================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                           FILE NUMBER 333-___________

                                    FORM S-8
                          REGISTRATION STATEMENT UNDER
                           THE SECURITIES ACT OF 1933

                                   NUVIM, INC.
             ------------------------------------------------------
             (Exact name of Registrant as specified in its charter)

                Delaware                                 13-4083851
        ------------------------                  ------------------------
        (State of Incorporation)                  (I.R.S. Employer ID No.)

   Suite 210, 12 North State Route 17, Paramus, NJ          07652
   -----------------------------------------------        ----------
           (Address of Principal Offices)                 (Zip Code)

                    (1) Shares to be issued to James Schnorf
                       pursuant to a consulting agreement
                    -----------------------------------------
                            (Full Title of the Plans)

                               Richard P. Kundrat
              Suite 210, 12 North State Route 17, Paramus, NJ 07652
              -----------------------------------------------------
                     (Name and address of Agent for Service)

                                  201.566.1010
          ------------------------------------------------------------
          (Telephone number, including area code of Agent for Service)

                         Calculation of Registration Fee

Title of            Amount         Maximum         Maximum         Amount of
securities to       to be      offering price     Aggregate      registration
be registered     registered      per share     offering price       fee
---------------   ----------   --------------   --------------   ------------
Common Stock(1)     72,000         $0.27(2)       $ 19,440(2)        $.60

(1)  Issuable pursuant to the Plans.

(2)  Estimated  Price in  accordance  with Rule  457(h)  and based upon the last
reported sale of $0.27 per share on the NASD OTC  Electronic  Bulletin  Board on
July 9, 2007.

================================================================================

<PAGE>

                        PART I - INFORMATION REQUIRED IN
                          THE SECTION 10(a) PROSPECTUS

ITEM 1.   PLAN INFORMATION.

A copy of the  Consulting  Agreement  pursuant  to which the  shares  registered
hereunder will be issued has been provided to Mr. Schnorf.  The shares have been
awarded pursuant to section 4A of the Consulting Agreement.  This, together with
the documents incorporated by reference in response to Item 3 of Part II of this
Registration  Statement,  taken together  constitute a prospectus that meets the
requirements  of Section 10(a) of the  Securities  Act of 1933 (the  "Securities
Act") will be sent or given to the option holder by the  Registrant as specified
by Rule 428(b)(1) of the Securities Act.

ITEM 2.   REGISTRANT INFORMATION AND EMPLOYEE PLAN ANNUAL INFORMATION.

The Registrant will provided Mr. Schnorf with a copy of the Registrant's  Annual
Report on Form 10-KSB for the fiscal year ended  December 31, 2006 and the Proxy
Statement  for  NuVim's  2007  Annual  Meeting  of  Shareholders  and a  written
statement advising him of the availability  without charge, upon written or oral
request, of those and any other documents incorporated by reference in Item 3 of
Part II hereof and of documents required to be delivered pursuant to Rule 428(b)
under the Securities  Act. The statement  shall include the address  (giving the
title or  department)  and  telephone  number  to  which  the  request  is to be
directed.

                         Part II - INFORMATION REQUIRED
                               IN THE REGISTRATION
                                    STATEMENT

ITEM 3.   INCORPORATION OF DOCUMENTS BY REFERENCE.

The Registrant  incorporates  the following  documents filed with the Securities
and Exchange Commission by reference in this Registration Statement:

(a) The  Registrant's  Annual  Report on Form  10-KSB for the fiscal  year ended
December 31, 2006 filed on April 12, 2007.

(b) The Registrant's Quarterly Report on Form 10-QSB filed on May 14, 2007.

(c) The  portion  of  Registrant's  Registration  on Form SB-2 that  provides  a
description of Registrant's Common Stock, $0.001 par value.

All other  documents  filed by  Registrant  after the date of this  Registration
Statement under Section 13(a),  13(c),  14, or 15(d) of the Securities  Exchange
Act of 1934,  (the "Exchange  Act") shall (until the filing of a  post-effective
amendment which either indicates that all the securities  offered have been sold
or  deregisters  all the  securities  then  remaining  unsold)  be  deemed to be
incorporated by reference  herein to be a part hereof from the date of filing of
those documents.

ITEM 4.   DESCRIPTION OF SECURITIES:  NOT APPLICABLE.

ITEM 5.   INTERESTS OF NAMED EXPERTS AND COUNSEL:  NOT APPLICABLE.

ITEM 6.   INDEMNIFICATION OF OFFICERS AND DIRECTORS.

<PAGE>

Sections 1 of Articles III and IV of the  Company's  By-laws  provide that every
director,  officer,  employee,  and agent of the Registrant and its subsidiaries
shall be indemnified and held harmless to the fullest extent legally permissible
under the General Corporation Law of the State of Delaware against all expenses,
liability,  and loss (including  attorney's fees,  judgments,  fines and amounts
paid or to be paid in settlement) reasonably incurred or suffered by him.

ITEM 7.   EXEMPTION FROM REGISTRATION CLAIMED: NOT APPLICABLE

ITEM 8.   EXHIBITS.

5.1     Opinion of Mark Alan Siegel,  Esq.,  regarding  legality of shares being
        issued.

23.1    Consent of Mark Alan Siegel, Esq. (included in Exhibit 5.1)

23.2    Consent  of  Withum  Smith+Brown  P.C.,  Independent  Registered  Public
        Accounting Firm

99.7    Agreement between beverage sales Consulting Agreement dated July 6, 2007
        between  Wall  Street  Management  &  Capital,   Inc.  and  NuVim,  Inc.
        pertaining to the issuance of NuVim common stock to James Schnorf.

ITEM 9.  UNDERTAKINGS.

(a) The Registrant hereby undertakes all of the following:

(1) During any period in which  offers or sales are being made,  the  Registrant
will file a post-effective amendment to the Registration Statement to:

        (i)  include  any  prospectus   required  by  Section  10(a)(3)  of  the
        Securities Act of 1933;

        (ii) reflect in the  prospectus  any facts or events  arising  after the
        effective  date  of the  Registration  Statement  (or  the  most  recent
        post-effective  amendment  thereof)  which,  individually  or  together,
        represent a fundamental  change in the  information in the  Registration
        Statement; and

        (iii)  include  any  material  information  with  respect to the Plan of
        distribution not previously  disclosed in the registration  statement or
        any material change to any information in the registration statement.

Provided,  however,  that the information  required by paragraphs  (a)(1)(i) and
(a)(1)(ii) shall not be supplied by post-effective  amendment if the information
required to be included by those  paragraphs  is contained  in periodic  reports
filed  by  the  Registrant  pursuant  to  Section  13 or  Section  15(d)  of the
Securities  Exchange Act of 1934, as amended that are  incorporated by reference
into this Registration Statement.

(2) 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 to the securities  offered therein,  and the offering of
such securities offered at that time shall be deemed to be the initial bona fide
offering thereof.

(3) 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.

<PAGE>

(b)  The  undersigned   Registrant  hereby  undertakes  that,  for  purposes  of
determining  any liability  under the Securities Act of 1933, each filing of the
Registrant's  annual report pursuant to Section 13(a) or 15(d) of the Securities
Exchange  Act of 1934 that is  incorporated  by  reference  in the  Registration
Statement  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.

(c) Insofar as indemnification  for liabilities arising under the Securities Act
of 1933 may be permitted to directors,  officers and controlling  persons of the
Registrant  pursuant to the  provisions  described in Item 6, or otherwise,  the
Registrant  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 the Registrant of expenses
incurred or paid by a director,  officer or controlling person of the Registrant
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,  the  Registrant  will,  unless in the opinion of its  counsel  that
matter  has  been  settled  by  controlling  precedent,  submit  to a  court  of
appropriate  jurisdiction the questions whether such  indemnification is against
public  policy  as  expressed  in the Act  and  will be  governed  by the  final
adjudication of such issue.

<PAGE>

                                   SIGNATURES

Registrant:  Pursuant to the  requirements  of the  Securities  Act of 1933, the
registrant 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 City of Paramus, State of New Jersey on July 10, 2007.

NUVIM, INC.

By: /s/ Richard P. Kundrat
    ----------------------------
    Richard P. Kundrat, CEO

Pursuant to the  requirements of the Securities Act of 1933,  this  registration
statement has been signed by the following  persons in the capacities and on the
date indicated:

/s/ Richard P. Kundrat                           Dated: July 10, 2007
--------------------------------
Richard Kundrat, Director

/s/ Stanley Moger                                Dated: July 10, 2007
--------------------------------
Stanley Moger, Director

/s/ Calvin Hodock                                Dated: July 10, 2007
--------------------------------
Calvin Hodock, Director

/s/ Peter V. DeCrescenzo                         Dated: July 10, 2007
--------------------------------
Peter V. DeCrescenzo, Director

/s/ Doug Scott                                   Dated: July 10, 2007
--------------------------------
Doug Scott, Director
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================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                           FILE NUMBER 333-___________

                                    FORM S-8
                          REGISTRATION STATEMENT UNDER
                           THE SECURITIES ACT OF 1933

                                   NUVIM, INC.
             ------------------------------------------------------
             (Exact name of Registrant as specified in its charter)

                Delaware                                 13-4083851
        ------------------------                  ------------------------
        (State of Incorporation)                  (I.R.S. Employer ID No.)

   Suite 210, 12 North State Route 17, Paramus, NJ          07652
   -----------------------------------------------        ----------
           (Address of Principal Offices)                 (Zip Code)

                    (1) Shares to be issued to James Schnorf
                       pursuant to a consulting agreement
                    -----------------------------------------
                            (Full Title of the Plans)

                               Richard P. Kundrat
              Suite 210, 12 North State Route 17, Paramus, NJ 07652
              -----------------------------------------------------
                     (Name and address of Agent for Service)

                                  201.566.1010
          ------------------------------------------------------------
          (Telephone number, including area code of Agent for Service)

                         Calculation of Registration Fee

Title of            Amount         Maximum         Maximum         Amount of
securities to       to be      offering price     Aggregate      registration
be registered     registered      per share     offering price       fee
---------------   ----------   --------------   --------------   ------------
Common Stock(1)     72,000         $0.27(2)       $ 19,440(2)        $.60

(1)  Issuable pursuant to the Plans.

(2)  Estimated  Price in  accordance  with Rule  457(h)  and based upon the last
reported sale of $0.27 per share on the NASD OTC  Electronic  Bulletin  Board on
July 9, 2007.

================================================================================
PART I - INFORMATION REQUIRED IN
                          THE SECTION 10(a) PROSPECTUS

ITEM 1.   PLAN INFORMATION.

A copy of the  Consulting  Agreement  pursuant  to which the  shares  registered
hereunder will be issued has been provided to Mr. Schnorf.  The shares have been
awarded pursuant to section 4A of the Consulting Agreement.  This, together with
the documents incorporated by reference in response to Item 3 of Part II of this
Registration  Statement,  taken together  constitute a prospectus that meets the
requirements  of Section 10(a) of the  Securities  Act of 1933 (the  "Securities
Act") will be sent or given to the option holder by the  Registrant as specified
by Rule 428(b)(1) of the Securities Act.

ITEM 2.   REGISTRANT INFORMATION AND EMPLOYEE PLAN ANNUAL INFORMATION.

The Registrant will provided Mr. Schnorf with a copy of the Registrant's  Annual
Report on Form 10-KSB for the fiscal year ended  December 31, 2006 and the Proxy
Statement  for  NuVim's  2007  Annual  Meeting  of  Shareholders  and a  written
statement advising him of the availability  without charge, upon written or oral
request, of those and any other documents incorporated by reference in Item 3 of
Part II hereof and of documents required to be delivered pursuant to Rule 428(b)
under the Securities  Act. The statement  shall include the address  (giving the
title or  department)  and  telephone  number  to  which  the  request  is to be
directed.

                         Part II - INFORMATION REQUIRED
                               IN THE REGISTRATION
                                    STATEMENT

ITEM 3.   INCORPORATION OF DOCUMENTS BY REFERENCE.

The Registrant  incorporates  the following  documents filed with the Securities
and Exchange Commission by reference in this Registration Statement:

(a) The  Registrant's  Annual  Report on Form  10-KSB for the fiscal  year ended
December 31, 2006 filed on April 12, 2007.

(b) The Registrant's Quarterly Report on Form 10-QSB filed on May 14, 2007.

(c) The  portion  of  Registrant's  Registration  on Form SB-2 that  provides  a
description of Registrant's Common Stock, $0.001 par value.

All other  documents  filed by  Registrant  after the date of this  Registration
Statement under Section 13(a),  13(c),  14, or 15(d) of the Securities  Exchange
Act of 1934,  (the "Exchange  Act") shall (until the filing of a  post-effective
amendment which either indicates that all the securities  offered have been sold
or  deregisters  all the  securities  then  remaining  unsold)  be  deemed to be
incorporated by reference  herein to be a part hereof from the date of filing of
those documents.

ITEM 4.   DESCRIPTION OF SECURITIES:  NOT APPLICABLE.

ITEM 5.   INTERESTS OF NAMED EXPERTS AND COUNSEL:  NOT APPLICABLE.

ITEM 6.   INDEMNIFICATION OF OFFICERS AND DIRECTORS.
Sections 1 of Articles III and IV of the  Company's  By-laws  provide that every
director,  officer,  employee,  and agent of the Registrant and its subsidiaries
shall be indemnified and held harmless to the fullest extent legally permissible
under the General Corporation Law of the State of Delaware against all expenses,
liability,  and loss (including  attorney's fees,  judgments,  fines and amounts
paid or to be paid in settlement) reasonably incurred or suffered by him.

ITEM 7.   EXEMPTION FROM REGISTRATION CLAIMED: NOT APPLICABLE

ITEM 8.   EXHIBITS.

5.1     Opinion of Mark Alan Siegel,  Esq.,  regarding  legality of shares being
        issued.

23.1    Consent of Mark Alan Siegel, Esq. (included in Exhibit 5.1)

23.2    Consent  of  Withum  Smith+Brown  P.C.,  Independent  Registered  Public
        Accounting Firm

99.7    Agreement between beverage sales Consulting Agreement dated July 6, 2007
        between  Wall  Street  Management  &  Capital,   Inc.  and  NuVim,  Inc.
        pertaining to the issuance of NuVim common stock to James Schnorf.

ITEM 9.  UNDERTAKINGS.

(a) The Registrant hereby undertakes all of the following:

(1) During any period in which  offers or sales are being made,  the  Registrant
will file a post-effective amendment to the Registration Statement to:

        (i)  include  any  prospectus   required  by  Section  10(a)(3)  of  the
        Securities Act of 1933;

        (ii) reflect in the  prospectus  any facts or events  arising  after the
        effective  date  of the  Registration  Statement  (or  the  most  recent
        post-effective  amendment  thereof)  which,  individually  or  together,
        represent a fundamental  change in the  information in the  Registration
        Statement; and

        (iii)  include  any  material  information  with  respect to the Plan of
        distribution not previously  disclosed in the registration  statement or
        any material change to any information in the registration statement.

Provided,  however,  that the information  required by paragraphs  (a)(1)(i) and
(a)(1)(ii) shall not be supplied by post-effective  amendment if the information
required to be included by those  paragraphs  is contained  in periodic  reports
filed  by  the  Registrant  pursuant  to  Section  13 or  Section  15(d)  of the
Securities  Exchange Act of 1934, as amended that are  incorporated by reference
into this Registration Statement.

(2) 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 to the securities  offered therein,  and the offering of
such securities offered at that time shall be deemed to be the initial bona fide
offering thereof.

(3) 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.
(b)  The  undersigned   Registrant  hereby  undertakes  that,  for  purposes  of
determining  any liability  under the Securities Act of 1933, each filing of the
Registrant's  annual report pursuant to Section 13(a) or 15(d) of the Securities
Exchange  Act of 1934 that is  incorporated  by  reference  in the  Registration
Statement  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.

(c) Insofar as indemnification  for liabilities arising under the Securities Act
of 1933 may be permitted to directors,  officers and controlling  persons of the
Registrant  pursuant to the  provisions  described in Item 6, or otherwise,  the
Registrant  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 the Registrant of expenses
incurred or paid by a director,  officer or controlling person of the Registrant
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,  the  Registrant  will,  unless in the opinion of its  counsel  that
matter  has  been  settled  by  controlling  precedent,  submit  to a  court  of
appropriate  jurisdiction the questions whether such  indemnification is against
public  policy  as  expressed  in the Act  and  will be  governed  by the  final
adjudication of such issue.
SIGNATURES

Registrant:  Pursuant to the  requirements  of the  Securities  Act of 1933, the
registrant 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 City of Paramus, State of New Jersey on July 10, 2007.

NUVIM, INC.

By: /s/ Richard P. Kundrat
    ----------------------------
    Richard P. Kundrat, CEO

Pursuant to the  requirements of the Securities Act of 1933,  this  registration
statement has been signed by the following  persons in the capacities and on the
date indicated:

/s/ Richard P. Kundrat                           Dated: July 10, 2007
--------------------------------
Richard Kundrat, Director

/s/ Stanley Moger                                Dated: July 10, 2007
--------------------------------
Stanley Moger, Director

/s/ Calvin Hodock                                Dated: July 10, 2007
--------------------------------
Calvin Hodock, Director

/s/ Peter V. DeCrescenzo                         Dated: July 10, 2007
--------------------------------
Peter V. DeCrescenzo, Director

/s/ Doug Scott                                   Dated: July 10, 2007
--------------------------------
Doug Scott, Director