UNITED STATES
                       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                                           May 20, 2008
Date of Earliest Event Reported:                         May 15, 2008


                         WORLD WASTE TECHNOLOGIES, INC.
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             (Exact name of registrant as specified in its charter)


          California                    1-11476              95-3977501
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 (State or other jurisdiction         (Commission         (I.R.S. Employer
       of incorporation)              File Number)       Identification No.)

  13500 Evening Creek Drive, Suite 440, San
              Diego, California                                       92128
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  (Address of principal executive offices)                          (Zip Code)

    Registrant's telephone number, including area code:     (858) 391-3400


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          (Former name or former address, if changed since last report)

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:

[__] Written communications pursuant to Rule 425 under the Securities Act (17
     CFR 230.425)

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

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

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





ITEM 1.01         ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT

         On May 15, 2008, World Waste Technologies, Inc., a California
corporation (the "COMPANY"), entered into an Agreement and Plan of Merger (the
"MERGER AGREEMENT") with Vertex Energy, LP, a Texas limited partnership ("VERTEX
LP"), Vertex Energy, Inc., a Nevada corporation ("VERTEX NEVADA"), Vertex Merger
Sub, Inc., a California corporation and wholly owned subsidiary of Vertex
Nevada, and Ben Cowart, as agent for the shareholders of Vertex Nevada (the
"AGENT"). On May 19, 2008, the Company, Vertex LP, Vertex Nevada and Vertex
Merger Sub, LLC, a California limited liability company and wholly owned
subsidiary of Vertex Nevada ("MERGER SUB"), entered into an Amended and Restated
Merger Agreement (as so amended and restated, the "MERGER AGREEMENT").

         Vertex LP is a Texas-based privately held limited partnership
controlled by the Agent. Vertex Nevada will acquire the Company following the
transfer (the "TRANSFER") to Vertex Nevada of certain of the assets of Vertex LP
related to the divisions of Vertex LP engaged in the following businesses: (i)
aggregating waste oil from third-party collectors and managing the
transportation logistics of delivering the waste oil to a refining facility;
(ii) aggregating petroleum waste streams from third-party collectors and
managing the transportation logistics of delivering the waste petroleum
products; and (iii) implementing certain proprietary re-refining technology
being designed to convert aggregated waste oil to higher value products, such as
marine diesel oil and vacuum-gas oil.

         Vertex Nevada and Merger Sub were each recently formed to facilitate
the transactions contemplated by the Merger Agreement and currently have no
assets or liabilities. Pursuant to the terms of the Merger Agreement, Vertex LP
will complete the Transfer described above, following which the Company will
merge with and into Merger Sub, with Merger Sub as the surviving entity of
the merger (the "MERGER"). As part of the Transfer, Vertex Nevada will assume up
to $1.6 million of indebtedness of Vertex LP as well as certain other specified
liabilities of Vertex LP. At the effective time of the Merger, (i) each share of
common stock of the Company then outstanding will be converted into the right to
receive one share of common stock of Vertex Nevada, (ii) each share of Series A
Preferred Stock of the Company will be converted into the right to receive 4.062
shares of Series A Preferred Stock of Vertex Nevada; and (iii) each share of
Series B Preferred Stock of the Company will be converted into the right to
receive 116.51 shares of Series A Preferred Stock of Vertex Nevada, in each case
other than shares held as treasury stock and other than shares with respect to
which appraisal rights are properly exercised. In lieu of fractional shares,
each holder who would otherwise be entitled to a fraction of a share of Vertex
Nevada's common or preferred stock (after aggregating all shares that otherwise
would be received by such holder) shall receive one additional share of Vertex
Nevada's common or preferred stock, as applicable. Following the Merger, it is
anticipated that Vertex Nevada will continue to file reports with the Securities
and Exchange Commission (the "SEC") as the successor to the Company, and that
the shares of Vertex Nevada common stock will be quoted on the OTC bulletin
board.

         Immediately following the Merger and assuming no appraisal rights are
exercised, the existing partners of Vertex LP will hold approximately 45% of the
outstanding shares of Vertex Nevada (including 5% to be held by advisors and
consultants to Vertex LP, including Cagan McAfee Capital Partners, a firm at
which John Pimentel, the Company's chief executive officer, is associated), the
existing holders of the Company's common stock will hold approximately 20% of
the outstanding shares of Vertex Nevada, the existing holders of the Company's
Series A Preferred Stock will hold approximately 14% of the outstanding shares
of Vertex Nevada, and the existing holders of the Company's Series B Preferred
Stock will hold approximately 21% of the outstanding shares of Vertex Nevada (in
each case, treating as outstanding, shares issuable upon the exercise of
warrants to acquire shares of common stock at a nominal exercise price).

         Each share of Vertex Nevada Series A Preferred Stock to be issued in
the Merger will be convertible, at the holder's option, exercisable any time
after the one-year anniversary of the closing of the Merger, into one share of
Vertex Nevada's common stock; subject to the following: after the one-year
anniversary of the closing of the Merger and prior to the three-year anniversary
of the closing of the Merger, a holder of Vertex Nevada Series A Preferred Stock
may not, in any given three-month period, convert more than that number of

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shares of Vertex Nevada Series A Preferred Stock as equals 5% of the total
number of shares of Vertex Nevada Series A Preferred Stock then beneficially
owned by such holder. The Vertex Nevada Series A Preferred Stock will
automatically convert into Vertex Nevada common stock upon the approval of the
holders of a majority of the shares of Vertex Nevada Series A Preferred Stock,
or if the shares of Vertex Nevada common stock trade at a price of at least
$1.50 per share for a period of 20 consecutive days with an average volume of at
least 75,000 shares during such period. The sale of shares of Vertex Nevada
common stock issuable upon conversion of shares of Vertex Nevada Series A
Preferred Stock will not be subject to any contractual lockup provisions.
Holders of Vertex Nevada Series A Preferred Stock will vote with the holders of
Vertex Nevada common stock as a single class (on an as-converted basis), except
with respect to the election of directors as described below. Holders of Vertex
Nevada Series A Preferred Stock will be entitled to a preference of $0.149 per
share upon the sale or liquidation of Vertex Nevada, which preference will be
senior to the rights of the holders of Vertex Nevada common stock. Holders of
Vertex Nevada Series A Preferred Stock will not have the right to cumulative
dividends or the right to require Vertex Nevada to redeem their shares.

         As part of the Merger, the Agent will be issued 100 shares of Series B
Preferred Stock of Vertex Nevada, which shares have no economic rights but
provide the holder therewith with the right to elect four of the five members of
the Board of Directors of Vertex Nevada (at least one of whom must be
"independent" as defined by the New York Stock Exchange), with the remaining
director to be appointed by the holders of the Vertex Nevada Series A Preferred
Stock. Accordingly, the holders of shares of Vertex common stock, as such, will
not have the right to vote for the election of directors.

         Each option and warrant to acquire shares of the Company's common stock
outstanding immediately prior to the Merger will be assumed by Vertex Nevada in
the Merger and become an option or warrant to acquire the equivalent number of
shares of Vertex Nevada's common stock. In addition, pursuant to the Merger,
certain shareholders of Vertex Nevada immediately prior to the Merger will be
issued options and warrants of Vertex Nevada with generally the same terms and
conditions as the Company's options and warrants being assumed by Vertex Nevada
in the Merger, in an amount such that such existing Vertex Nevada shareholders
will hold, immediately upon closing of the Merger, 40% of the total number of
outstanding warrants and options of Vertex Nevada (exclusive of warrants to
purchase shares with a nominal exercise price and exclusive of 6,000,000
outstanding options which will be held by Vertex Nevada's employees, directors
and consultants at the time of the Merger).

         Immediately prior to the Merger, the Company will be required to make a
cash payment to the existing Vertex shareholders of $4.4 million.

         Vertex LP owns a controlling interest in a number of other entities.
Although these entities will not be transferred to Vertex Nevada, Vertex Nevada
will have the right to acquire these entities under certain circumstances as
provided in the Merger Agreement. Any decisions made with respect therewith, as
well as approval of any other related party transactions to be made by Vertex
Nevada following the closing of the Merger, will need to be approved by a
committee of the Vertex Nevada Board of Directors that is comprised of a
majority of independent directors.

         Each holder of Vertex Nevada stock prior to the Merger will be required
to execute an agreement pursuant to which it agrees not to sell any of its
shares until the one-year anniversary of the closing of the Merger, and
thereafter, until the three-year anniversary of the closing, not to sell, in any
given three-month period, more than that number of shares as equals 5% of the
total number of shares then beneficially owned by such holder. Although holders
of the Company's common stock who receive shares of Vertex Nevada's common stock
in the Merger will not be required to enter into such an agreement, the Company
has covenanted to endeavor to obtain a similar agreement from certain of the
Company's common shareholders, officers and directors.

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         The Merger Agreement contains customary and mutual representations,
warranties, covenants and indemnification provisions. Either party will have the
right to terminate the Merger Agreement if the Merger has not closed by December
31, 2008.

         The obligation of each party to consummate the Merger is subject to the
approval of the Merger by the shareholders of the Company in accordance with
California law and the Company's charter documents, the exemption of the
issuance of the shares of Vertex Nevada to the Company's shareholders from the
registration requirements of the Securities Act of 1933, as amended (or the
inclusion of such shares on a registration statement declared effective by the
SEC), and the satisfaction or waiver (where permissible) of other customary
closing conditions set forth in the Merger Agreement.

         The obligation of the Company to consummate the Merger is subject to
the satisfaction or waiver (where permissible) of the following additional
closing conditions:

         o        the Company shall have received a third-party opinion passing
                  on the fairness of the Merger to the Company and to each class
                  of the Company's shareholders;

         o        receipt by the Company of audited financial statements of
                  Vertex Nevada (which include the historical financial results
                  of the Vertex LP businesses being transferred to Vertex
                  Nevada) in form and substance satisfactory to the Company; and

         o        satisfactory completion by the Company of its due diligence
                  investigation of Vertex LP.

         The obligation of Vertex to consummate the Merger is subject to the
satisfaction or waiver (where permissible) of the following additional closing
conditions:

         o        the Company has no liabilities (except for up to $2.4 million
                  of permitted indebtedness);

         o        after taking into account the $4.4 million payment by the
                  Company to the Vertex shareholders, the Company has at least
                  $5.0 million of cash on hand (inclusive of the proceeds of the
                  up to $2.4 million of permitted indebtedness); and

         o        the Agent and certain members of his immediate family have
                  been removed as personal guarantors on certain indebtedness of
                  Vertex LP to be assumed by Vertex Nevada.


The Company's current business plan centers around a strategy of developing
and/or acquiring full-scale commercial facilities which profitably transform
residual waste into useable renewable energy or products, including electricity,
synthetic gas and bio-fuels. The Company is currently evaluating all strategic
options with respect to this business.

         ADDITIONAL INFORMATION AND WHERE TO FIND IT

         The information in this Current Report on Form 8-K is not a substitute
for the proxy statement and other documents regarding the Merger that the
Company intends to file with the SEC and mail to its shareholders subsequent to
the filing of the Form 8-K. THE COMPANY'S SHAREHOLDERS AND INVESTORS ARE URGED
TO READ THE PROXY STATEMENT AND OTHER RELEVANT MATERIALS WHEN THEY BECOME
AVAILABLE BECAUSE THEY WILL CONTAIN ADDITIONAL IMPORTANT INFORMATION ABOUT THE
COMPANY, THE MERGER AND RELATED MATTERS. Investors and shareholders may obtain
free copies of these materials (when they are available) and other documents
filed with the SEC at the SEC's website at www.sec.gov. A free copy of the proxy
statement when it becomes available may also be obtained from World Waste
Technologies, Inc., 13500 Evening Creek Drive, Suite 440, San Diego, California
92128, Attn. Adam Shore. The Company and its executive officers and directors
may be deemed to be participants in the solicitation of proxies from the

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Company's shareholders with respect to the Merger. Investors and shareholders
may obtain more detailed information regarding the direct and indirect interests
of the Company and its respective executive officers and directors in the
proposed Merger by reading the proxy statement the Company intends to file with
the SEC.

         FORWARD-LOOKING STATEMENTS

         This Current Report on Form 8-K contains forward-looking statements
related to, among other things, the completion of the Merger and the other
transactions contemplated by the Merger Agreement. Investors are cautioned that
forward-looking statements inherently involve risks and uncertainties that could
cause actual results to differ materially from those contemplated in the
forward-looking statements. Such risks include, but are not limited to, the
ability of the parties to the Merger Agreement to satisfy the conditions to
closing specified in the Merger Agreement, including, without limitation,
receipt of the affirmative vote of the Company's shareholders, satisfactory
completion of an audit of Vertex Nevada, the Company's ability to maintain a
sufficient cash balance, and other risks and uncertainties outlined in the
Company's documents filed with the SEC. All forward-looking statements and other
information in this Current Report are based upon information available as of
the date of this Report. Such information may change or become invalid after the
date of this Report, and, by making these forward-looking statements, the
Company undertakes no obligation to update these statements after the date of
this Report, except as required by law.


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                                   SIGNATURES

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


                                                 WORLD WASTE TECHNOLOGIES, INC.

Date: May 19, 2008                               By:  /s/ John Pimentel
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                                                      John Pimentel
                                                      CHIEF EXECUTIVE OFFICER