8-K

SECURITIES AND EXCHANGE COMMISSION

Washington, D. C. 20549

FORM 8-K

Current Report

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): January 16, 2009

Green St. Energy, Inc.

(Exact name of registrant as specified in its charter)

Delaware	33-45449	36-3809819
(State or other	(Commission File Number)	(IRS Employer
jurisdiction of incorporation)		Identification No.)

123 Green Street, Tehachapi, California	93561
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (310) 556-9688

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 5.03   –   Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

On January 16, 2009, the Company filed a certificate of amendment to its certificate of incorporation changing its name to Green St. Energy, Inc. from its former name M-Wave, Inc.  The Company had previously obtained shareholder approval at its annual meeting of shareholders December 30, 2008 to the terms of asset purchase agreement which required as a condition subsequent an amendment to the Company’s certificate of incorporation to effectuate a change in name.

With the amendment to the Company’s certificate of incorporation, effective January 16, 2009, the Company is proceeding to apply for a change in its trading symbol for the Company’s common stock on the Over the Counter Bulletin Board.  The Company’s trading symbol will remain as MWAV until such time as the application for a change in trading symbol is approved and finalized.  In addition, the Company has changed its corporate address to 123 Green St., Tehachapi, CA 93561, phone number (310) 556-9688 and fax (310) 277-1278.

Item 9.01 Financial Statements and Exhibits

(c) Exhibits

3.01	Amendment to Certificate of Incorporation changing company name to Green St. Energy, Inc. filed with the Delaware Secretary of State January 16, 2009.
99.1	Press Release issued January 21, 2009

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed by the undersigned, thereunto duly authorized.

GREEN ST. ENERGY, INC.

(Registrant)

By    /s/ Jeffrey Figlewicz

Jeffrey Figlewicz

Corporate Secretary

Dated: January 22, 2009

EX-3.01

Exhibit 3.01
 

CERTIFICATE OF AMENDMENT

OF THE

CERTIFICATE OF INCORPORATION

OF

M-WAVE, INC.

M-WAVE, Inc., a corporation organized and existing under and by the virtue of the General Corporation Law of the State of Delaware, does hereby certify that:

 FIRST:      That at a meeting of the Board of Directors of M-WAVE, Inc., resolutions were duly adopted setting forth that the terms of a proposed asset purchase agreement, declaring approval of said agreement to be advisable which required as a condition subsequent an amendment to the Certificate of Incorporation, and calling a meeting of the stockholders of said corporation for consideration thereof.  The resolution thereafter approved by the Board of Directors of said corporation setting forth the proposed amendment is as follows:

 RESOLVED, that the Certificate of Incorporation of this corporation be amended by changing the Article thereof numbered “1”, so that, as amended, said Article shall be and read as follows:

1.  Name.  The name of the corporation is Green St. Energy, Inc. (hereinafter called the “Corporation”)

 SECOND:   That thereafter, pursuant to resolution of its Board of Directors, an annual meeting of the stockholders of said corporation was duly called and held, upon notice in accordance with Section 222 of the General Corporation Law of the State of Delaware at which meeting the necessary number of shares required by statute were voted in favor of an asset purchase agreement that requires the amendment.

 THIRD:      That said amendment was duly adopted in accordance with the provisions of Section 242 of the General Corporation Law of the State of Delaware.

 FOURTH:  That the capital of said corporation shall not be reduced under or by reason of said amendment.

 IN WITNESS WHEREOF, said M-WAVE, Inc. has caused this certificate to be signed by its Chief Executive Officer, this 13th day of January, 2009.

/s/ Jeff Figlewicz______________________

Jeff Figlewicz

Vice President-Finance and Corporate Secretary

EX-99.1

Exhibit 99.1

Leading Energy Efficiency Appraisal Firm Provides Highly Favorable Assessment of Green St. Energy’s Tehachapi Land to Be Utilized as a Wind Farm

3TIER Report Provides Strong Support of Property’s Commercial Viability for Wind Production; Wind Speeds Estimated at 7.8 meters per second, reflecting an approximate class 7 wind resource described as “very good to excellent”

TEHACHAPI, California –

Green St. Energy (OTCBB: MWAV), formerly known as M-Wave, announced today results of an appraisal conducted by 3TIER, a leading global energy assessment firm, on land located in Tehachapi, California to be used as a wind farm. Green St. Energy recently announced plans to become a renewable energy company, and entered into a definitive agreement to acquire 160 acres of land in this prolific area for the production of energy from wind; 10,000 wind turbines, one of the highest concentrations of wind power generators in the US, are already up and running in the Tehachapi valley area. 3TIER’s FirstLook Report estimated the average wind speed at the Green St. Energy location of 7.8 meters per second, or 17.5 mph. This means that the Firm is 68% confident that the true wind speed at the location is between 14.5 and 20.4 mph.

The FirstLook Report also estimated that the power capacity factor at the location,  a common assessment tool for wind farm viability, is 40%.

This rating is considered Excellent by industry standards. Many existing US wind farms have been financed and are being operated successfully at 28% to 30% capacity factors; thus, the Green St. Energy Tehachapi site rating by 3TIER indicates a wind power capacity that is approximately 33% greater than average standards for finance-able wind farms in the US market. The 40% power capacity rating is an annual average power capacity based on a turbine-type that is typical for the property.

“We are excited that a leading energy consulting firm has determined that the wind speeds at the land are so strong,” said Tony Cataldo, Green St. Energy’s Chairman and CEO. “This has important implications for our ability to attract developmental partners and financing for the project. We believe there is significant upside potential for the Property and are confident that the infrastructure in place in Tehachapi, the long history of wind project success in the Tehachapi region and highly attractive characteristics of this land enhances our ability to generate significant revenue from this Project.”

The Company also announced today that it has changed its name from M-Wave, Inc. to Green St. Energy to better reflect its current business and

operations.

About Green St. Energy

Green St. Energy has assembled a strong management team and advisory group with high level wind industry relationships with companies such as GE Wind, Vestas International, and the American Wind Energy Association. The company is poised to bring numerous high value assets into their renewable energy project portfolio over the coming 8 to 12 months. The firm can be contacted at: 123 Green Street, Suite 1000, Tehachapi, California 93561. CEO Anthony Cataldo can be contacted at: (310) 556-9688.

About 3 TIER

3TIER is an energy assessment and efficiency company: the Firm provides the core data and knowledge for clients to make the best decisions regarding their investment in a renewable energy generation technology. The Firm uses sophisticated computer modeling systems, in-house expertise and reliable delivery mechanisms to forecast both the short-term intermittency and the long-term availability of renewable energy. The Firm provide utility-scale, scientifically based assessment and forecast products and services to our clients. Founded in 1999, 3TIER is a privately-held, equal opportunity employer based in Seattle, WA with offices around the world.

Additional details on the transaction may be found in the Company’s 8-K filing. Actual results and the timing of certain events discussed herein could differ materially from those projected in or contemplated by forward-looking statements due to a number of factors, including but not limited to, the risk factors and other disclosures contained in M-Wave, Inc.'s annual reports on Form 10-KSB for the period ended December 31, 2007, and the other disclosures contained in documents filed by the Company with the Securities and Exchange Commission.

Contact:

CEOcast, Inc. for M-Wave

Dan Schustack, 212-732-4300