UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                  FORM 10-KSB/A
                                (Amendment No. 1)

                 ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

                   FOR THE FISCAL YEAR ENDED DECEMBER 31, 2002
                        COMMISSION FILE NUMBER 000-31032


                         GL ENERGY AND EXPLORATION, INC.
               --------------------------------------------------
               (Exact name of registrant as specified in charter)


                   DELAWARE                               52-52190362
       -------------------------------                -------------------
       (State or other jurisdiction of                 (I.R.S. Employer
        incorporation or organization)                Identification No.)


       141 ADELAIDE STREET WEST, STE 1004, TORONTO, ONTARIO     M5H 3L5
       ----------------------------------------------------    ----------
             (Address of principal executive offices)          (Zip Code)


       Registrant's telephone number, including area code  (416) 214-1473
                                                           --------------

       Securities registered pursuant to section 12(b) of the Act:

       Title of Class          Name of each exchange on which registered
            NONE                                 NONE

           Securities registered pursuant to section 12(g) of the Act:
                                  Common Stock

                                (Title of Class)

     Check  whether  the issuer (1) filed all  reports  required  to be filed by
Section 13 or 15(d) of the  Securities  Exchange  Act of 1934 during the past 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 [ ]

     Check if there is no disclosure  of  delinquent  filers in response to Item
405 of  Regulation  S-B  contained  in  this  form,  and no  disclosure  will be
contained,  to the  best of  registrant's  knowledge,  in  definitive  proxy  of
information statements incorporated by reference in Part 10-KSB or any amendment
to this Form 10-KSB. [X]

     State issuer's revenues for its most recent fiscal year: $0.

     State the aggregate market value of the voting stock held by non-affiliates
computed by reference  to the price at which the stock was sold,  or the average
bid and asked  prices of such stock as of a  specified  date  within the past 60
days: As of March 26, 2003, the aggregate  market price of the voting stock held
by non-affiliates was approximately $790,580.

     State the number of shares  outstanding of each of the issuer's  classes of
common  equity,  as of the latest  practicable  date: As of March 26, 2003,  the
Company had outstanding 23,839,506 shares of its common stock, par value $0.001.



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ITEM 13. EXHIBITS AND REPORTS ON FORM 8-K

a.  Exhibits

Exhibit Number      Name of Exhibit


3.1                 Certificate of Amendment to the Certificate of Incorporation
                    (filed as part of Form 10-QSB on November 13, 2002)

4.1                 Form of 2002 Equity Performance Plan (filed as part of Form
                    10-QSB on November 13, 2002)

23.1                Consent of Malone & Bailey, PLLC (filed herewith)







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                                   SIGNATURES


In  accordance  with  Section 13 or 15(d) of the Exchange  Act,  the  registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.

                              (Registrant) GL ENERGY AND EXPLORATION, INC.

                                           By  /s/Mitchell Geisler
                                               ----------------------
                                               Mitchell Geisler,
                                               President and Chairman of
                                               the Board


                                         Date  April 21, 2003


In  accordance  with the Exchange  Act, this report has been signed below by the
following  persons on behalf of the  registrant and in the capacities and on the
dates indicated.



       Signature                        Title                          Date

  /s/ Mitchell Geisler      President & Chairman of the Board     April 21, 2003
  --------------------
  Mitchell Geisler

  /s/ Cindy Roach           Secretary and Director                April 21, 2003
  ---------------
  Cindy Roach





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