<DOCUMENT>
<TYPE>10-Q
<SEQUENCE>1
<FILENAME>tomi-10q_063009.txt
<DESCRIPTION>FORM 10-Q FOR THE PERIOD ENDED 6/30/09
<TEXT>


                                 UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-Q

(Mark One)

[X]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
     THE SECURITIES EXCHANGE ACT OF 1934

     For the quarterly period ended June 30, 2009

                                      or

[ ]  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
     THE SECURITIES EXCHANGE ACT OF 1934

     For the transition period from _____ to _____

Commission file number 000-09908

                        TOMI Environmental Solutions, Inc.
                          (Formerly The Ozone Man, Inc.)
________________________________________________________________________________
              (Exact name of registrant as specified in its charter)

             Florida                                      59-1947988
________________________________________________________________________________
(State or other jurisdiction of                (IRS Employer Identification No.)
incorporation or organization)

             9454 Wilshire Blvd., Penthouse, Beverly Hills, CA 90212
________________________________________________________________________________
               (Address of principal executive offices) (Zip Code)

                                 (800) 525-1698
________________________________________________________________________________
               (Registrant's telephone number, including area code)

                                 Not Applicable
________________________________________________________________________________
              (Former name, former address and former fiscal year,
                          if changed since last report)


Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.   Yes [X]  No [ ]

<PAGE>

Indicate by check mark whether the registrant has submitted electronically and
posted on its corporate Web site, if any, every Interactive Data File required
to be submitted and posted pursuant to Rule 405 of Regulation S-T  during the
preceding 12 months (or such shorter period that the registrant  was required to
submit and post such files).   Yes [ ] No [X]

Indicate by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer, or a smaller reporting company. See
the definitions of "large accelerated filer," "accelerated filer" and "smaller
reporting company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer   [ ]
Accelerated filer         [ ]
Non-accelerated filer     [ ] (Do not check if a smaller reporting company)
Smaller reporting company [X]

Indicate by check mark whether the registrant is a shell company (as defined in
Rule 12b-2 of the Exchange Act).  Yes [ ] No [X]

                APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
                   PROCEEDINGS DURING THE PRECEDING FIVE YEARS:

Indicate by check mark whether the registrant has filed all documents and
reports required to be filed by Sections 12, 13 or 15(d) of the Securities
Exchange Act of 1934 subsequent to the distribution of securities under a plan
confirmed by a court.  Yes [ ]  No [ ]

                      APPLICABLE ONLY TO CORPORATE ISSUERS:

Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.

As of July 31, 2009 had 34,893,980 shares of common stock outstanding.

<PAGE>

        FORM 10-Q QUARTERLY REPORT FOR THE QUARTER ENDED JUNE 30, 2009

                               TABLE OF CONTENTS

                                                                            Page
PART I - FINANCIAL INFORMATION

   ITEM 1.  FINANCIAL STATEMENTS                                               2

   ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
            CONDITION AND RESULTS OF OPERATIONS                               11

   ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK        13

   ITEM 4.  CONTROLS AND PROCEDURES                                           13


PART II - OTHER INFORMATION

   ITEM 1.  LEGAL PROCEEDINGS                                                 14

   ITEM 1A. RISK FACTORS                                                      14

   ITEM 2.  UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS       14

   ITEM 3.  DEFAULTS UPON SENIOR SECURITIES                                   14

   ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS               14

   ITEM 5.  OTHER INFORMATION                                                 14

   ITEM 6.  EXHIBITS                                                          15
                                        1

<PAGE>

PART I: FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS


                      TOMI Environmental Solutions, Inc.
                     CONDENSED CONSOLIDATED BALANCE SHEET

<TABLE>
<CAPTION>
                                                                June 30, 2009      December 31, 2008
                                                             ------------------    -----------------
                                                                 (Unaudited)
<S>                                                          <C>                   <C>
                           ASSETS
                           ------
Current Assets:
---------------
   Cash and Cash Equivalents                                 $       1,583,282     $        367,697
   Investments - Restricted, at cost                                 3,250,000                    -
   Accounts Receivable                                                  49,328                4,590
   Prepaids & Other Current Assets                                      13,674               18,710
                                                             ------------------    -----------------
        Total Current Assets                                         4,896,284              390,997
                                                             ------------------    -----------------
Property and Equipment - net                                           342,528              372,990
                                                             ------------------    -----------------
Other Assets:
-------------
   Intangible Assets, net                                              108,323              111,100
   Security Deposits                                                     6,630                6,620
                                                             ------------------    -----------------
        Total Other Assets                                             114,953              117,720
                                                             ------------------    -----------------
TOTAL ASSETS                                                 $       5,353,765     $        881,707
                                                             ==================    =================

LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIENCY)

Current Liabilities:
--------------------
   Accounts Payable and Accrued Expenses                     $         113,484     $        175,327
   Accrued Officers Compensation                                       750,877              546,536
   Notes Payable - Current Portion                                      46,277               43,976
   Obligations to be settled through issuance of common stock          250,000                    -
   Dividends Payable on Preferred Convertible Stock                     82,808               90,667
                                                             ------------------    -----------------
        Total Current Liabilities                                    1,243,446              856,506

Long-term Liabilities:
----------------------
   Non-Current Portion of Notes Payable - Other                         42,625               66,365
                                                             ------------------    -----------------
        Total Liabilities                                            1,286,071              922,871
                                                             ------------------    -----------------

COMMITMENTS AND CONTINGENCIES                                                -                    -

Stockholders' Equity (Deficiency):
----------------------------------

   Cumulative Convertible Series A Preferred Stock,
   $0.01 par value, 1,000,000 shares authorized,
   510,000 shares issued and outstanding at June 30,
   2009 and December 31, 2008.                                           5,100               5,100

   Cumulative Convertible Series B Preferred Stock,
   $1,000 stated value, 7.5% cumulative dividend,
   4,000 shares authorized, 3,250 shares issued and
   outstanding at June 30, 2009 and none at
   December 31, 2008.                                                3,250,000                    -

   Common Stock, $.01 par value, 75,000,000 shares
   authorized; 34,893,980 and 34,474,515 shares
   issued and outstanding at June 30, 2009 and
   December 31, 2008, respectively.                                    348,939              344,744

   Additional Paid-in Capital                                        8,339,182           22,758,193

   Accumulated Deficit                                              (6,167,620)         (23,149,201)

   Deferred compensation                                            (1,707,907)                   -
                                                             ------------------    -----------------
        Total Stockholders' Equity (Deficiency)                      4,067,694              (41,164)
                                                             ------------------    -----------------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIENCY)      $       5,353,765     $        881,707
                                                             ==================    =================

The accompanying notes are an integral part of these consolidated financial statements.

</TABLE>
                                        2

<PAGE>

                      TOMI Environmental Solutions, Inc.
           CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS (Unaudited)

<TABLE>
<CAPTION>
                                                                                            For the          For the
                                                           For the          For the        Six Months       Six Months
                                                        Quarter Ended    Quarter Ended       Ended            Ended
                                                        June 30, 2009    June 30, 2008    June 30, 2009    June 30, 2008
                                                       --------------   --------------   --------------   --------------
<S>                                                    <C>              <C>              <C>              <C>
Net Revenues                                           $     212,697    $           -    $     218,587    $           -
Cost of Sales                                                 40,696                -           40,696                -
                                                       --------------   --------------   --------------   --------------
Gross Profit                                                 172,001                -          177,891                -
                                                       --------------   --------------   --------------   --------------

Costs and Expenses:
-------------------
   Professional Fees                                          57,532          129,744          536,207          160,576
   Other General and Administrative Expenses                 384,929          239,771          684,276          288,810
   Management and Consulting Fees                            284,651                -      (18,027,907)               -
                                                       --------------   --------------   --------------   --------------
      Total Costs and Expenses                               727,112          369,515      (16,807,424)         449,386
                                                       --------------   --------------   --------------   --------------

Income (Loss) from Operations                               (555,111)        (369,515)      16,985,315         (449,386)
                                                       --------------   --------------   --------------   --------------

Other Income (Expenses):
------------------------
   Financing Costs                                                 -           (1,944)               -          (14,444)
   Interest income                                               980                -            1,516                -
   Interest expense                                           (2,516)               -           (5,251)               -
                                                       --------------   --------------   --------------   --------------
      Total Other Income (Expenses)                           (1,536)          (1,944)          (3,735)         (14,444)
                                                       --------------   --------------   --------------   --------------
Net Income (Loss)                                      $    (556,647)   $    (371,459)   $  16,981,580    $    (463,830)
                                                       ==============   ==============   ==============   ==============

Income (Loss) attributable to common stockholders
   Net Income (Loss)                                   $    (556,647)   $    (371,459)   $  16,981,580    $    (463,830)
   Preferred stock dividend                                   60,770                -           82,808                -
                                                       --------------   --------------   --------------   --------------
   Income (Loss) atributable to common stockholders    $    (617,417)   $    (371,459)   $  16,898,772    $    (463,830)
                                                       ==============   ==============   ==============   ==============

Net Income (Loss) per Common Share - Basic             $       (0.02)   $       (0.01)   $        0.49    $       (0.01)
                                                       ==============   ==============   ==============   ==============
Net Income (Loss) per Common Share - Diluted           $       (0.02)   $       (0.01)   $        0.47    $       (0.01)
                                                       ==============   ==============   ==============   ==============
Weighted Average Common Shares Outstanding - Basic        34,870,268       36,906,973       34,699,667       36,387,739
                                                       ==============   ==============   ==============   ==============
Weighted Average Common Shares Outstanding - Diluted      34,870,268       36,906,973       35,859,667       36,387,739
                                                       ==============   ==============   ==============   ==============

The accompanying notes are an integral part of these consolidated financial statements.

</TABLE>
                                        3

<PAGE>

                      TOMI Environmental Solutions, Inc.
                 CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                            For the Six      For the Six
                                                                            Months Ended     Months Ended
                                                                            June 30, 2009    June 30, 2008
                                                                           --------------   --------------
<S>                                                                        <C>              <C>
OPERATING ACTIVITIES
--------------------

    Net Income (Loss)                                                      $  16,981,580    $    (463,830)

     Adjustments to reconcile net income (loss) to net
      cash (used) by operating activities:
         Depreciation and amortization                                            44,576           12,187
         Amortization of Debt Discount                                                 -           14,444
         Common and Preferred Stock Issued for Services                          300,745           62,000
         Amortization of Deferred Compensation                                   284,651                -
         Management and Consulting Fees                                      (18,312,558)               -

     Changes in Operating Assets and Liabilities:
         (Increase) in Security deposits                                             (10)          (2,220)
         (Increase) in Accounts Receivable                                       (44,738)               -
         Decrease in Prepaids and other current assets                             5,036                -
         Increase in Accounts Payable and Accrued Liabilities                    439,080          195,124
                                                                           --------------   --------------
    Net Cash (Used) in Operating Activities                                     (301,638)        (182,295)
                                                                           --------------   --------------

INVESTING ACTIVITIES
--------------------
         Purchase of investments                                              (3,250,000)               -
         Capital Expenditures                                                    (11,339)        (186,994)
         Purchase of Intangible Assets                                                 -         (111,100)
                                                                           --------------   --------------
    Net Cash (Used) in Investing activities                                   (3,261,339)        (298,094)
                                                                           --------------   --------------
FINANCING ACTIVITIES
--------------------

     Proceeds from the Sale of Common Stock                                    1,750,000          500,000
     Expense of private placement                                               (200,000)               -
     Purchase of cancelled Common Stock                                                -           (7,000)
     Proceeds from sale of Cumulative Convertible Series B Preferred Stock     3,250,000                -
     (Payments) Proceeds of Note Payable - Other (Net)                           (21,438)           44,040
                                                                           --------------   --------------
    Net Cash Provided by Financing Activities                                  4,778,562          537,040
                                                                           --------------   --------------


NET CHANGE IN CASH AND CASH EQUIVALENTS                                        1,215,585           56,651
                                                                           --------------   --------------
CASH AND CASH EQUIVALENTS - BEGINNING OF PERIOD                                  367,697            3,095
                                                                           --------------   --------------
CASH AND CASH EQUIVALENTS - END OF PERIOD                                  $   1,583,282    $      59,746
                                                                           ==============   ==============

The accompanying notes are an integral part of these consolidated financial statements.

</TABLE>
                                        4

<PAGE>
                      TOMI Environmental Solutions, Inc.
               CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                          For the Six Months    For the Six Months
                                                                         Ended June 30, 2009   Ended June 30, 2008
                                                                         -------------------   -------------------
<S>                                                                      <C>                   <C>
SUPPLEMENTAL CASH FLOW INFORMATION:
     Cash paid during the period for:

     Interest expense                                                    $            5,251    $                -
                                                                         ===================   ===================
     Income taxes                                                        $                -    $                -
                                                                         ===================   ===================
Supplemental Disclosures of Cash Flow Information:
--------------------------------------------------

     Non Cash Financing Activities:

          Issuance of Common Stock for payment of accounts payable       $           46,670    $                -
                                                                         ===================   ===================

          Dividends payable on preferred stock - Series B                $           82,808    $                -
                                                                         ===================   ===================

          Discount on Convertible Debt                                   $                -    $                -
                                                                         ===================   ===================

          Return of Overissuance of Shares Related to Recapitalization   $                -    $              425
                                                                         ===================   ===================

          Reversal of dividends payable on preferred stock - Series A    $          (90,667)   $                -
                                                                         ===================   ===================

          Change in stated value on preferred stock - Series A           $      (12,744,900)   $                -
                                                                         ===================   ===================

The accompanying notes are an integral part of these consolidated financial statements.

</TABLE>
                                        5

<PAGE>

                       TOMI Environmental Solutions, Inc.

         NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1: DESCRIPTION OF BUSINESS

TOMI Environmental Solutions, Inc. (formerly "The Ozone Man, Inc.")
(the "Company" or "TOMI ") provides green, energy-efficient
environmental solutions for indoor air remediation through inspection, air
quality testing, training and indoor air cleaning using our premier platform
of UV Ozone generation services, products and technologies.  Our focus
to combat Hospital infection control was recently enhanced with the
addition of (MRA) TM - Magnetic Resolution Activation product line as an
additional cost effective method to control the spread of disease.

Our products and services cover a broad spectrum of commercial
structures including office buildings, medical facilities, hotel and motel
rooms single homes, multi-unit residences and schools. Our products and
services have also been used in restaurant and laundry applications and
can also be used for water treatment in agriculture, meat processing plants
and dairies.

During the second quarter of 2009, the Company exited the status of
development stage enterprise.  The Company commenced its planned
principal operations and earned revenues during the quarter ended June
30, 2009.  The Company changed its name to TOMI Environmental Solutions, Inc.


NOTE 2:  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The interim consolidated financial statements included herein, presented
in accordance with United States generally accepted accounting principles
and stated in US dollars, have been prepared by the Company, without an
audit, pursuant to the rules and regulations of the Securities and Exchange
Commission (SEC).  Certain information and footnote disclosures
normally included in financial statements prepared in accordance with
generally accepted accounting principles have been condensed or omitted
pursuant to such rules and regulations, although the Company believes
that the disclosures are adequate to make the information presented not
misleading.

These statements reflect all adjustments, consisting of normal recurring
adjustments, which, in the opinion of management, are necessary for fair
presentation of the information contained therein.  These consolidated
interim financial statements should be read in conjunction with the
financial statements of the Company for the year ended December 31,
2008 and notes thereto which are included in the Form 10-K previously
filed with the SEC on March 31, 2009. The Company follows the same
accounting policies in the preparation of interim reports.

Principles of Consolidation

The accompanying financial statements include the accounts of TOMI (a
Florida Corporation) (Parent) and its wholly owned subsidiary, The Ozone
Man, Inc. (a Nevada Corporation). All significant intercompany accounts
and transactions have been eliminated in consolidation.

Reclassification of Accounts

Certain reclassifications have been made to prior-year comparative
financial statements to conform to the current year presentation. These
reclassifications had no effect on previously reported results of operations
or financial position.

                                        6

<PAGE>

Concentration of Credit Risk

The Company maintains cash balances at several financial institutions.
Accounts at institutions are insured by the Federal Deposit Insurance
Corporation (FDIC) up to $250,000.  Account balances that exceed this
limit are not insured.  The restricted investment, at cost, is subject to
market fluctuations.  The non-restricted cash in the amount of $1,551,257
and restricted investment are held in an investment fund and are not
insured.

Income (Loss) Per Share

The computation of income (loss) per share is based on the weighted
average number of common shares outstanding during the periods
presented. Diluted income (loss) per common share is computed based on
the weighted average number of common shares outstanding plus the
dilutive effect of common stock equivalents. For the three months ended
June 30, 2009, diluted loss per common share is the same as basic loss per
common share because the effect of any potentially dilutive securities
outstanding (convertible Series of stock, options and warrants) would be
anti-dilutive and has therefore, been excluded from the computation.  For
the six months ended June 30, 2009, there were 510,000 shares of
Convertible Series A Preferred Stock outstanding at a conversion rate of
one common shares for every preferred share (510,000 common shares)
and 3,250 Series B Convertible Preferred Stock at a conversion rate of two
hundred common shares for every preferred share (650,000 common
shares).  There were no common stock equivalents outstanding during the
three and six months ended June 30, 2008.  The common stock issued and
outstanding has been included for all presented periods with respect to the
effect of the recapitalization.

Revenue Recognition

For revenue from services and product sales, the Company recognized
revenue in accordance with Staff Accounting Bulletin No. 104, "Revenue
Recognition" (SAB No. 104), which superseded Staff Accounting Bulletin
No. 101, "Revenue Recognition in Financial Statements" (SAB No. 101).
SAB No. 104 requires that four basic criteria must be met before revenue
can be recognized: (1) persuasive evidence of an arrangement exists; (2)
service has been rendered or delivery has occurred; (3) the selling price is
fixed and determinable; and (4) collectibility is reasonably assured.
Determination of criteria (3) and (4) are based on management's judgment
regarding the fixed nature of the selling prices of the services rendered or
products delivered and the collectibility of those amounts.  Provisions for
discounts and rebates to customers, estimated returns and allowance, and
other adjustments will be provided for in the same period the related sales
are recorded.

New Accounting Pronouncements

In May 2009, the Financial Accounting Standards Board ("FASB") issued
Statement of Accounting Standards No. 165 ("FASB 165"), Subsequent
Events.  This statement establishes general standards of accounting for and
disclosure of events that occur after the balance sheet date but before
financial statements are issued or available to be issued.  This statement
was adopted on June 30, 2009 and the adoption of this statement did not
have a significant impact on our financial statements.

                                        7

<PAGE>

NOTE 3: PROPERTY AND EQUIPMENT

Property and equipment consisted of the following:

                                    June 30, 2009       December 31, 2008
                                    -------------       -----------------
                                     (Unaudited)
                                    -------------

     Furniture and fixture          $     13,339        $         13,339
     Equipment                           184,209                 172,872
     Vehicles                            219,766                 219,766
                                    -------------       -----------------
                                         417,314                 405,977

     Less: Accumulated depreciation       74,786                  32,987
                                    -------------       -----------------
                                    $    342,528        $        372,990
                                    =============       =================

Depreciation was $20,812 and $41,799 for the three months and six
months ended June 30, 2009, respectively.  Depreciation expense was
$10,709 and $12,187 for the three and six months ended June 30, 2008,
respectively.


NOTE 4: INTANGIBLE ASSETS

On February 23, 2008 the Company purchased from S.C.O. Medallion
Healthy Homes LTD all intellectual property for the Medallion
methodology system for $60,000. On April 18, 2008 the Company
purchased intellectual property from Air Testing and Design, Inc. for
$50,000. The property purchased includes patents, trademarks, literature,
drawings, schematics, vendor lists and rights to purchase and resell
equipment and other proprietary and intellectual property associated with
the ozone generators manufactured by the seller.

The Company began amortizing the intangible assets during the second
quarter of 2009 over the estimated useful life of ten years.  The Company
recorded amortization expense of $2,777 during the three months ended
June 30, 2009. These assets are tested for impairment annually or if certain
circumstances indicate a possible impairment may exist in accordance
with SFAS 142, Goodwill and Other Intangible Assets. The carrying value
of these assets is assessed at least annually and an impairment charge is
recorded if appropriate.  As of June 30, 2009 there was no impairment.


NOTE 5: LONG TERM DEBT

The Company finances five field service vehicles using notes with various
terms that are recorded in the financial statements as notes payable. The
notes expire at various times through March 2012 and have interest rates
from 8.8% to 10.1% per annum and payable in monthly installments of
$4,448 including principal and interest and due by March, 2012.  The
remaining notes payable amount will mature through 2012 as follows:
2009 - $22,537, 2010 - $45,896, 2011 - $16,153, $4,316 - 2012. Each
note is secured by the vehicle acquired.

                                        8

<PAGE>

                                    June 30, 2009       December 31, 2008
                                    -------------       -----------------
                                     (Unaudited)
                                    -------------

     Total Vehicle Notes            $    88,902         $        110,341
     Less: Current Portion               46,277                   43,996
                                    -------------       -----------------
     Long term Portion              $    42,625         $         66,345
                                    =============       =================


NOTE 6:  SHAREHOLDERS' EQUITY

On February 27, 2009 the Company completed the sale of 350,000 shares
of its common stock and 3,250 shares of Series B Convertible Preferred
Stock for per share purchase prices of $5.00 and $1,000, respectively.
Gross proceeds from the sale were $5,000,000.  The Company incurred
costs of $200,000 in connection with the sale.

Under the terms of the Subscription Agreement, the Company created a
new class of preferred stock as Series B Convertible Preferred Stock
("Series B"). The Company is authorized to issue 4,000 shares of its new
Series B preferred stock.  The Series B stock is convertible into 200 shares
of the Company's common stock for every share of Series B stock. The
Series B preferred has a stated value of $1,000 per share, carries an annual
cumulative dividend of 7.5% and is senior in liquidation preference to all
other classes of stock.  As of June 30, 2009, the Company accrued
$82,808 for these dividends

The Company Board of Directors' amended the Company's articles of
incorporation on March 31, 2009 to reduce the par value per share for its
Cumulative Convertible Series A Preferred Stock ("Series A Preferred
Stock") to $0.01 from $25 and to reduce the conversion rate to common
stock to one from five.  The effect of the change in par value has been
reflected in the consolidated financial statements.  All share and per share
data have been retroactively adjusted to reflect the recapitalization.


NOTE 7:  RELATED PARTY

On November 16, 2008, the Company entered into an employment
agreement with its President and CEO, Dr. Halden Shane, ("Employment
Agreement").  As of June 30, 2009, the Company has accrued $750,877
for unpaid wages under the employment agreement.

On December 15, 2008 the Board of Directors approved the issuance of
510,000 shares of the Company's Series A Preferred Stock to Tiger
Management, LLC, a limited liability company wholly owned by the
Company's CEO. The shares were issued for management services
preformed by Tiger Management, LLC in 2007 and 2008 and were
convertible into five shares of the Company's common stock at the
holder's option.  The Company recorded a non-cash expense of
$20,400,000 in management and consulting fees during the year ended
December 31, 2008, for services rendered based on the fair value of the
underlying common stock. The fair value was determined using the price
of the stock on the date the board approved the issuance.

On March 31, 2009, the Company and Tiger Management, LLC amended
the management service agreement to include the vesting period for the
Series A Preferred Stock issued.  The vesting period was established as
June 2007 through December 31, 2010 and until the Company had reached
at least one million dollars in annual gross revenue.  The Series A
Preferred Stock issued to the CEO was also amended to remove dividends;
therefore, dividends accrued of $90,667 at December 31, 2008 were
reversed during the three months ended March 31, 2009.

                                        9

<PAGE>

The Company's Board of Directors' amended its articles of incorporation
on March 31, 2009 to reduce the conversion rate to common stock for its
Series A Preferred Stock from five shares to one and to reduce the par
value per share of Series A Preferred Stock to $0.01 from $25.  As a
result, of both the establishment of a vesting period and the change in
conversion rate, the Company has recorded $18,312,558 in compensation
credit for equity issuance during the first quarter of 2009.  The Company
had previously recorded $20,400,000 in other general and administrative
expenses during the year ended December 31, 2008.  The Company has
recorded deferred compensation of $1,992,958 related to the vesting
feature and this deferred amount will be amortized over the remaining 21
month period.  Amortization of deferred compensation was $284,651 for
the quarter ended June 30, 2009.  The fair value was determined using the
price of the stock on the date the board approved the amendment to the
agreement.   All share and per share data have been retroactively adjusted
to reflect the recapitalization.


NOTE 8:  COMMITMENTS AND CONTINGENCIES

The Company is subject to a legal proceeding and claim which has arisen
in the ordinary course of its business.  This action, when finally concluded
and determined, will not in the opinion of management, have a material
adverse effect upon the financial position, liquidity and results of
operations of the Company.


NOTE 9: SUBSEQUENT EVENTS

The Company evaluated subsequent events through July 31, 2009.  On
July 6, 2009, the Company entered into a series of consulting agreements
with industry third parties.  Under the terms of the agreement, the third
parties will assist in the promotion of the Company's name to the public
for greater awareness of the Company's products and services in the
disaster recovery, restoration and remediation business.  The Company
will issue a total of 1,000,000 warrants, at an exercise price of $0.01, for
consulting services to be rendered over a period of 36 months beginning
on July 6, 2009.  The warrants are exercisable immediately and expire five
years from the date of the agreement.  The fair market value of the
warrants was estimated to be $2,998,215 using the black scholes model
with the following assumptions:  risk-free interest rates of 1.48%, zero
expected dividend yields; expected life of 5 years; expected volatility of
209.07%.  The fair market value of the warrants will be recorded as
expense over the term of the consulting agreement of 36 months.

                                        10

<PAGE>

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

In this report references to "TOMI" "we," "us," and "our" refer to TOMI
Environmental Solutions, Inc.


           SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS

The Securities and Exchange Commission ("SEC") encourages companies
to disclose forward-looking information so that investors can better
understand future prospects and make informed investment decisions.
This report contains these types of statements.  Words such as "may,"
"will," "expect," "believe," "anticipate," "estimate," "project," or
"continue" or comparable terminology used in connection with any
discussion of future operating results or financial performance identify
forward-looking statements.  You are cautioned not to place undue
reliance on the forward-looking statements, which speak only as of the
date of this report.  All forward-looking statements reflect our present
expectation of future events and are subject to a number of important
factors and uncertainties that could cause actual results to differ materially
from those described in the forward-looking statements.

Overview of the Business

TOMI Environmental Solutions, Inc. (formerly "The Ozone Man, Inc.")
(the "Company" or "TOMI ") provides green, energy-efficient
environmental solutions for indoor air remediation through inspection, air
quality testing, training and indoor air cleaning using our premier platform
of UV Ozone generation services, products and technologies.  Our focus
to combat Hospital infection control was recently enhanced with the
addition of (MRA) TM - Magnetic Resolution Activation product line as an
additional cost effective method to control the spread of disease.  Our
Board of Directors' amended our articles of incorporation and changed our
corporate name to TOMI Environmental Solutions from "The Ozone Man, Inc" on
March 31, 2009.

Our products and services cover a broad spectrum of commercial
structures including office buildings, medical facilities, hotel and motel
rooms single homes, multi-unit residences and schools. Our products and
services have also been used in restaurant and laundry applications and
can also be used for water treatment in agriculture, meat processing plants
and dairies.

We commenced our operations in the fourth quarter of 2007 and since
2008 we began to implement our business plan by acquiring for cash both
the intellectual property and methodology that forms the basis of our
ozone treatment system that is at the core of our plan. We have also
opened five service hubs around the country in California, New York/New
Jersey, Florida and North Carolina with service vans and certified, trained
personnel and we expect to continue the expansion of our facilities.

During the second quarter of 2009, the Company exited the status of
development stage enterprise because the Company commenced its
planned principal operations and because the Company earned revenues
during the quarter ended June 30, 2009.

Business Outlook

TOMI's business growth strategy is to be "Your Professional Air
Remediation Company" by developing and acquiring a premier platform
of UV Ozone generation services, products and technologies.  We also
strive to generate top-notch research on other air remediation solutions
including hydroxyl radicals and to form business alliances with major
construction companies and corporations specializing in disaster elief.
We continue to pursue complementary businesses in manufacturing
ozone-related products, testing labs and other indoor air treatment and
maintenance products.

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During the 2nd quarter of 2009, TOMI recorded revenue related to a
commercial project that will be completed during the 3rd quarter of 2009.
This revenue relates to our commercial division and is a highly attractive
business for the Company.  TOMI continues to pursue revenue from
multiple sources and anticipates that our revenue stream will grow more
diverse in the coming quarters.

Critical Accounting Policies and Estimates

Our discussion and analysis of our financial condition and results of
operations are based upon our consolidated financial statements, which
have been prepared in accordance with accounting principles generally
accepted in the United States. The preparation of these financial
statements requires us to make estimates and judgments that affect the
reported amounts of assets, liabilities, revenues and expenses, and related
disclosure of contingent assets and liabilities. The estimation process
requires assumptions to be made about future events and conditions, and
as such, is inherently subjective and uncertain. Actual results could differ
materially from our estimates.

The SEC defines critical accounting policies as those that are, in
management's view, most important to the portrayal of our financial
condition and results of operations and most demanding of our judgment.
We consider the following policies to be critical to an understanding of
our consolidated financial statements and the uncertainties associated with
the complex judgments made by us that could impact our results of
operations, financial position and cash flows.

Income (Loss) Per Share

The computation of income (loss) per share is based on the weighted
average number of common shares outstanding during the periods
presented. Diluted income (loss) per common share is computed based on
the weighted average number of common shares outstanding plus the
dilutive effect of common stock equivalents.

Revenue Recognition

For revenue from services and product sales, the Company recognized
revenue in accordance with Staff Accounting Bulletin No. 104, "Revenue
Recognition" (SAB No. 104), which superseded Staff Accounting Bulletin
No. 101, "Revenue Recognition in Financial Statements" (SAB No. 101).
SAB No. 104 requires that four basic criteria must be met before revenue
can be recognized: (1) persuasive evidence of an arrangement exists; (2)
service has been rendered or delivery has occurred; (3) the selling price is
fixed and determinable; and (4) collectibility is reasonably assured.
Determination of criteria (3) and (4) are based on management's judgment
regarding the fixed nature of the selling prices of the services rendered or
products delivered and the collectibility of those amounts.  Provisions for
discounts and rebates to customers, estimated returns and allowance, and
other adjustments will be provided for in the same period the related sales
are recorded.

Intangible Assets

We report intangible assets in accordance with FASB Statement No. 142,
Goodwill and Other Intangible Assets which requires than an intangible
asset with indefinite useful economic life not be amortized, but instead be
separately tested for impairment using a fair-value approach.  The
evaluation of possible impairment of intangible assets is affected by
factors such as changes in economic conditions and changes in operating
performance.  These factors could cause us to recognize a material
impairment charge as we assess the ongoing expected cash flows and
carrying amounts of intangible assets.

                                        12

<PAGE>

New Accounting Pronouncements

In May 2009, the Financial Accounting Standards Board ("FASB") issued
Statement of Accounting Standards No. 165 ("FASB 165"), Subsequent
Events.  This statement establishes general standards of accounting for and
disclosure of events that occur after the balance sheet date but before
financial statements are issued or available to be issued.  This statement
was adopted on June 30, 2009 and the adoption of this statement did not
have a significant impact on our financial statements.

Results of Operations for the Three and Six Months Ended June 30,
2009 Compared to the Three and Six Months Ended March 31, 2008:

We began our planned principal operations during the second quarter of
2009.  Revenue for the three and six months ended June 30, 2009 totaled
$212,697 and $218,587, respectively.  There was no revenue for the prior
comparable periods.

Net (loss) income for the three and six months ended June 30, 2009 was
($556,647) and $16,981,580.  The net income for the six months ended
June 30, 2009 is primarily attributed to a non-cash compensatory credit
element from equity issuances of approximately $18,000,000.  On March
31, 2009, the Company and Tiger Management, LLC amended the
management service agreement to establish the vesting period for the
Series A Preferred Stock issued.  The vesting period was established to be
the period June 2007 through December 31, 2010 and until the Company
had reached at least one million in annual gross revenue.  Our Board of
Directors' amended the Company's articles of incorporation to reduce the
conversion rate to common stock for its Series A Preferred Stock from
five shares to one share and to reduce the par value per Series A Preferred
Stock to $0.01 from $25.  As a result, the Company recorded $18,312,558
in compensation credit for equity issuance during the first quarter of 2009.
The Company had previously recorded $20,400,000 in non-cash other
general and administrative expenses during the year ended December 31,
2008.  The fair value was determined using the price of the stock on the
date the board approved the amendment to the agreement.  Professional
and consulting fees include legal, accounting and consulting expenses.
General and administrative expenses primarily include payroll and payroll
related expenses, rent and depreciation.

Liquidity and Capital Resources

Operations and liquidity needs are funded through cash flows from equity
offerings and debt.  On February 27, 2009 the Company completed the
sale of 350,000 shares of its common stock and 3,250 shares of Series B
Convertible Preferred Stock for per share purchase prices of $5.00 and
$1,000, respectively.  Gross proceeds from the sale were $5,000,000.  At
June 30, 2009, we have an unrestricted cash balance of $1,583,282.  We
have a restricted investment with an original cost of $3,250,000 pursuant
to the terms of the Subscription Agreement, which stipulated the use of the
proceeds for merger and acquisition reserves to be used to acquire
established independent providers of heating, ventilation and air
conditioning ("HVAC") sales and services. No approval from the investor
is required to acquire these HVAC companies.

Off-Balance Sheet Arrangements

None.


ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

None.

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ITEM 4. CONTROLS AND PROCEDURES

We have established a set of disclosure controls and procedures designed
to ensure that information required to be disclosed by us in our reports
filed under the Securities Exchange Act, is recorded, processed,
summarized and reported within the time periods specified by the SEC's
rules and forms. Disclosure controls have also designed with the objective
of ensuring that this information is accumulated and communicated to our
management, including our chief executive officer and chief financial
officer, as appropriate, to allow timely decisions regarding required
disclosure.  We believe our disclosure controls and internal controls are
effective for the three months ended June 30, 2009.

We do not expect that our disclosure controls or internal controls over
financial reporting will prevent all errors or all instances of fraud.  A
control system, no matter how well designed and operated, can provide
only reasonable, not absolute, assurance that the control system's
objectives will be met.  Further, the design of a control system must reflect
the fact that there are resource constraints, and the benefits of controls
must be considered relative to their costs.  Management is required to
apply its judgment in evaluating the cost-benefit relationship of possible
controls and procedures. Because of the inherent limitations in all control
systems, no evaluation of controls can provide absolute assurance that all
control issues and instances of fraud, if any, within our company have
been detected.  These inherent limitations include the realities that
judgments in decision-making can be faulty, and that breakdowns can
occur because of simple error or mistake.  Because of the inherent
limitation of a cost-effective control system, misstatements due to error or
fraud may occur and not be detected. We did not implement any changes
in controls during the three and six months ended June 30, 2009.


PART II: OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS.

At June 30, 2009, we were involved in a legal matter arising from the ordinary
course of business.  Although the ultimate resolution of this matter cannot be
determined at this time, we do not believe that this matter will have a material
adverse effect on our future consolidated results of operations, cash flows or
financial condition.


ITEM 1A. RISK FACTORS.

See discussion contained in 10-K filed with the Commission on March 31, 2009.


ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.

On June 3, 2009, the Company issued 34,250 respectively, in lieu of cash
compensation.


ITEM 3. DEFAULTS UPON SENIOR SECURITIES.

None.


ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

None.


ITEM 5. OTHER INFORMATION.

None.
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ITEM 6. EXHIBITS

Part I Exhibits

10.1    Subscription Agreement dated February, 2009

31.1    Principal Executive Officer Certification

31.2    Principal Financial Officer Certification

32.1    Section 1350 Certification


Part II Exhibits

None.


                                  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.


TOMI ENVIRONMENTAL SOLUTIONS, INC.


Date: August 6, 2009

By: /s/ Halden Shane
    ------------------------------------------------
        Halden Shane
        Principal Executive Officer
        Principal Financial and Accounting Officer



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