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

                          COMMISSION FILE NO.: 0-28887



                          Date of Report: July 1, 2006



                             GREENSHIFT CORPORATION
- --------------------------------------------------------------------------------
        (Exact name of registrant as specified in its charter)


Delaware                                                             22-3328734
- --------------------------------------------------------------------------------
(State of other jurisdiction of                                  (IRS Employer
incorporation or organization                                Identification No.)


One Penn Plaza, Suite 1612, New York, NY                                10119
- --------------------------------------------------------------------------------
(Address of principal executive offices)                              (Zip Code)


                                 (212) 994-5374
- --------------------------------------------------------------------------------
               (Registrant's telephone number including area code)


535 West 34th Street, Suite 203, New York, NY                          10001
- --------------------------------------------------------------------------------
                 (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)

__   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 2.01                  COMPLETION OF DISPOSITION OF ASSETS

On July 1, 2006,  GreenShift  transferred to its subsidiary,  Inseq  Corporation
("Inseq"),  all of its interest in Sterling Planet,  Inc.  (approximately 10% of
the capital stock), all of its interest in TerraPass, Inc. (approximately 10% of
the  capital  stock),  and all of the  capital  stock  of four  recently  formed
corporations:  GS Solar,  Inc., GS Wind, Inc., GS Hydro,  Inc. and GS Wave, Inc.
The latter four  corporations  were  organized to engage in the  development  of
clean energy projects. In exchange for the shares in the six corporations, Inseq
issued to  GreenShift  Corporation  450,000  shares of Inseq  Series C Preferred
Stock,  bringing to  2,200,000  the number of shares of Inseq Series C Preferred
Stock owned by GreenShift.

GreenShift  will be entitled to convert its  2,200,000  shares of Inseq Series C
Preferred Stock into 220,000,000  shares of Inseq common stock.  GreenShift will
also be entitled to cast 220,000,000 votes at each meeting of Inseq shareholders
by reason of its ownership of the Inseq Series C Preferred Stock.  Each share of
Inseq  Series C  Preferred  Stock will have a $1.00  preference  over the common
stock in the event of a liquidation of Inseq.



ITEM 9.01         FINANCIAL STATEMENTS AND EXHIBITS

Exhibits:

10-a Share Purchase Agreement dated May 24, 2006 between GreenShift  Corporation
     and Inseq  Corporation - filed as an exhibit to the Current  Report on Form
     8-K dated May 24,  2006 that was filed on May 31,  2006,  and  incorporated
     herein by reference.



                                   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 hereunto duly authorized.



GREENSHIFT CORPORATION



               /S/      Kevin Kreisler
               ----------------------------------
                        KEVIN KREISLER
                        Chief Executive Officer

Date:   July 7, 2006