsel.

     Robert  Brantl,  Esq.,  counsel to GS  EnviroServices,  has passed upon the
validity of the shares registered pursuant to this Registration  Statement.  Mr.
Brantl holds no interest in the securities of GS EnviroServices Corporation.

<PAGE>

Item 6.  Indemnification of Directors and Officers.

     Section  145 of the  General  Corporation  Law of  the  State  of  Delaware
authorizes a  corporation  to provide  indemnification  to a director,  officer,
employee or agent of the  corporation,  including  attorneys'  fees,  judgments,
fines and amounts paid in settlement, actually and reasonably incurred by him in
connection  with such action,  suit or  proceeding,  if such party acted in good
faith and in a manner he reasonably believed to be in or not opposed to the best
interests  of the  corporation,  and,  with  respect to any  criminal  action or
proceeding,  had no  reasonable  cause to believe his  conduct  was  unlawful as
determined in accordance  with the statute,  and except that with respect to any
action  which  results  in a  judgment  against  the  person and in favor of the
corporation the corporation may not indemnify unless a court determines that the
person is fairly and  reasonably  entitled to the  indemnification.  Section 145
further provides that indemnification shall be provided if the party in question
is successful on the merits.

     Our  certificate  of  incorporation  provides  that members of our board of
directors  are  protected  against  personal  liability  to the  fullest  extent
permitted by Delaware  corporate law. Delaware  corporate law permits a Delaware
corporation  to eliminate  the personal  liability of its directors for monetary
damages  for  breach of  fiduciary  duty,  except  for  breaches  of the duty of
loyalty,   acts  or  omissions  not  in  good  faith  or  involving  intentional
misconduct, improper payment of dividends, or transactions in which the director
derived an improper personal benefit.

     Our bylaws provides that GS EnviroServices will indemnify our directors and
officers  against  liabilities  arising  from  their  service as  directors  and
officers to the fullest extent  permitted by Delaware  corporate law. Insofar as
indemnification  for  liabilities  under  the  Securities  Act  of  1933  may be
permitted to our  directors,  officers or  controlling  persons  pursuant to the
foregoing  provision or otherwise,  we have been advised that, in the opinion of
the Securities and Exchange  Commission,  such indemnification is against public
policy as expressed in that Act and is, therefore, unenforceable.

Item 7.  Exemption from Registration Claimed.

              Not applicable.

Item 8.  Exhibits.

     4.1  2008 Stock and Stock Option Plan

     5    Opinion of Robert Brantl, Esq.

     23.1 Consent of Rosenberg Rich Baker Berman & Company.

     23.2 Consent of Robert Brantl,  Esq. is contained in his opinion,  filed as
          Exhibit 5.

Item 9.  Undertakings.

              GS EnviroServices, Inc. hereby undertakes:
<PAGE>

     (1)  To file,  during any period in which offers or sales are being made, a
          post-effective amendment to this Registration Statement to include any
          material  information  with  respect to the plan of  distribution  not
          previously  disclosed  in the  Registration  Statement or any material
          change to such information in the Registration Statement;

     (2)  That,  for  the  purpose  of  determining   any  liability  under  the
          Securities Act of 1933,  each such  post-effective  amendment shall be
          deemed to be a new registration  statement  relating to the securities
          offered  therein,  and the  offering of such  securities  at that time
          shall be deemed to be the initial bona fide offering thereof;

     (3)  To remove from registration by means of a post-effective amendment any
          of  the  securities  being  registered  which  remain  unsold  at  the
          termination of the offering;

     (4)  That, for purposes of determining  any liability  under the Securities
          Act of 1933,  each  filing of the annual  report  pursuant  to Section
          13(a) or 15(d) of the  Securities  Exchange  Act of 1934  (and,  where
          applicable,  each filing of an employee  benefit  plan's annual report
          pursuant to Section 15(d) of the Securities Exchange Act of 1934) that
          is incorporated by reference in this  Registration  Statement shall be
          deemed to be a new registration  statement  relating to the securities
          offered herein, and the offering of such securities at that time shall
          be deemed to be the initial bona fide offering thereof.

     Insofar as indemnification for liabilities arising under the Securities Act
of 1933 may be permitted to directors,  officers and  controlling  persons of GS
EnviroServices  pursuant to the provisions of the Delaware  General  Corporation
Law or otherwise,  GS EnviroServices has been advised that in the opinion of the
Securities and Exchange Commission such indemnification is against public policy
as expressed in the Act and is,  therefore,  unenforceable.  In the event that a
claim for indemnification against such liabilities (other than the payment by GS
EnviroServices  of  expenses  incurred  or  paid  by  a  director,   officer  or
controlling person of GS EnviroServices in the successful defense of any action,
suit or proceeding) is asserted by such director,  officer or controlling person
in connection with the securities  being  registered,  GS  EnviroServices  will,
unless in the opinion of its counsel the matter has been settled by  controlling
precedent,  submit to a court of appropriate  jurisdiction  the question whether
such  indemnification by it is against public policy as expressed in the Act and
will be governed by the final adjudication of such issue.



<PAGE>






REOFFER PROSPECTUS

                             GS ENVIROSERVICES, INC.

                        6,000,000 Shares of Common Stock

     The shares are being  offered by persons  who are  officers,  directors  or
otherwise  control persons of GS  EnviroServices,  Inc. They acquired the shares
from GS  EnviroServices,  either  as the  recipients  of  grants  of stock or by
exercising stock options issued to them by GS EnviroServices.

     The selling  shareholders  intend to sell the shares into the public market
from time to time. The shareholders will negotiate with the market makers for GS
EnviroServices  common stock to determine the prices for each sale.  They expect
each sale price to be near to the market price at the time of the sale.

     GS  EnviroServices  common  stock is listed for trading on the OTC Bulletin
Board under the trading symbol "GSEN.OB."

     Purchase of GS  EnviroServices  common  stock  involves  substantial  risk.
Please see "Risk Factors," which begins on page 2.

     Neither the  Securities and Exchange  Commission  nor any state  securities
commission has approved or  disapproved  of these  securities or passed upon the
adequacy or accuracy of this prospectus. Any representation to the contrary is a
criminal offense.

                             GS EnviroServices, Inc.
                             14B Jan Sebastian Drive
                               Sandwich, MA 02563
                                  508-888-5478


                The date of this prospectus is February 19, 2008


<PAGE>


                                TABLE OF CONTENTS

RISK FACTORS.................................................................-2-

SELLING SHAREHOLDERS.........................................................-5-

OTHER AVAILABLE INFORMATION..................................................-5-

INDEMNIFICATION..............................................................-6-

                                  RISK FACTORS

     You should  carefully  consider the risks described below before buying our
common stock. If any of the risks described  below actually  occurs,  that event
could cause the trading price of our common stock to decline, and you could lose
all or part of your investment.

Our industrial waste management  services subject us to potential  environmental
liability.

     Our business of rendering  services in connection with management of waste,
including  certain types of hazardous  waste,  subjects us to risks of liability
for damages.  Such  liability  could  involve,  without  limitation,  claims for
clean-up  costs,  personal injury or damage to the environment in cases in which
we are held  responsible for the release of hazardous  materials;  and claims of
employees,  customers,  or third parties for personal  injury or property damage
occurring in the course of our operations.

     We could also be deemed a  responsible  party for the cost of cleaning  any
property which may be contaminated by hazardous  substances  generated by us and
disposed  at  such  property  or  transported  by us to a site  selected  by us,
including properties we own or lease.

If we cannot  maintain  our  government  permits or cannot  obtain any  required
permits, we may not be able to continue or expand our operations.

     Our business is subject to extensive,  evolving, and increasingly stringent
federal,  state, and local  environmental  laws and  regulations.  Such federal,
state,  and local  environmental  laws and  regulations  govern  our  activities
regarding the treatment,  storage,  recycling,  disposal,  and transportation of
hazardous and non-hazardous waste.

     We must obtain and maintain  permits,  licenses and/or approvals to conduct
these activities in compliance with such laws and regulations. Failure to obtain
and maintain the required permits,  licenses and/or approvals would result in an
inability  to  operate  certain  of our  assets  and  significantly  impair  our
financial  condition.  If we are unable to maintain our currently  held permits,
licenses,  and/or  approvals or obtain any additional  permits,  licenses and/or
approvals which may be required as we expand our operations,  we may not be able
to continue certain of our operations.

<PAGE>

Changes in environmental  regulations and enforcement  policies could subject us
to  additional  liability  which could  impair our  ability to continue  certain
operations due to the regulated nature of our operations.

     Because the environmental  industry continues to develop rapidly, we cannot
predict the extent to which our operations may be affected by future enforcement
policies as applied to existing laws, by changes to current  environmental  laws
and regulations,  or by the enactment of new environmental laws and regulations.
Any  predictions  regarding  possible  liability under such laws are complicated
further by current  environmental  laws which  provide  that we could be liable,
jointly and severally, for certain activities of third parties over whom we have
limited or no control.

As our operations expand, we may be subject to increased  litigation which could
significantly  impair our ability to operate and our future financial results by
causing the Company to expend  significant  amounts of time,  effort,  money and
focus matters not directly related to our operations and expansion.

     Our  operations  are regulated by numerous laws  regarding  procedures  for
waste treatment, storage, recycling, transportation and disposal activities, all
of which may provide the basis for litigation  against us. In recent years,  the
waste  treatment  industry has  experienced a significant  increase in so-called
"toxic-tort"  litigation as those injured by  contamination  seek to recover for
personal  injuries or property  damage.  We believe that as our  operations  and
activities  expand,  there  will be a  similar  increase  in the  potential  for
litigation  alleging  that we are  responsible  for  contamination  or pollution
caused  by  our  normal  operations,  negligence  or  other  misconduct,  or for
accidents which occur in the course of our business activities. Such litigation,
if significant and not adequately  insured against,  could impair our ability to
fund  our  operations.  Protracted  litigation  would  likely  cause us to spend
significant  amounts  of our time,  effort and money.  This  could  prevent  our
management from focusing on our operations and expansion.

If we cannot maintain adequate insurance coverage, we will be unable to continue
certain operations.

     Our  business  exposes us to various  risks,  including  claims for causing
damage to  property  and  injuries to persons  who may  involve  allegations  of
negligence  or  professional  errors  or  omissions  in the  performance  of our
services.  Such  claims  could be  substantial.  We believe  that our  insurance
coverage is  presently  adequate and similar to, or greater  than,  the coverage
maintained  by other  companies in the industry of our size. If we are unable to
obtain  adequate  or  required  insurance  coverage  in the  future  or,  if our
insurance is not  available at  affordable  rates,  we would  violate our permit
conditions  and  other  requirements  of  the  environmental   laws,  rules  and
regulations  under which we operate.  Such violations  would render us unable to
continue certain of our operations. These events would result in an inability to
operate certain of our assets and significantly impair our financial condition.

Our operations will suffer if we are unable to manage our rapid growth.

     Acquisitions are a component of the Company's growth strategy. Accordingly,
the  Company's  performance  will be impacted by its ability to  integrate  such
acquisitions  into the  Company's  existing  business.  Our ability to grow will
require us to effectively manage our collaborative  arrangements and to continue

<PAGE>

to improve our operational,  management, and financial systems and controls, and
to successfully  train,  motivate and manage our employees.  If we are unable to
effectively  manage our growth, we may not realize the expected benefits of such
growth,  and  such  failure  could  result  in lost  sales  opportunities,  lost
business,  difficulties  operating our assets and could therefore  significantly
impair our financial condition.

We may have  difficulty  integrating our recent  acquisitions  into our existing
operations.

     Acquisitions will involve the integration of companies that have previously
operated independently from us, with focuses on different geographical areas. We
may not be able to fully  integrate the  operations of these  companies  without
encountering difficulties or experiencing the loss of key employees or customers
of such companies.  In addition,  we may not realize the benefits  expected from
such integration.

Key personnel are critical to our business and our future success depends on our
ability to retain them.

     Our  success   depends  on  the   contributions   of  our  key  management,
environmental and engineering personnel. The loss of these officers could result
in lost sales opportunities,  lost business,  difficulties operating our assets,
difficulties  raising additional funds and could therefore  significantly impair
our financial condition. Our future success depends on our ability to retain and
expand our staff of qualified personnel,  including  environmental  technicians,
sales personnel and engineers.  Without qualified personnel, we may incur delays
in rendering our services or be unable to render certain services. We may not be
successful  in our efforts to attract and retain  qualified  personnel  as their
availability is limited due to the demand of hazardous waste management services
and the highly competitive nature of the hazardous waste management industry. We
do not  maintain  key person  insurance  on any of our  employees,  officers  or
directors.

If  environmental  regulation  or  enforcement  is  relaxed,  the demand for our
services will decrease.

     The demand for our services is  substantially  dependent  upon the public's
concern  with,  and  the  continuation  and   proliferation  of,  the  laws  and
regulations  governing  the  treatment,  storage,  recycling,  and  disposal  of
hazardous and  non-hazardous  waste. A decrease in the level of public  concern,
the repeal or  modification  of these laws,  or any  significant  relaxation  of
regulations  relating to the  treatment,  storage,  recycling,  and  disposal of
hazardous  waste would  significantly  reduce the demand for our services  which
could result in lost sales opportunities and lost business,  which could in turn
significantly  impair our ability to operate as well as our financial condition.
We are not aware of any current federal or state government or agency efforts in
which a moratorium or limitation  has been, or will be, placed upon the creation
of new hazardous waste regulations that would have an adverse effect on us.

Our common stock  qualifies as a "penny stock" under SEC rules which may make it
more difficult for our stockholders to resell their shares of our common stock.

     Our common stock trades on the OTC Bulletin Board. As a result, the holders
of our common  stock may find it more  difficult to obtain  accurate  quotations
concerning  the market  value of the  stock.  Stockholders  also may  experience
greater difficulties in attempting to sell the stock than if it were listed on a
stock exchange or quoted on the NASDAQ Capital Market.  Because our common stock
does not trade on a stock  exchange  or on the NASDAQ  Capital  Market,  and the
market price of the common stock is less than $5.00 per share,  the common stock

<PAGE>

qualifies as a "penny stock." SEC Rule 15g-9 under the  Securities  Exchange Act
of 1934 imposes  additional sales practice  requirements on broker-dealers  that
recommend  the purchase or sale of penny stocks to persons  other than those who
qualify as an "established  customer" or an "accredited investor." This includes
the  requirement  that  a  broker-dealer   must  make  a  determination  on  the
appropriateness  of  investments  in penny stocks for the customer and must make
special  disclosures  to the  customer  concerning  the  risks of penny  stocks.
Application  of the penny  stock  rules to our common  stock  affects the market
liquidity of the shares,  which in turn may affect the ability of holders of our
common stock to resell the stock.


                              SELLING SHAREHOLDERS
<TABLE>

     The table below  contains  information  regarding the  individuals  who are
using this prospectus to offer common shares.
<CAPTION>
                                                                                                    Percentage of
                                            Shares Owned        Number of          Shares Owned     Class Held
Selling Shareholder        Position         Before Offering     Shares Offered     After Offering   After Offering
-------------------        --------         ----------------    --------------     --------------   --------------
<S>                                         <C>                 <C>                <C>              <C>
James Green                C.E.O.           7,968,540           2,000,000          5,968,540        21.0%
Doris Christiani           C.F.O.           1,000,000           1,000,000                  0          --
</TABLE>

     OTHER AVAILABLE INFORMATION GS EnviroServices  Corporation is incorporating
by reference the following  documents  previously  filed with the Securities and
Exchange Commission:

     (a)  GS  EnviroServices'  Annual Report on Form 10-KSB/A  (Amendment No. 2)
          for the year ended December 31, 2006, filed on December 14, 2007;

     (b)  GS  EnviroServices'  Quarterly  Report on Form  10-QSB for the quarter
          ended March 31, 2007;

     (c)  GS EnviroServices' Quarterly Report on Form 10-QSB/A (Amendment No. 1)
          for the quarter ended June 30, 2007, filed on August 6, 2007;

     (d)  GS  EnviroServices'  Quarterly  Report on Form  10-QSB for the quarter
          ended September 30, 2007;

     (e)  GS EnviroServices'  Current Report on Form 8-K dated November 30, 2007
          and filed on November 30, 2007;

     (f)  GS  EnviroServices'  Current Report on Form 8-K dated January 25, 2008
          and filed on February 1, 2008;

     (g)  GS  EnviroServices'  Current Report on Form 8-K dated January 31, 2008
          and filed on February 11, 2008;

     (h)  the  description of GS  EnviroServices'  Common Stock contained in its
          Definitive Proxy Materials filed on May 9, 2007.
<PAGE>

     GS  EnviroServices  is  also   incorporating  by  reference  all  documents
hereafter filed by GS EnviroServices  pursuant to Sections 13(a),  13(c), 14 and
15(d)  of the  Securities  Exchange  Act of  1934,  prior  to  the  filing  of a
post-effective  amendment which indicates that all securities  offered have been
sold or which deregisters all securities then remaining unsold.

     Upon  written  request,  GS  EnviroServices  will  provide to each  person,
including any beneficial  owner,  to whom this prospectus is delivered a copy of
any and all  information  that has been  incorporated  into this  prospectus  by
reference. We will provide the information at no cost to the person who requests
it. Any such  request  should be made to Doris  Christiani,  GS  EnviroServices,
Inc., 14B Jan Sebastian Drive, Sandwich, MA 02563.

     GS EnviroServices files with the Securities and Exchange Commission annual,
quarterly and current reports, proxy statements and other information, which may
assist  you  in  understanding  our  company.  In  addition,  we  have  filed  a
registration  statement  on Form S-8,  including  exhibits,  with respect to the
shares to be sold in the offering.

     You may read and copy the registration statement or any reports, statements
or other  information that we file at the Commission's  Public Reference Room at
100 F Street,  N.E.,  Washington,  D.C.  20549.  Please call the  Commission  at
1-800-SEC-0330 for further  information on the operation of the Public Reference
Room. Our Commission  filings,  including the registration  statement,  are also
available to you on the Commission's Web site at http://WWW.SEC.GOV.

                                 INDEMNIFICATION

     Section  145 of the  General  Corporation  Law of  the  State  of  Delaware
authorizes a  corporation  to provide  indemnification  to a director,  officer,
employee or agent of the  corporation,  including  attorneys'  fees,  judgments,
fines and amounts paid in settlement, actually and reasonably incurred by him in
connection  with such action,  suit or  proceeding,  if such party acted in good
faith and in a manner he reasonably believed to be in or not opposed to the best
interests  of the  corporation,  and,  with  respect to any  criminal  action or
proceeding,  had no  reasonable  cause to believe his  conduct  was  unlawful as
determined in accordance  with the statute,  and except that with respect to any
action  which  results  in a  judgment  against  the  person and in favor of the
corporation the corporation may not indemnify unless a court determines that the
person is fairly and  reasonably  entitled to the  indemnification.  Section 145
further provides that indemnification shall be provided if the party in question
is successful on the merits.

     Our  certificate  of  incorporation  provides  that members of our board of
directors  are  protected  against  personal  liability  to the  fullest  extent
permitted by Delaware  corporate law. Delaware  corporate law permits a Delaware
corporation  to eliminate  the personal  liability of its directors for monetary
damages  for  breach of  fiduciary  duty,  except  for  breaches  of the duty of
loyalty,   acts  or  omissions  not  in  good  faith  or  involving  intentional
misconduct, improper payment of dividends, or transactions in which the director
derived an improper personal benefit.



<PAGE>



     Our bylaws provides that GS EnviroServices will indemnify our directors and
officers  against  liabilities  arising  from  their  service as  directors  and
officers to the fullest extent  permitted by Delaware  corporate law. Insofar as
indemnification  for  liabilities  under  the  Securities  Act  of  1933  may be
permitted to our  directors,  officers or  controlling  persons  pursuant to the
foregoing  provision or otherwise,  we have been advised that, in the opinion of
the Securities and Exchange  Commission,  such indemnification is against public
policy as expressed in that Act and is, therefore, unenforceable.

                                    * * * * *


<PAGE>








                                   SIGNATURES

     Pursuant  to  the   requirements   of  the   Securities  Act  of  1933,  GS
EnviroServices  Corporation  certifies that it has reasonable grounds to believe
that it meets all of the requirements for filing on Form S-8 and has duly caused
this  registration  statement  to be  signed on its  behalf by the  undersigned,
thereunto  duly   authorized,   in  the  Town  of  Sandwich,   Commonwealth   of
Massachusetts on the 19th day of February, 2008.

                                         GS ENVIROSERVICES, INC.

                                         By: /s/ James F. Green
                                         ------------------------------
                                                 James F. Green
                                                 Chief Executive Officer


              Pursuant to the requirements of the Securities Act of 1933, this
registration statement has been signed below by the following persons in the
capacities indicated on February 19, 2008.

/s/ James F. Green
------------------------------
    James F. Green, Director,
    Chief Executive Officer

/s/ Doris Christiani
------------------------------
Doris Christiani
Chief Financial and Accounting Officer
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As filed with the Securities and Exchange Commission on February 19, 2008
                            Registration Number: 333-

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                                    FORM S-8
                             REGISTRATION STATEMENT
                        UNDER THE SECURITIES ACT OF 1933

                            GS ENVIROSERVICES, INC.
                            -----------------------
                (Exact name of Registrant as specified in Charter)

Delaware                                                            20-8563731
--------------------------------------------------------------------------------
(State of Incorporation)                           (I.R.S. Employer I.D. Number)

                   14B Jan Sebastian Drive, Sandwich, MA 02563
--------------------------------------------------------------------------------
                    (Address of Principal Executive Offices)

                        2008 STOCK AND STOCK OPTION PLAN
                              (Full Title of Plan)

                                   James Green
                             GS EnviroServices, Inc.
                            14 B Jan Sebastian Drive
                               Sandwich, MA 02563
                                 (508) 888-5478
--------------------------------------------------------------------------------
            (Name, Address and Telephone Number of Agent for Service)

                                    Copy to:
                               ROBERT BRANTL, ESQ.
                                52 Mulligan Lane
                               Irvington, NY 10533
                                 (914) 683-3026

                         CALCULATION OF REGISTRATION FEE
Title of                               Proposed Maximum       Proposed Maximum
     Securities          Amount to               Offering               Aggregate       Amount of
     to be Registered    be Registered(1)   Price per Share (2)    Offering Price (2)   Registration Fee
--------------------------------------------------------------------------------------------------------
Common Stock,       6,000,000 shares          $0.05               $300,000                $11.79
     $.001 par value
---------------------------------------------------------------------------------------------------------
(1)  This  Registration  Statement  also  covers  an  indeterminable  number  of
     additional  shares that may be issued as a result of an  adjustment  in the
     shares in the event of a stock  split,  stock  dividend or similar  capital
     adjustment, as required by the Plan.

(2)  The price stated is estimated  solely for  purposes of  calculation  of the
     registration fee and is the product  resulting from  multiplying  6,000,000
     shares by $0.05, the closing price for the Common Stock reported on the OTC
     Bulletin Board as of February 14, 2008.
PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.  Incorporation of Documents by Reference.

     GS  EnviroServices,  Inc.  is  incorporating  by  reference  the  following
documents previously filed with the Securities and Exchange Commission:

     (a)  GS  EnviroServices'  Annual Report on Form 10-KSB/A  (Amendment No. 2)
          for the year ended December 31, 2006, filed on December 14, 2007;

     (b)  GS  EnviroServices'  Quarterly  Report on Form  10-QSB for the quarter
          ended March 31, 2007;

     (c)  GS EnviroServices' Quarterly Report on Form 10-QSB/A (Amendment No. 1)
          for the quarter ended June 30, 2007, filed on August 6, 2007;

     (d)  GS  EnviroServices'  Quarterly  Report on Form  10-QSB for the quarter
          ended September 30, 2007;

     (e)  GS EnviroServices'  Current Report on Form 8-K dated November 30, 2007
          and filed on November 30, 2007;

     (f)  GS  EnviroServices'  Current Report on Form 8-K dated January 25, 2008
          and filed on February 1, 2008;

     (g)  GS  EnviroServices'  Current Report on Form 8-K dated January 31, 2008
          and filed on February 11, 2008;

     (h)  the  description of GS  EnviroServices'  Common Stock contained in its
          Definitive Proxy Materials filed on May 9, 2007.

     GS  EnviroServices  is  also   incorporating  by  reference  all  documents
hereafter filed by GS EnviroServices  pursuant to Sections 13(a),  13(c), 14 and
15(d)  of the  Securities  Exchange  Act of  1934,  prior  to  the  filing  of a
post-effective  amendment which indicates that all securities  offered have been
sold or which deregisters all securities then remaining unsold.

Item 4.  Description of Securities.

              Not Applicable.

Item 5.  Interests of Named Experts and Counsel.

     Robert  Brantl,  Esq.,  counsel to GS  EnviroServices,  has passed upon the
validity of the shares registered pursuant to this Registration  Statement.  Mr.
Brantl holds no interest in the securities of GS EnviroServices Corporation.
Item 6.  Indemnification of Directors and Officers.

     Section  145 of the  General  Corporation  Law of  the  State  of  Delaware
authorizes a  corporation  to provide  indemnification  to a director,  officer,
employee or agent of the  corporation,  including  attorneys'  fees,  judgments,
fines and amounts paid in settlement, actually and reasonably incurred by him in
connection  with such action,  suit or  proceeding,  if such party acted in good
faith and in a manner he reasonably believed to be in or not opposed to the best
interests  of the  corporation,  and,  with  respect to any  criminal  action or
proceeding,  had no  reasonable  cause to believe his  conduct  was  unlawful as
determined in accordance  with the statute,  and except that with respect to any
action  which  results  in a  judgment  against  the  person and in favor of the
corporation the corporation may not indemnify unless a court determines that the
person is fairly and  reasonably  entitled to the  indemnification.  Section 145
further provides that indemnification shall be provided if the party in question
is successful on the merits.

     Our  certificate  of  incorporation  provides  that members of our board of
directors  are  protected  against  personal  liability  to the  fullest  extent
permitted by Delaware  corporate law. Delaware  corporate law permits a Delaware
corporation  to eliminate  the personal  liability of its directors for monetary
damages  for  breach of  fiduciary  duty,  except  for  breaches  of the duty of
loyalty,   acts  or  omissions  not  in  good  faith  or  involving  intentional
misconduct, improper payment of dividends, or transactions in which the director
derived an improper personal benefit.

     Our bylaws provides that GS EnviroServices will indemnify our directors and
officers  against  liabilities  arising  from  their  service as  directors  and
officers to the fullest extent  permitted by Delaware  corporate law. Insofar as
indemnification  for  liabilities  under  the  Securities  Act  of  1933  may be
permitted to our  directors,  officers or  controlling  persons  pursuant to the
foregoing  provision or otherwise,  we have been advised that, in the opinion of
the Securities and Exchange  Commission,  such indemnification is against public
policy as expressed in that Act and is, therefore, unenforceable.

Item 7.  Exemption from Registration Claimed.

              Not applicable.

Item 8.  Exhibits.

     4.1  2008 Stock and Stock Option Plan

     5    Opinion of Robert Brantl, Esq.

     23.1 Consent of Rosenberg Rich Baker Berman & Company.

     23.2 Consent of Robert Brantl,  Esq. is contained in his opinion,  filed as
          Exhibit 5.

Item 9.  Undertakings.

              GS EnviroServices, Inc. hereby undertakes:
(1)  To file,  during any period in which offers or sales are being made, a
          post-effective amendment to this Registration Statement to include any
          material  information  with  respect to the plan of  distribution  not
          previously  disclosed  in the  Registration  Statement or any material
          change to such information in the Registration Statement;

     (2)  That,  for  the  purpose  of  determining   any  liability  under  the
          Securities Act of 1933,  each such  post-effective  amendment shall be
          deemed to be a new registration  statement  relating to the securities
          offered  therein,  and the  offering of such  securities  at that time
          shall be deemed to be the initial bona fide offering thereof;

     (3)  To remove from registration by means of a post-effective amendment any
          of  the  securities  being  registered  which  remain  unsold  at  the
          termination of the offering;

     (4)  That, for purposes of determining  any liability  under the Securities
          Act of 1933,  each  filing of the annual  report  pursuant  to Section
          13(a) or 15(d) of the  Securities  Exchange  Act of 1934  (and,  where
          applicable,  each filing of an employee  benefit  plan's annual report
          pursuant to Section 15(d) of the Securities Exchange Act of 1934) that
          is incorporated by reference in this  Registration  Statement shall be
          deemed to be a new registration  statement  relating to the securities
          offered herein, and the offering of such securities at that time shall
          be deemed to be the initial bona fide offering thereof.

     Insofar as indemnification for liabilities arising under the Securities Act
of 1933 may be permitted to directors,  officers and  controlling  persons of GS
EnviroServices  pursuant to the provisions of the Delaware  General  Corporation
Law or otherwise,  GS EnviroServices has been advised that in the opinion of the
Securities and Exchange Commission such indemnification is against public policy
as expressed in the Act and is,  therefore,  unenforceable.  In the event that a
claim for indemnification against such liabilities (other than the payment by GS
EnviroServices  of  expenses  incurred  or  paid  by  a  director,   officer  or
controlling person of GS EnviroServices in the successful defense of any action,
suit or proceeding) is asserted by such director,  officer or controlling person
in connection with the securities  being  registered,  GS  EnviroServices  will,
unless in the opinion of its counsel the matter has been settled by  controlling
precedent,  submit to a court of appropriate  jurisdiction  the question whether
such  indemnification by it is against public policy as expressed in the Act and
will be governed by the final adjudication of such issue.
REOFFER PROSPECTUS

                             GS ENVIROSERVICES, INC.

                        6,000,000 Shares of Common Stock

     The shares are being  offered by persons  who are  officers,  directors  or
otherwise  control persons of GS  EnviroServices,  Inc. They acquired the shares
from GS  EnviroServices,  either  as the  recipients  of  grants  of stock or by
exercising stock options issued to them by GS EnviroServices.

     The selling  shareholders  intend to sell the shares into the public market
from time to time. The shareholders will negotiate with the market makers for GS
EnviroServices  common stock to determine the prices for each sale.  They expect
each sale price to be near to the market price at the time of the sale.

     GS  EnviroServices  common  stock is listed for trading on the OTC Bulletin
Board under the trading symbol "GSEN.OB."

     Purchase of GS  EnviroServices  common  stock  involves  substantial  risk.
Please see "Risk Factors," which begins on page 2.

     Neither the  Securities and Exchange  Commission  nor any state  securities
commission has approved or  disapproved  of these  securities or passed upon the
adequacy or accuracy of this prospectus. Any representation to the contrary is a
criminal offense.

                             GS EnviroServices, Inc.
                             14B Jan Sebastian Drive
                               Sandwich, MA 02563
                                  508-888-5478

                The date of this prospectus is February 19, 2008
TABLE OF CONTENTS

RISK FACTORS.................................................................-2-

SELLING SHAREHOLDERS.........................................................-5-

OTHER AVAILABLE INFORMATION..................................................-5-

INDEMNIFICATION..............................................................-6-

                                  RISK FACTORS

     You should  carefully  consider the risks described below before buying our
common stock. If any of the risks described  below actually  occurs,  that event
could cause the trading price of our common stock to decline, and you could lose
all or part of your investment.

Our industrial waste management  services subject us to potential  environmental
liability.

     Our business of rendering  services in connection with management of waste,
including  certain types of hazardous  waste,  subjects us to risks of liability
for damages.  Such  liability  could  involve,  without  limitation,  claims for
clean-up  costs,  personal injury or damage to the environment in cases in which
we are held  responsible for the release of hazardous  materials;  and claims of
employees,  customers,  or third parties for personal  injury or property damage
occurring in the course of our operations.

     We could also be deemed a  responsible  party for the cost of cleaning  any
property which may be contaminated by hazardous  substances  generated by us and
disposed  at  such  property  or  transported  by us to a site  selected  by us,
including properties we own or lease.

If we cannot  maintain  our  government  permits or cannot  obtain any  required
permits, we may not be able to continue or expand our operations.

     Our business is subject to extensive,  evolving, and increasingly stringent
federal,  state, and local  environmental  laws and  regulations.  Such federal,
state,  and local  environmental  laws and  regulations  govern  our  activities
regarding the treatment,  storage,  recycling,  disposal,  and transportation of
hazardous and non-hazardous waste.

     We must obtain and maintain  permits,  licenses and/or approvals to conduct
these activities in compliance with such laws and regulations. Failure to obtain
and maintain the required permits,  licenses and/or approvals would result in an
inability  to  operate  certain  of our  assets  and  significantly  impair  our
financial  condition.  If we are unable to maintain our currently  held permits,
licenses,  and/or  approvals or obtain any additional  permits,  licenses and/or
approvals which may be required as we expand our operations,  we may not be able
to continue certain of our operations.
Changes in environmental  regulations and enforcement  policies could subject us
to  additional  liability  which could  impair our  ability to continue  certain
operations due to the regulated nature of our operations.

     Because the environmental  industry continues to develop rapidly, we cannot
predict the extent to which our operations may be affected by future enforcement
policies as applied to existing laws, by changes to current  environmental  laws
and regulations,  or by the enactment of new environmental laws and regulations.
Any  predictions  regarding  possible  liability under such laws are complicated
further by current  environmental  laws which  provide  that we could be liable,
jointly and severally, for certain activities of third parties over whom we have
limited or no control.

As our operations expand, we may be subject to increased  litigation which could
significantly  impair our ability to operate and our future financial results by
causing the Company to expend  significant  amounts of time,  effort,  money and
focus matters not directly related to our operations and expansion.

     Our  operations  are regulated by numerous laws  regarding  procedures  for
waste treatment, storage, recycling, transportation and disposal activities, all
of which may provide the basis for litigation  against us. In recent years,  the
waste  treatment  industry has  experienced a significant  increase in so-called
"toxic-tort"  litigation as those injured by  contamination  seek to recover for
personal  injuries or property  damage.  We believe that as our  operations  and
activities  expand,  there  will be a  similar  increase  in the  potential  for
litigation  alleging  that we are  responsible  for  contamination  or pollution
caused  by  our  normal  operations,  negligence  or  other  misconduct,  or for
accidents which occur in the course of our business activities. Such litigation,
if significant and not adequately  insured against,  could impair our ability to
fund  our  operations.  Protracted  litigation  would  likely  cause us to spend
significant  amounts  of our time,  effort and money.  This  could  prevent  our
management from focusing on our operations and expansion.

If we cannot maintain adequate insurance coverage, we will be unable to continue
certain operations.

     Our  business  exposes us to various  risks,  including  claims for causing
damage to  property  and  injuries to persons  who may  involve  allegations  of
negligence  or  professional  errors  or  omissions  in the  performance  of our
services.  Such  claims  could be  substantial.  We believe  that our  insurance
coverage is  presently  adequate and similar to, or greater  than,  the coverage
maintained  by other  companies in the industry of our size. If we are unable to
obtain  adequate  or  required  insurance  coverage  in the  future  or,  if our
insurance is not  available at  affordable  rates,  we would  violate our permit
conditions  and  other  requirements  of  the  environmental   laws,  rules  and
regulations  under which we operate.  Such violations  would render us unable to
continue certain of our operations. These events would result in an inability to
operate certain of our assets and significantly impair our financial condition.

Our operations will suffer if we are unable to manage our rapid growth.

     Acquisitions are a component of the Company's growth strategy. Accordingly,
the  Company's  performance  will be impacted by its ability to  integrate  such
acquisitions  into the  Company's  existing  business.  Our ability to grow will
require us to effectively manage our collaborative  arrangements and to continue
to improve our operational,  management, and financial systems and controls, and
to successfully  train,  motivate and manage our employees.  If we are unable to
effectively  manage our growth, we may not realize the expected benefits of such
growth,  and  such  failure  could  result  in lost  sales  opportunities,  lost
business,  difficulties  operating our assets and could therefore  significantly
impair our financial condition.

We may have  difficulty  integrating our recent  acquisitions  into our existing
operations.

     Acquisitions will involve the integration of companies that have previously
operated independently from us, with focuses on different geographical areas. We
may not be able to fully  integrate the  operations of these  companies  without
encountering difficulties or experiencing the loss of key employees or customers
of such companies.  In addition,  we may not realize the benefits  expected from
such integration.

Key personnel are critical to our business and our future success depends on our
ability to retain them.

     Our  success   depends  on  the   contributions   of  our  key  management,
environmental and engineering personnel. The loss of these officers could result
in lost sales opportunities,  lost business,  difficulties operating our assets,
difficulties  raising additional funds and could therefore  significantly impair
our financial condition. Our future success depends on our ability to retain and
expand our staff of qualified personnel,  including  environmental  technicians,
sales personnel and engineers.  Without qualified personnel, we may incur delays
in rendering our services or be unable to render certain services. We may not be
successful  in our efforts to attract and retain  qualified  personnel  as their
availability is limited due to the demand of hazardous waste management services
and the highly competitive nature of the hazardous waste management industry. We
do not  maintain  key person  insurance  on any of our  employees,  officers  or
directors.

If  environmental  regulation  or  enforcement  is  relaxed,  the demand for our
services will decrease.

     The demand for our services is  substantially  dependent  upon the public's
concern  with,  and  the  continuation  and   proliferation  of,  the  laws  and
regulations  governing  the  treatment,  storage,  recycling,  and  disposal  of
hazardous and  non-hazardous  waste. A decrease in the level of public  concern,
the repeal or  modification  of these laws,  or any  significant  relaxation  of
regulations  relating to the  treatment,  storage,  recycling,  and  disposal of
hazardous  waste would  significantly  reduce the demand for our services  which
could result in lost sales opportunities and lost business,  which could in turn
significantly  impair our ability to operate as well as our financial condition.
We are not aware of any current federal or state government or agency efforts in
which a moratorium or limitation  has been, or will be, placed upon the creation
of new hazardous waste regulations that would have an adverse effect on us.

Our common stock  qualifies as a "penny stock" under SEC rules which may make it
more difficult for our stockholders to resell their shares of our common stock.

     Our common stock trades on the OTC Bulletin Board. As a result, the holders
of our common  stock may find it more  difficult to obtain  accurate  quotations
concerning  the market  value of the  stock.  Stockholders  also may  experience
greater difficulties in attempting to sell the stock than if it were listed on a
stock exchange or quoted on the NASDAQ Capital Market.  Because our common stock
does not trade on a stock  exchange  or on the NASDAQ  Capital  Market,  and the
market price of the common stock is less than $5.00 per share,  the common stock
qualifies as a "penny stock." SEC Rule 15g-9 under the  Securities  Exchange Act
of 1934 imposes  additional sales practice  requirements on broker-dealers  that
recommend  the purchase or sale of penny stocks to persons  other than those who
qualify as an "established  customer" or an "accredited investor." This includes
the  requirement  that  a  broker-dealer   must  make  a  determination  on  the
appropriateness  of  investments  in penny stocks for the customer and must make
special  disclosures  to the  customer  concerning  the  risks of penny  stocks.
Application  of the penny  stock  rules to our common  stock  affects the market
liquidity of the shares,  which in turn may affect the ability of holders of our
common stock to resell the stock.

                              SELLING SHAREHOLDERS

     The table below  contains  information  regarding the  individuals  who are
using this prospectus to offer common shares.
Percentage of
                                            Shares Owned        Number of          Shares Owned     Class Held
Selling Shareholder        Position         Before Offering     Shares Offered     After Offering   After Offering
-------------------        --------         ----------------    --------------     --------------   --------------
James Green                C.E.O.           7,968,540           2,000,000          5,968,540        21.0%
Doris Christiani           C.F.O.           1,000,000           1,000,000                  0          --
OTHER AVAILABLE INFORMATION GS EnviroServices  Corporation is incorporating
by reference the following  documents  previously  filed with the Securities and
Exchange Commission:

     (a)  GS  EnviroServices'  Annual Report on Form 10-KSB/A  (Amendment No. 2)
          for the year ended December 31, 2006, filed on December 14, 2007;

     (b)  GS  EnviroServices'  Quarterly  Report on Form  10-QSB for the quarter
          ended March 31, 2007;

     (c)  GS EnviroServices' Quarterly Report on Form 10-QSB/A (Amendment No. 1)
          for the quarter ended June 30, 2007, filed on August 6, 2007;

     (d)  GS  EnviroServices'  Quarterly  Report on Form  10-QSB for the quarter
          ended September 30, 2007;

     (e)  GS EnviroServices'  Current Report on Form 8-K dated November 30, 2007
          and filed on November 30, 2007;

     (f)  GS  EnviroServices'  Current Report on Form 8-K dated January 25, 2008
          and filed on February 1, 2008;

     (g)  GS  EnviroServices'  Current Report on Form 8-K dated January 31, 2008
          and filed on February 11, 2008;

     (h)  the  description of GS  EnviroServices'  Common Stock contained in its
          Definitive Proxy Materials filed on May 9, 2007.
GS  EnviroServices  is  also   incorporating  by  reference  all  documents
hereafter filed by GS EnviroServices  pursuant to Sections 13(a),  13(c), 14 and
15(d)  of the  Securities  Exchange  Act of  1934,  prior  to  the  filing  of a
post-effective  amendment which indicates that all securities  offered have been
sold or which deregisters all securities then remaining unsold.

     Upon  written  request,  GS  EnviroServices  will  provide to each  person,
including any beneficial  owner,  to whom this prospectus is delivered a copy of
any and all  information  that has been  incorporated  into this  prospectus  by
reference. We will provide the information at no cost to the person who requests
it. Any such  request  should be made to Doris  Christiani,  GS  EnviroServices,
Inc., 14B Jan Sebastian Drive, Sandwich, MA 02563.

     GS EnviroServices files with the Securities and Exchange Commission annual,
quarterly and current reports, proxy statements and other information, which may
assist  you  in  understanding  our  company.  In  addition,  we  have  filed  a
registration  statement  on Form S-8,  including  exhibits,  with respect to the
shares to be sold in the offering.

     You may read and copy the registration statement or any reports, statements
or other  information that we file at the Commission's  Public Reference Room at
100 F Street,  N.E.,  Washington,  D.C.  20549.  Please call the  Commission  at
1-800-SEC-0330 for further  information on the operation of the Public Reference
Room. Our Commission  filings,  including the registration  statement,  are also
available to you on the Commission's Web site at http://WWW.SEC.GOV.

                                 INDEMNIFICATION

     Section  145 of the  General  Corporation  Law of  the  State  of  Delaware
authorizes a  corporation  to provide  indemnification  to a director,  officer,
employee or agent of the  corporation,  including  attorneys'  fees,  judgments,
fines and amounts paid in settlement, actually and reasonably incurred by him in
connection  with such action,  suit or  proceeding,  if such party acted in good
faith and in a manner he reasonably believed to be in or not opposed to the best
interests  of the  corporation,  and,  with  respect to any  criminal  action or
proceeding,  had no  reasonable  cause to believe his  conduct  was  unlawful as
determined in accordance  with the statute,  and except that with respect to any
action  which  results  in a  judgment  against  the  person and in favor of the
corporation the corporation may not indemnify unless a court determines that the
person is fairly and  reasonably  entitled to the  indemnification.  Section 145
further provides that indemnification shall be provided if the party in question
is successful on the merits.

     Our  certificate  of  incorporation  provides  that members of our board of
directors  are  protected  against  personal  liability  to the  fullest  extent
permitted by Delaware  corporate law. Delaware  corporate law permits a Delaware
corporation  to eliminate  the personal  liability of its directors for monetary
damages  for  breach of  fiduciary  duty,  except  for  breaches  of the duty of
loyalty,   acts  or  omissions  not  in  good  faith  or  involving  intentional
misconduct, improper payment of dividends, or transactions in which the director
derived an improper personal benefit.
Our bylaws provides that GS EnviroServices will indemnify our directors and
officers  against  liabilities  arising  from  their  service as  directors  and
officers to the fullest extent  permitted by Delaware  corporate law. Insofar as
indemnification  for  liabilities  under  the  Securities  Act  of  1933  may be
permitted to our  directors,  officers or  controlling  persons  pursuant to the
foregoing  provision or otherwise,  we have been advised that, in the opinion of
the Securities and Exchange  Commission,  such indemnification is against public
policy as expressed in that Act and is, therefore, unenforceable.

                                    * * * * *
SIGNATURES

     Pursuant  to  the   requirements   of  the   Securities  Act  of  1933,  GS
EnviroServices  Corporation  certifies that it has reasonable grounds to believe
that it meets all of the requirements for filing on Form S-8 and has duly caused
this  registration  statement  to be  signed on its  behalf by the  undersigned,
thereunto  duly   authorized,   in  the  Town  of  Sandwich,   Commonwealth   of
Massachusetts on the 19th day of February, 2008.

                                         GS ENVIROSERVICES, INC.

                                         By: /s/ James F. Green
                                         ------------------------------
                                                 James F. Green
                                                 Chief Executive Officer

              Pursuant to the requirements of the Securities Act of 1933, this
registration statement has been signed below by the following persons in the
capacities indicated on February 19, 2008.

/s/ James F. Green
------------------------------
    James F. Green, Director,
    Chief Executive Officer

/s/ Doris Christiani
------------------------------
Doris Christiani
Chief Financial and Accounting Officer