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EX-3.2 - NINTH AMENDMENT TO FIFTH AMENDED AND RESTATED ARTICLES OF INCORPORATION OF GROEN BROTHERS AVIATION, INC. FILED JANUARY 5, 2011 - GROEN BROTHERS AVIATION INC /UT/gnba10q20101231ex3-2.pdf
EX-10.11 - SECOND AMENDMENT TO PROMISSORY NOTES DATED AS OF DECEMBER 31, 2010 AMONG GROEN BROTHERS AVIATION, INC. AND LENDER F NAMED THEREIN - GROEN BROTHERS AVIATION INC /UT/gnba10q20101231ex10-11.pdf
EX-10.12 - SEVENTH AMENDMENT TO PROMISSORY NOTES DATED AS OF DECEMBER 31, 2010 AMONG GROEN BROTHERS AVIATION, INC. AND LENDER C NAMED THEREIN - GROEN BROTHERS AVIATION INC /UT/gnba10q20101231ex10-12.pdf
EX-10.13 - SEVENTH AMENDMENT TO PROMISSORY NOTES DATED AS OF DECEMBER 31, 2010 AMONG GROEN BROTHERS AVIATION, INC. AND LENDER D NAMED THEREIN - GROEN BROTHERS AVIATION INC /UT/gnba10q20101231ex10-13.pdf
EX-10.14 - SEVENTH AMENDMENT TO PROMISSORY NOTES DATED AS OF DECEMBER 31, 2010 AMONG GROEN BROTHERS AVIATION, INC. AND LENDER C NAMED THEREIN - GROEN BROTHERS AVIATION INC /UT/gnba10q20101231ex10-14.pdf
EX-10.15 - SEVENTH AMENDMENT TO PROMISSORY NOTES DATED AS OF DECEMBER 31, 2010 AMONG GROEN BROTHERS AVIATION, INC. AND LENDER D NAMED THEREIN - GROEN BROTHERS AVIATION INC /UT/gnba10q20101231ex10-15.pdf
EX-10.16 - NINTH AMENDMENT TO PROMISSORY NOTES DATED AS OF DECEMBER 31, 2010 AMONG GROEN BROTHERS AVIATION, INC. AND LENDER B NAMED THEREIN - GROEN BROTHERS AVIATION INC /UT/gnba10q20101231ex10-16.pdf
EX-10.17 - NINTH AMENDMENT TO PROMISSORY NOTES DATED AS OF DECEMBER 31, 2010 AMONG GROEN BROTHERS AVIATION, INC. AND LENDER A THEREIN - GROEN BROTHERS AVIATION INC /UT/gnba10q20101231ex10-17.pdf
EX-10.18 - NINTH AMENDMENT TO PROMISSORY NOTES DATED AS OF DECEMBER 31, 2010 AMONG GROEN BROTHERS AVIATION, INC. AND LENDER H NAMED THEREIN - GROEN BROTHERS AVIATION INC /UT/gnba10q20101231ex10-18.pdf
EX-10.19 - TENTH AMENDMENT TO PROMISSORY NOTES DATED AS OF DECEMBER 31, 2010 AMONG GROEN BROTHERS AVIATION, INC. AND LENDER B NAMED THEREIN - GROEN BROTHERS AVIATION INC /UT/gnba10q20101231ex10-19.pdf
EX-10.20 - TENTH AMENDMENT TO PROMISSORY NOTES DATED AS OF DECEMBER 31, 2010 AMONG GROEN BROTHERS AVIATION, INC. AND LENDER H NAMED THEREIN - GROEN BROTHERS AVIATION INC /UT/gnba10q20101231ex10-20.pdf
10-Q - GROEN BROTHERS AVIATION, INC. FORM 10-Q DECEMBER 31, 2010 - GROEN BROTHERS AVIATION INC /UT/gnba10q20101231.htm
EX-31.1 - SECTION 302 CERTIFICATION OF CHIEF EXECUTIVE AND CHIEF FINANCIAL OFFICER - GROEN BROTHERS AVIATION INC /UT/gnba10q20101231ex31-1.htm
EX-10.18 - NINTH AMENDMENT TO PROMISSORY NOTES DATED AS OF DECEMBER 31, 2010 AMONG GROEN BROTHERS AVIATION, INC. AND LENDER H NAMED THEREIN - GROEN BROTHERS AVIATION INC /UT/gnba10q20101231ex10-18.htm
EX-10.14 - SEVENTH AMENDMENT TO PROMISSORY NOTES DATED AS OF DECEMBER 31, 2010 AMONG GROEN BROTHERS AVIATION, INC. AND LENDER C NAMED THEREIN - GROEN BROTHERS AVIATION INC /UT/gnba10q20101231ex10-14.htm
EX-10.13 - SEVENTH AMENDMENT TO PROMISSORY NOTES DATED AS OF DECEMBER 31, 2010 AMONG GROEN BROTHERS AVIATION, INC. AND LENDER D NAMED THEREIN - GROEN BROTHERS AVIATION INC /UT/gnba10q20101231ex10-13.htm
EX-10.15 - SEVENTH AMENDMENT TO PROMISSORY NOTES DATED AS OF DECEMBER 31, 2010 AMONG GROEN BROTHERS AVIATION, INC. AND LENDER D NAMED THEREIN - GROEN BROTHERS AVIATION INC /UT/gnba10q20101231ex10-15.htm
EX-10.11 - SECOND AMENDMENT TO PROMISSORY NOTES DATED AS OF DECEMBER 31, 2010 AMONG GROEN BROTHERS AVIATION, INC. AND LENDER F NAMED THEREIN - GROEN BROTHERS AVIATION INC /UT/gnba10q20101231ex10-11.htm
EX-10.16 - NINTH AMENDMENT TO PROMISSORY NOTES DATED AS OF DECEMBER 31, 2010 AMONG GROEN BROTHERS AVIATION, INC. AND LENDER B NAMED THEREIN - GROEN BROTHERS AVIATION INC /UT/gnba10q20101231ex10-16.htm
EX-10.17 - NINTH AMENDMENT TO PROMISSORY NOTES DATED AS OF DECEMBER 31, 2010 AMONG GROEN BROTHERS AVIATION, INC. AND LENDER A THEREIN - GROEN BROTHERS AVIATION INC /UT/gnba10q20101231ex10-17.htm
EX-10.12 - SEVENTH AMENDMENT TO PROMISSORY NOTES DATED AS OF DECEMBER 31, 2010 AMONG GROEN BROTHERS AVIATION, INC. AND LENDER C NAMED THEREIN - GROEN BROTHERS AVIATION INC /UT/gnba10q20101231ex10-12.htm
EX-10.20 - TENTH AMENDMENT TO PROMISSORY NOTES DATED AS OF DECEMBER 31, 2010 AMONG GROEN BROTHERS AVIATION, INC. AND LENDER H NAMED THEREIN - GROEN BROTHERS AVIATION INC /UT/gnba10q20101231ex10-20.htm
EX-10.19 - TENTH AMENDMENT TO PROMISSORY NOTES DATED AS OF DECEMBER 31, 2010 AMONG GROEN BROTHERS AVIATION, INC. AND LENDER B NAMED THEREIN - GROEN BROTHERS AVIATION INC /UT/gnba10q20101231ex10-19.htm
EX-3.2 - NINTH AMENDMENT TO FIFTH AMENDED AND RESTATED ARTICLES OF INCORPORATION OF GROEN BROTHERS AVIATION, INC. FILED JANUARY 5, 2011 - GROEN BROTHERS AVIATION INC /UT/gnba10q20101231ex3-2.htm


EXHIBIT 32.1

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Groen Brothers Aviation, Inc. (the “Company”) on Form 10-Q for the period ending December 31, 2010, as filed with the Securities and Exchange Commission (the “Report”), I, David Groen, Chief Executive Officer and Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

(1) The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.


/s/ David Groen
 
David Groen
 
President, Chief Executive Officer and Chief Financial Officer
 
(Principal Executive and Principal Financial Officer)
 

Date: February 14, 2011