Edgar Filing: ECO2 PLASTICS INC

Ownership Submission

FORM 4

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

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

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

OMB APPROVAL

OMB Number:

3235-0287

Expires:

January 31, 2005

Estimated average burden hours per response...

0.5

(Print or Type Responses)

1. Name and Address of Reporting Person ^*

Domingue Ronald M

2. Issuer Name and Ticker or Trading Symbol
ECO2 PLASTICS INC [ECOO.OB]

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

__X__ Director	__X__ 10% Owner
_____ Officer (give title below)	_____ Other (specify below)

(Last)

(First)

(Middle)

5300 CLAUS ROAD, P.O. BOX 760

3. Date of Earliest Transaction (Month/Day/Year)
02/19/2008

(Street)

RIVERBANK, CA 95367

4. If Amendment, Date Original Filed(Month/Day/Year)

6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

(City)

(State)

(Zip)

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	02/19/2008		M		4,173,913	A	$ 0.12	4,173,913 ⁽¹⁾	I	By Domingue Family Trust
Common stock	02/19/2008		M		1,243,478	A	$ 0.12	5,417,391 ⁽¹⁾	I	By Domingue Family Trust
Common stock	02/19/2008		M		1,616,522	A	$ 0.12	7,033,913 ⁽¹⁾	I	By Domingue Family Trust
Common stock	02/19/2008		M		626,087	A	$ 0.12	7,660,000 ⁽¹⁾	I	By Domingue Family Trust
Common stock	02/19/2008		M		312,750	A	$ 0.06	7,972,750 ⁽¹⁾	I	By Domingue Family Trust
Common stock	02/19/2008		M		625,500	A	$ 0.06	8,598,250 ⁽¹⁾	I	By Domingue Family Trust
Common stock	02/19/2008		M		1,251,000	A	$ 0.06	9,849,250 ⁽¹⁾	I	By Domingue Family Trust
Common stock	02/19/2008		M		895,511	A	$ 0.0975	10,744,761 ⁽¹⁾	I	By Domingue Family Trust
Common stock	02/19/2008		M		892,031	A	$ 0.0975	11,636,792 ⁽¹⁾	I	By Domingue Family Trust
Common stock	02/19/2008		M		296,144	A	$ 0.0975	11,932,936 ⁽¹⁾	I	By Domingue Family Trust

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
	Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.		SEC 1474 (9-02)

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 Underlying Securities
(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 of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)

11. Nature of Indirect Beneficial Ownership
(Instr. 4)

Code

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Common Stock Warrants (Right to buy)

$ 0.12

02/19/2008

6,956,522

08/10/2007

07/07/2010

Common stock

4,173,913

$ 0.12

By Domingue Family Trust

Common Stock Warrant (Right to buy)

$ 0.12

02/19/2008

2,072,464

08/10/2007

07/07/2010

Common stock

1,243,478

$ 0.12

By Domingue Family Trust

Common Stock Warrants (Right to buy)

$ 0.12

02/19/2008

2,694,203

07/07/2007

07/07/2010

Common stock

1,616,522

$ 0.12

By Domingue Family Trust

Common Stock Warrants (Right to buy)

$ 0.12

02/19/2008

1,043,478

07/07/2007

07/07/2010

Common stock

626,087

$ 0.12

By Domingue Family Trust

Common Stock Warrants (Right to buy)

$ 0.06

02/19/2008

417,000

07/24/2007

04/15/2015

Common stock

312,750

$ 0.06

By Domingue Family Trust

Common Stock Warrants (Right to buy)

$ 0.06

02/19/2008

834,000

07/24/2007

04/15/2015

Common stock

625,500

$ 0.06

By Domingue Family Trust

Common Stock Warrants (Right to buy)

$ 0.06

02/19/2008

1,668,000

08/17/2007

04/15/2015

Common stock

1,251,000

$ 0.06

By Domingue Family Trust

10% Convertible Note (Right to buy)

$ 0.0975

02/19/2008

599,628

04/26/2007

10/26/2007

Common stock

⁽²⁾

$ 0.0975

By Domingue Family Trust

Common Stock Warrants (Right to buy)

$ 0.06

04/03/2008

150,000

06/05/2006

04/15/2015

Common stock

⁽²⁾

$ 0.06

By Domingue Family Trust

10% Convertible Note (Right to buy)

$ 0.0975

02/19/2008

589,744

06/05/2006

12/05/2007

Common stock

⁽³⁾

$ 0.0975

By Domingue Family Trust

Common Stock Warrants (Right to buy)

$ 0.06

02/19/2008

152,514

04/26/2007

04/15/2015

Common stock

⁽³⁾

$ 0.06

By Domingue Family Trust

10% Convertible Note (Right to buy)

$ 0.0975

02/19/2008

199,074

05/10/2007

11/10/2008

Common stock

⁽⁴⁾

$ 0.0975

By Domingue Family Trust

Common Stock Warrants (Right to buy)

$ 0.06

02/19/2008

50,634

05/10/2007

04/15/2015

Common stock

⁽⁴⁾

$ 0.06

By Domingue Family Trust

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Domingue Ronald M 5300 CLAUS ROAD P.O. BOX 760 RIVERBANK, CA 95367	X	X

Signatures

Ronald M. Domingue		05/14/2008
^**Signature of Reporting Person		Date

Explanation of Responses:

*	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).
(1)	These shares are held indirectly by the Domingue Family Trust, of which the reporting person is a Trustee.
(2)	The 10% Convertible Note for 599,628 shares and the Common Stock Warrant for 150,000 shares were converted as part of a combined note/warrant conversion, offered as an incentive by the issuer. As a result of the combined conversion, Domingue Family Trust was issued 895,511 common shares.
(3)	The 10% Convertible Note for 589,744 shares and the Common Stock Warrant for 152,514 shares were converted as part of a combined note/warrant conversion, offered as an incentive by the issuer. As a result of the combined conversion, Domingue Family Trust was issued 892,031 common shares. The number of shares in the Common Stock Warrant was erroneously reported in a previous Form 4 as 132,637.
(4)	The 10% Convertible Note for 199,074 shares and the Common Stock Warrant for 50,634 shares were converted as part of a combined note/warrant conversion, offered as an incentive by the issuer. As a result of the combined conversion, Domingue Family Trust was issued 296,144 common shares.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.

Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.