<PAGE>   1

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

   
                                 FORM 10-QSB/A
                                Amendment No. 1
    


(Mark One)

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

         For the quarterly period ended MARCH 31, 1996

[ ]      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 :  0-17287

                             GLOBAL OUTDOORS, INC.
--------------------------------------------------------------------------------
             (Exact name of Registrant as specified in its charter)

            Alaska                                         33-0074499
   -------------------------                   -----------------------------
    (State or other Juris-                     (IRS Employer Identification
    diction of incorporation                   Number)
    or organization)

                      43445 BUSINESS PARK DRIVE, SUITE 113
                          TEMECULA, CALIFORNIA  92590
--------------------------------------------------------------------------------
             (Address and zip code of principal executive offices)

                                 (909) 699-4749
--------------------------------------------------------------------------------
                (Issuer's telephone number, including area code)

--------------------------------------------------------------------------------
  (Former name, former address and former fiscal year, if changed since last
                                    report)

Check whether the Issuer (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 the filing requirements for at least
the past 90 days.          Yes [X] NO [ ]

State the number of shares outstanding of each of the issuer's classes of
common equity, as of the latest practicable date:
<TABLE>
<CAPTION>
                                           Number of Shares Outstanding
       Class                                     at May 14, 1996
       -----                               ----------------------------
 <S>                                               <C>
 Common Stock, $.02 par value                      4,102,856
</TABLE>

Transitional Small Business Disclosure Format (Check one):  Yes [ ]  No [X]
<PAGE>   2


                       SECURITIES AND EXCHANGE COMMISSION

                            WASHINGTON, D.C.  20549

   
                                 FORM 10-QSB/A
                                Amendment No. 1
    
                              FINANCIAL STATEMENTS
                                PART I - ITEM 1

--------------------------------------------------------------------------------

                      FOR THE QUARTER ENDED MARCH 31, 1996

--------------------------------------------------------------------------------




                             GLOBAL OUTDOORS, INC.





                                      -2-
<PAGE>   3
                     GLOBAL OUTDOORS, INC. AND SUBSIDIARIES
                          CONSOLIDATED BALANCE SHEETS


                                     ASSETS

   
<TABLE>
<CAPTION>
                                                                         MARCH 31                  DECEMBER 31
                                                               ----------------------------        -----------
                                                                Restated          Restated           Restated
                                                                  1996              1995               1995
                                                               -----------      -----------        -----------
<S>                                                            <C>              <C>                <C>
CURRENT ASSETS
  Cash  (Note 7)                                               $   288,382      $   649,526        $   458,448
  Current portion of stockholder receivable                         40,800           25,892             40,800
  Other receivables                                                157,411          103,379            135,937
  Income taxes receivable                                           75,281           86,665             75,281
  Inventories                                                      162,269           50,000            192,268
  Prepaid expenses                                                 433,091          102,046            536,591
                                                               -----------      -----------        -----------

                 Total current assets                            1,157,234        1,017,508          1,439,325

MEMBERSHIP RECREATIONAL
         MINING PROPERTIES (Note 3)                                900,417          427,559            646,717

ALASKA RECREATIONAL
         MINING PROPERTIES (Note 3)                              1,529,052        1,580,302          1,550,052

EQUIPMENT AND LEASEHOLD
         IMPROVEMENTS (Note 3)                                     323,371           55,577            226,970

STOCKHOLDER RECEIVABLE,
  Interest at 6% $5,000 per month including
  interest, secured by building, less
  current portion                                                  280,217          336,034            292,616

DEPOSITS                                                           368,426          383,000            323,226

DEFERRED INCOME TAXES                                              274,230                -                  -

OTHER ASSETS                                                        94,559           12,140             97,949
                                                               -----------      -----------        -----------

TOTAL ASSETS                                                   $ 4,927,506      $ 3,812,120        $ 4,576,855
                                                               ===========      ===========        ===========
</TABLE>
    





                 See Notes to Consolidated Financial Statements





                                      -3-
<PAGE>   4
                     GLOBAL OUTDOORS, INC. AND SUBSIDIARIES
                          CONSOLIDATED BALANCE SHEETS

                      LIABILITIES AND STOCKHOLDERS' EQUITY

   
<TABLE>
<CAPTION>
                                                                         MARCH 31                  DECEMBER 31
                                                               ----------------------------        -----------
                                                                Restated          Restated           Restated
                                                                  1996              1995               1995
                                                               -----------      -----------        -----------
<S>                                                            <C>              <C>                <C>
CURRENT LIABILITIES
   Current maturities of long-term debt                        $   177,516      $    29,060        $   111,387
   Customer deposits                                               355,066           99,386             16,979
   Accounts payable and accrued expenses                           153,419          193,207            159,802
   Current portion of deferred revenue                             318,944          367,811            310,756
                                                               -----------      -----------        -----------

                 Total current liabilities                       1,004,945          689,464            598,924

DEFERRED REVENUE, Long term portion                              1,284,617        1,101,955          1,245,852

DEFERRED INCOME TAXES                                                    -          127,352                  -

LONG TERM DEBT, Less current portion                               566,338          172,760            288,600
                                                               -----------      -----------        -----------

                 Total liabilities                               2,855,900        2,091,531          2,133,376
                                                               -----------      -----------        -----------

STOCKHOLDERS' EQUITY (Notes 5 and 8)
   Common stock, $.02 par value; 5,000,000
   shares authorized; shares issued and outstanding:
   4,102,856 at March 31, 1996;  4,074,988 at
   December 31, 1995; and 3,843,410 at March
   31, 1995                                                         81,903           76,868             81,500

   Convertible preferred stock, non voting, 10%
   noncumulative, no liquidation preference,
   $.001 par value; 10,000,000 shares authorized;
   shares issued and outstanding:  62,195 at March
   31, 1996; 63,195 at December 31, 1995; and
   65,455 at March 31, 1995                                             62               65                 63

   Additional paid-in capital                                    2,869,091        2,060,520          2,793,938

   Retained Earnings                                              (658,200)        (195,614)          (210,772)

   Less Stock Subscriptions receivable                            (221,250)        (221,250)          (221,250)
                                                               -----------      -----------        -----------

                 Total stockholders' equity                      2,071,606        1,720,589          2,443,479
                                                               -----------      -----------        -----------

TOTAL LIABILITIES AND EQUITY                                   $ 4,927,506      $ 3,812,120        $ 4,576,855
                                                               ===========      ===========        ===========
</TABLE>
    



                 See Notes to Consolidated Financial Statements





                                      -4-
<PAGE>   5
                     GLOBAL OUTDOORS, INC. AND SUBSIDIARIES
                     CONSOLIDATED STATEMENTS OF OPERATIONS

   
<TABLE>
<CAPTION>
                                                                      MARCH 31                  DECEMBER 31
                                                          ------------------------------       ------------
                                                            Restated         Restated             Restated
                                                              1996              1995                1995
                                                          -------------     ------------       ------------
<S>                                                       <C>               <C>                <C>
REVENUES:
         Alaska/Australia Trip                            $           -     $          -       $    673,161
         Membership sales                                       823,911          615,905          3,157,971
         Advertising                                            134,612           68,899            449,054
         Management fees                                          7,500                -             30,000
         Interest                                                 6,340            6,792             30,781
                                                          -------------     ------------       ------------
                 Total Net Revenues                             972,363          691,596          4,340,967

EXPENSES:
         Alaska/Australia trip expenses                               -                -            357,570
         Advertising                                            709,075          207,809          1,058,988
         Bank credit card charges                                16,747           10,928             45,080
         Compensation & related payroll costs                   298,079          160,120            825,874
         Depreciation                                            31,200           34,366            137,806
         Freight                                                 16,815           16,364             69,987
         Insurance                                               22,464           10,350             67,203
         Interest                                                13,021            4,700             38,218
         Merchandise purchases                                   98,710           33,768            326,502
         Office supplies                                         10,022            6,770             30,541
         Other                                                   62,882           47,494             75,399
         Outside labor                                           61,162            6,270            126,036
         Postage & Delivery                                      81,995           72,860            367,301
         Printing                                                33,105           74,707            254,051
         Professional services                                   32,894           33,838             62,787
         Property tax                                             3,001            1,935              8,818
         Provision for doubtful contracts                             -                -              5,906
         Repairs and maintenance                                 15,407            7,706             33,984
         Rent                                                    17,100           12,630             87,772
         Shows and seminars                                      82,128           15,667            150,496
         Supplies and small tools                                42,825           28,259            106,436
         Tax and license                                          9,658            4,154             32,259
         Telephone and utilities                                 35,731           33,665            152,432
                                                          -------------     ------------       ------------

                 Total expenses                               1,694,021          824,360          4,421,446
                                                          -------------     ------------       ------------

         Income before income taxes                            (721,658)        (132,764)           (80,479)

         Income tax expense                                    (274,230)         (48,930)           (30,582)
                                                          -------------     ------------       ------------

         Net income (loss)                                $    (447,428)    $    (83,834)      $    (49,897)
                                                          -------------     ------------       ------------

         Earnings per share (Note 8)                      $       (0.10)    $      (0.02)      $      (0.01)
                                                          =============     ============       ============
</TABLE>
    


                 See Notes to Consolidated Financial Statements





                                      -5-
<PAGE>   6
                     GLOBAL OUTDOORS, INC. AND SUBSIDIARIES
                     CONSOLIDATED STATEMENTS OF CASH FLOWS


   
<TABLE>
<CAPTION>
                                                         Period Ended March 31
                                                  ----------------------------
                                                         1996             1995
                                                  -----------     ------------
<S>                                               <C>             <C>
Cash flows from operating activities              $   (65,050)    $    225,648

Cash flows (used in) investing activities,
     purchase of equipment                           (448,883)        (296,875)

Cash flows (used in) financing activities,
     payments on long-term debt                       343,867          (44,360)
                                                  -----------     ------------

Net increase (decrease) in cash                   $  (170,066)    $   (115,587)

     Cash at beginning of period                  $   458,448     $    765,113
                                                  -----------     ------------

     Cash at end of period                        $   288,382     $    649,526
                                                  ===========     ============
</TABLE>
    





                 See Notes to Consolidated Financial Statements





                                      -6-
<PAGE>   7
   
                     GLOBAL OUTDOORS, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


NOTE 1.  NATURE OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES

Nature of Business:

The Company owns and operates The Outdoor Channel, the first national
television network devoted solely to outdoor activities, such as hunting,
fishing, scuba diving, camping, RV-ing and recreational gold prospecting.  The
Company's other business activities consist of the promotion and sale of an
"Alaska trip", a recreational gold mining expedition to the Company's Cripple
River property located near Nome, Alaska, and the sale of Lost Dutchman's,
(LDMA-AU, Inc.) memberships which entitle members to engage in recreational
prospecting on its California, Oregon, Alaska, Nevada, Arizona, Colorado,
Georgia, North Carolina and South Carolina properties.  The Company has also
signed a mutual use agreement with another organization whose members are
entitled to engage in recreational mining on certain of each other's
properties.  The Company also receives revenues from the sale of memberships in
a gold prospecting club Gold Prospectors' Association of American, Inc.
("GPAA"), revenue from advertisers in a bi-monthly magazine, advertising
revenue through cable television programming d/b/a The Outdoor Channel and
through merchandise sales.  Effective July 23, 1996, the Company changed its
name from Global Resources, Inc. to Global Outdoors, Inc. which change is
reflected throughout these statements.

A SUMMARY OF THE COMPANY'S SIGNIFICANT ACCOUNTING POLICIES IS AS FOLLOWS:

Management Statement:

The interim financial statements for the period January 1 through March 31,
1996, include all adjustments which in the opinion of management are necessary
in order to make the financial statements not misleading.  Said financial
statements have been restated as further described in Note 2 herein.

The Principles of Consolidation:

The consolidated financial statements include the accounts of Global Outdoors,
Inc. and its wholly-owned subsidiaries, LDMA-AU, Inc., Big "M" Mining Company,
Inc., Gold Prospectors' Association of American, Inc  and The Outdoor Channel,
Inc. which operates a satellite and cable television channel.

Business Combination:

On February 10, 1995, the Company effected a business combination with GPAA by
exchanging 2,500,000 shares of its common stock for all of the common stock of
GPAA.  GPAA was 100% owned by the majority stockholders of the Company.  The
agreement also calls for an additional 1,500,000 shares of common stock to be
issued if certain earnings or valuation levels are attained.  The principal
business of GPAA is the sales of memberships in a gold prospecting club.  The
GPAA also generates revenue from advertisers in a bimonthly magazine and
through merchandise sales.  The combination was accounted for in manner similar
to a pooling of interests.  GPAA previously had a year-end of February 28 and
as a result of the combination has adopted a December 31 fiscal year-end.  The
income and cash flows for two months ended February 28, 1994 are included in
both of the twelve months ended December 31, 1995 and 1994.  The duplication of
the income for these two months totals $21,667 and is eliminated in the
statement of retained earnings.
    




                                      -7-
<PAGE>   8
   
                     GLOBAL OUTDOORS, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Reference to Forms 10-KSB and 10-K:

Please refer to the Company's Form 10-KSB and amendment thereto dated January
1997 for the year ended December 31, 1995 and Form 10-K for the year ended
December 31, 1994 for additional information and disclosures which may be of
interest to the reader hereof.

Recently Issued Accounting Pronouncements:

In March 1995, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards ("SFAS") No. 121, "Accounting for the Impairment
of Long-Lived Assets and Long-Lived Assets to be Disposed of."  The Company has
adopted SFAS No. 121.  SFAS No. 121 establishes recognition and measurement
criteria for impairment losses when the Company no longer expects to recover
the carrying value of a long-lived asset.  The effect on the consolidated
financial statements of adopting SFAS was not material.

In October 1995, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards ("SFAS") No. 123, "Accounting for Stock-Based
Compensation."  The accounting or disclosure requirements of this statement are
effective at the Company's fiscal year-ended 1996.  It is currently anticipated
that the Company will continue to account for stock-based compensation using
Accounting Principles Board Opinion No. 25 and the impact of SFAS 123 has not
yet been determined.

Membership Recreational Mining Properties:

Membership recreational mining properties consist primarily of land, are held
for membership use and are recorded at the lower of cost or estimated net
realizable value.

Alaska Recreational Mining Properties:

Alaska recreational mining properties consist primarily of land, buildings and
equipment, are recorded at cost, net of accumulated depreciation on the
buildings and equipment provided on a straight-line basis over the estimated
economic lives which in general is 10 years.

Equipment and leasehold improvements:

Equipment and leasehold improvements are carried at cost.  Depreciation is
calculated using accelerated methods over the estimated useful lives of the
assets.

Revenue recognition:

Revenue on the "Alaska trip" income is recognized when trips are taken.  Trips
are taken in June through August each year.

The Company has sold memberships in its Lost Dutchman's club primarily on an
installment basis.  Memberships include contracts that give purchasers
recreational prospecting and mineral rights to the Company's land and rights to
use the land and facilities for camping and recreational vehicle parking.  The
contracts are generally noninterest bearing, unsecured and provide for a down
payment and monthly installments of $25 or $30 for periods of up to ten years.
No deferred revenue or accounts receivable have been recorded for amounts not
yet due under the contract term due to uncertainty with respect to collection.
Sales revenue is recognized based upon a weighted average ten year straight
line method.  The ten year weighted average method was established based upon
historical membership longevity taking into
    




                                      -8-
<PAGE>   9
   
                     GLOBAL OUTDOORS, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

consideration member defaults and withdrawals.  Deposits are taken with new
sales contracts, which are fully refundable for 10 days.

The Company also sells Gold Prospecting club memberships for periods varying
from one year to lifetime memberships.  For nonlifetime memberships, revenue is
recognized over the life of the membership.  Approximately 10% of the Gold
Prospecting club members are members of the Lost Dutchman's club referred to in
the paragraph above.  Based on demographics, the Gold Prospecting club members
have a longer term than the Lost Dutchman's members. Management estimates the
expected period of time a lifetime member is active in the membership club to
be fifteen years.  Accordingly, for lifetime memberships, revenue is recognized
over fifteen years.  Effective March 1, 1994, the expected period of time a
lifetime member is active in the membership club was extended from ten to
fifteen years as it was determined that lifetime members are remaining active
on average approximately fifteen years.

Reclassification:

Certain prior year amounts in the consolidated financial statements have been
reclassified to conform to the current year presentation.

Advertising:

Advertising costs are charged to income as incurred and production costs of
advertising are expensed the first time the advertising takes place except for
production costs related to the TNN show.

Income taxes:

Deferred taxes are provided on a liability method whereby deferred tax assets
are recognized for deductible temporary differences and deferred tax
liabilities are recognized for taxable temporary differences.  Temporary
differences are the differences between the reported amounts of assets and
liabilities and their tax basis.  Deferred tax assets are reduced by valuation
allowance when, in the opinion of management, it is more likely than not that
some portion or all of the deferred tax assets will not be realized.  Deferred
tax assets and liabilities are adjusted for the effects of changes in tax laws
and rates on the date of the enactment.

NOTE 2.  RESTATEMENT OF CONSOLIDATED FINANCIAL STATEMENTS

The Company's December 31, 1995 and 1994 consolidated financial statements and
September 30, 1996 and 1995 consolidated financial statements have been
restated to reflect the above stated revenue recognition policy for its Lost
Dutchman's membership sales from a policy of recognizing most of the revenue
upon execution of a sales contract and the expiration of the refund period as
previously reported.  In addition, the consolidated financial statements have
been restated to eliminate all barter advertising revenue as previously
reported.  The Company's changes in accounting policy and in revenue
recognition policy have resulted in the following changes in sales revenue,
operating expenses and profits for the three months ended March 31, 1996 and
1995:
    




                                      -9-
<PAGE>   10
                     GLOBAL OUTDOORS, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


   
<TABLE>
<CAPTION>

                                   As Previously       Change in LDMA         Barter             As
                                      Reported        Sales Accounting      Eliminated        Restated
                                    ------------      ----------------    ------------      -----------
<S>                               <C>                 <C>                 <C>              <C>
3-31-95
-------
Assets                              $ 6,406,934         $(2,594,814)       $          -    $  3,812,120
Shareholder equity                    3,604,834          (1,884,245)                  -       1,720,589
Total net revenue                     2,122,324            (469,328)           (961,400)        691,596
Operating expenses                    1,801,967             (16,207)           (961,400)        824,360
                                    -----------         ------------        ------------     ----------
   Net income before tax                320,357            (453,121)                  -       (132,764)
Income tax expense                      115,000            (163,930)                  -        (48,930)
   Net income                           205,357            (289,191)                  -        (83,834)
   Earnings per share               $       .05         $      (.07)       $          -    $      (.02)


3-31-96
-------
 Assets                             $ 9,673,056         $ (4,745,550)      $          -    $ 4,927,506
 Shareholder equity                   5,341,892           (3,270,286)                 -      2,071,606
 Total net revenue                    3,437,688           (1,436,373)        (1,028,952)       972,363
 Operating expenses                   2,884,335             (161,362)        (1,028,952)     1,694,021
    Income before income                553,353           (1,275,011)                 -       (721,658)
      tax
 Income tax expense                     200,000             (474,230)                 -       (274,230)
 Net income                             353,353             (800,781)                 -       (447,428)
 Earnings per share                 $       .09         $       (.19)      $          -    $      (.10)

</TABLE>


As of December 31, 1995 scheduled payments and amounts to be recognized as
income in future years from existing Lost Dutchman's membership sales contracts
are:

<TABLE>
<CAPTION>
                               Scheduled         Revenue to Be
                                Payments            Recognized
                              ----------            ----------
 <S>                          <C>                  <C>
 1996                         $  981,624            $1,072,865
 1997                            902,957             1,072,865
 1998                            800,538             1,072,865
 1999                            698,617             1,072,865
 2000                            426,045             1,045,332
 2001 and after               $1,465,629            $3,486,377
                              ----------            ----------

 Total                        $5,275,410            $8,823,169
                              ==========            ==========
</TABLE>
    





                                      -10-
<PAGE>   11

   
                     GLOBAL OUTDOORS, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 3.  PROPERTY, PLANT AND EQUIPMENT

The components of property, plant and equipment are as follows:

<TABLE>
<CAPTION>
                                                             MARCH 31          MARCH 31          DECEMBER 31
                                                               1996              1995                1995
                                                           ------------     --------------      -------------
<S>                                                       <C>               <C>                  <C>
 Membership recreational mining properties:
    Land                                                   $    859,677     $     384,568       $     604,477
    Buildings and improvements                                   66,845            64,596              66,845
                                                           ------------     --------------      -------------
                                                                926,522           449,164             671,322
    Less accumulated depreciation                               (26,105)          (21,605)            (24,605)
                                                           ------------     -------------       -------------
                                                           $    900,417     $     427,559       $     646,717
                                                           ============     =============       =============

 Alaska recreational mining properties:
    Land                                                     $1,202,373        $1,202,373          $1,202,373
     Buildings and Improvements                                 444,549           444,549             444,549
     Vehicles and equipment                                     842,137           796,387             842,137
                                                           ------------     -------------       -------------
                                                              2,489,059         2,443,309           2,489,059
     Less accumulated depreciation                             (960,007)         (863,007)           (939,007)
                                                           ------------     -------------       -------------
                                                           $  1,529,052     $   1,580,302       $   1,550,052
                                                           ============     =============       =============

Equipment leasehold improvements:

     Furniture and fixtures                                $     59,652     $       3,477       $      38,914
     Equipment                                                  334,892            96,688             255,259
     Vehicles                                                    94,102            89,926              94,102
     Leasehold improvements                                      13,606             1,950               8,876
                                                           ------------     -------------       -------------
                                                                502,252           192,041             397,151

 Less accumulated depreciation                                 (178,881)         (136,464)           (170,181)
                                                           ------------     -------------       -------------

                                                           $    323,371     $      55,577       $     226,970
                                                           ============     =============       =============
</TABLE>
    





                                      -11-
<PAGE>   12
                     GLOBAL OUTDOORS, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 4.  LONG-TERM DEBT

The Company purchased the Vein Mountain Camp for $250,000 to add to its Lost
Dutchman's holdings in February 1996.  The Camp consists of 130 deeded acres
located in the middle of North Carolina's motherlode.  There are presently no
improvements on the property.  There is camping for up to 250 self-contained
recreational vehicles.  In connection with the purchase the Company executed a
note payable to individuals in the amount of $200,000 secured by Deed of Trust
on the land.  The note is payable in monthly installments of interest at 7.5%
($1,250 per month) plus annual principal payments due every January commencing
in 1997 of $50,000.

NOTE 5.  STOCKHOLDERS' EQUITY

In February of 1992, the Board of Directors authorized a one-for-twenty reverse
stock split which reduced the number of outstanding common shares from
12,250,435 to 612,521.  The par value of the  Company's common stock was
simultaneously increased from $.001 a share to $.02 a share.  All per share
amounts for prior years have been restated to give retroactive effect to the
reverse stock split.

In August 1994, the Board of Directors authorized a two-for-one forward stock
split which increased the number of outstanding shares from 1,920,955 to
3,841,910.  The par value of the Company's common stock was not changed.

NOTE 6.  SUBSEQUENT EVENTS

In April 1996, The Outdoor Channel executed a media placement agreement with
Frederiksen Television, Inc. for the placement of direct response programming
on The Outdoor Channel, primarily during non peak hours.  The Company has begun
receiving minimum weekly checks of $14,000 pursuant to the contract.  In April
1996, The Outdoor Channel signed  an advertising agreement with Honda
Corporation.

NOTE 7.  CASH CONCENTRATION RISK

On March 31, 1996, the Company had approximately $124,217 at Home Savings.
Deposits at a financial institution in excess of $100,000 are not insured.

NOTE 8.  EARNINGS PER SHARE

Earnings per share are based on the weighted average number of common and
common equivalent shares outstanding during the year.  On March 31, 1996 and
1995, the weighted average number of shares for computing earnings per share
were 4,323,436 and 3,954,371, respectively.





                                      -12-
<PAGE>   13

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

This report on Form 10-QSB contains forward-looking statements within the
meaning of Section 27A of the Securities Act of 1933 and Section 21E of the
Securities Exchange Act of 1934.  The Company intends that such forward-looking
statements be subject to the safe harbors created thereby.  This report should
be read in conjunction with the Company's report on Form 10-KSB and Form
10-KSB/A for the year ended December 31, 1995.

COMPARISON OF QUARTERS ENDED MARCH 31, 1996 AND MARCH 31, 1995

         Revenues.  The Company's revenues include revenues from advertising
fees, GPAA and Lost Dutchman's membership sales, product sales and the Trips
Division sales.  Advertising fees result from the sale of advertising time on
The Outdoor Channel and from advertising space in publications such as the Gold
Prospector magazine.  Revenues for the quarter ended March 31, 1996 were
$972,363, a substantial increase of $280,767 or 41%, compared to revenues of
$691,596 for the quarter ended March 31, 1995.  This increase was the result
increases in two items.  Membership sales increased to $823,911 for the quarter
ended March 31, 1996 from $615,905 for the quarter ended March 31, 1995, due to
an increase in accumulated revenue recognized for Lost Dutchman's and increase
in GPAA membership sales.  Advertising  increased to $134,612 for the quarter
ended March 31, 1996 from $68,899 for the quarter ended March 31, 1995,
primarily due to an increase in advertising revenue on The Outdoor Channel.
Despite management devoting significant time and resources to increasing
distribution and revenues for The Outdoor Channel, in the first quarter of
1996, the Company increased its Membership sales  This increase reversed the
trend of flat Membership sales.

         Expenses.   Expenses consist primarily of the cost of the Company's
satellite transponder and uplink facilities, programming, advertising and
promotion, sales and administrative salaries, office expenses and general
overhead.  Expenses for the quarter ended March 31, 1996 were $1,694,021 a very
substantial increase of $869,661, or 106%, compared $824,360 for the quarter
ended March 31, 1995.  This increase was predominately due to increases in
specific areas.  The primary component of the increase was the increased cost
of advertising to $709,075 for the quarter ended March 31, 1996 from $207,809
for the quarter ended March 31, 1995,  due to production costs and purchasing
advertising time on The Nashville Network ("TNN") for the Company's "Gold
Prospecting Show."  The Cost of these items was several hundres thousand
dollars for the quarter ended March 31, 1996.  There was no similar expense for
the quarter March 31, 1995.  Although membership sales increased in the first
quarter of 1996, compared to the same period in 1995, these increases were not
due in substantial part to the "Gold Prospecting Show." The show was popular
with viewers but due to the lack of immediate commercial success the Company
has decided to devote its resources to other aspects of the Company's business
with the show ending its run on TNN at the end of May 1996.  Compensation and
Related Payroll Costs increased to $298,079 for the quarter ended March 31,
1996, compared to $160,120 for the quarter ended March 31, 1995.  This increase
was due to the cumulative addition of executive, sales and administrative
personnel for The Outdoor Channel during the period after March 31, 1995.
Shows and Seminars increased to $82,128 for the quarter ended March 31, 1996,
compared to $15,667 for the quarter ended March 31, 1995, due to substantial
increase in participation by The Outdoor Channel in trade shows for the purpose
of increasing industry visibility.

         Income Before Income Taxes.  Income before income taxes decreased as a
percentage of revenues from (12)% for the quarter ended March 31, 1995 to (46)%
for the quarter ended March 31, 1996.  The expenses incurred for "The Gold
Prospecting Show" on TNN was the primary reason for this decline.
    





                                      -13-
<PAGE>   14
   
         Income Tax Expense.  Income tax expense for the quarter ended March
31, 1996 was $(274,230) compared to $(48,930) for the quarter ended March 31,
1995, due to at greater loss for the quarter ended March 31, 1996 as compared
to March 31, 1995.

GENERAL

         Management of Global continued its emphasis on the growth and
development of The Outdoor Channel during the first and second quarters of
1996.  Although The Outdoor Channel is not aligned with any sizable
entertainment or cable company, as are many emerging channels, it has achieved
substantial visibility in the cable industry.  The Company is committed to
converting visibility for The Outdoor Channel's programming into greater
distribution into cable households.  Greater distribution will allow the
Company to charge higher advertising rates, command subscriber fees from cable
affiliates, attract more advertisers and receive greater revenues for the
Company's products.

         Christopher B. Forgy joined the Company as President and Chief
Executive Officer of The Outdoor Channel.  Mr. Forgy is a recognized and highly
regarded cable television executive.  From 1989 to 1995, he was Senior Vice
President of Marketing, Sales and Programming for Times Mirror Cable
Television.  He is Immediate Past Chairman of the Cable Television
Administration and Marketing Society (CTAM), the cable industry's professional
association of marketers, with some 5,000 national members.  He has also served
on the boards of directors of the Cabletelevision Advertising Bureau (CAB), the
National Association of Minorities in Cable, the NAMIC Foundation and Pay Per
View Holding Company, Inc., which owns and operates the Viewer's Choice
networks.  It is anticipated that Mr. Forgy will have a major impact on The
Outdoor Channel and Company as a whole.

         In April 1996, The Outdoor Channel executed a media placement
agreement with Frederiksen Television, Inc. for the placement of direct
response programming on The Outdoor Channel, primarily during off hours.  The
Company has begun receiving minimum weekly checks of $14,000 pursuant to the
contract.  In April 1996, The Outdoor Channel signed  an advertising agreement
with Honda Corporation.

         In May 1996, the Company hired James E. Crawford as Vice President for
Sales and Marketing for The Outdoor Channel.  Mr. Crawford is also a recognized
cable television executive.  From October 1995 to April 1996, he was the
Director of Affiliate Sales Western Division for Outdoor Life Network, a
competitor of The Outdoor Channel, and for Speedvision Network.  Mr. Crawford
was instrumental in Outdoor Life's sales and marketing from that network's
inception.

         A primary objective of the Company is to obtain distribution for The
Outdoor Channel.  To accomplish this objective the Channel seeks to sign
national carriage agreements with multiple systems operators ("MSOs") and
thereafter carriage agreements with the MSOs' individual cable affiliates.  In
January 1996, The Outdoor Channel signed a national carriage agreement with
Fanch Communications which has 270,000 subscribers.  In March 1996, The Outdoor
Channel signed a national carriage agreement with Service Electric Cable which
has 257,000 subscribers.  In April 1996, The Outdoor Channel was launched on
several cable affiliates of Bresnan Communications which has 209,000
subscribers in anticipation of signing a national carriage agreement.  In May
1996, The Outdoor Channel signed a national carriage agreement with Northland
Communications which has 191,000 subscribers.  The Company has received verbal
agreements with several other MSO's.  The Outdoor Channel on an ongoing basis
is being launched on the individual cable affiliates of the above MSO's  as
well as MSO's that were signed with prior to 1996 such as TCA Cable and Westar
Communications. The Company intends to continue its promotional activities,
such as attending regional and local cable trade shows, in order to increase
cable industry awareness of The Outdoor Channel.
    





                                      -14-
<PAGE>   15
   
         The Company added the Vein Mountain Camp to its Lost Dutchman's
holdings in February 1996.   The Vein Mountain Camp is located in West Central
North Carolina approximately 7 miles from the town of Marion.  The Camp
consists of 130 deeded acres located in the middle of North Carolina's
motherlode.  Between 1829 and 1830, seven pound nuggets were reported to have
been taken from the property.  During the same era a 28 pound nugget and 200
pound mass of gold and quartz were reported to have been taken within several
miles of the property.  There are presently no improvements on the property.
There is camping for up to 250 self-contained recreational vehicles.

         The Company undertook a major Lost Dutchman's sales effort commencing
in August and ending December 1995.  The effort was very successful.  The
Company has changed the sale refund period to 10 days effective May 1, 1996.
The Company will continue to aggressively market Lost Dutchman's memberships in
1996.

         In January 1996, the Company began the weekly airing of the "Gold
Prospecting Show" on The Nashville Network ("TNN"), a network with
approximately 70 million potential viewers.  While the show was a success with
viewers, the Company did not achieve the commercial success through the sales
of its products and services and advertising time that it had anticipated.  The
Company discontinued the show at the end of May 1996.  While the Company
believes the show would eventually have become a commercial success it has
elected to allocate resources that would have been devoted to the show to The
Outdoor Channel.

         The Company conducted the final closing for $100,375 of a private
placement of its Common Stock in January 1996.  The private placement consisted
of the sale of Units at a price of $7.50 per Unit, each made up of two (2)
shares of Common Stock and one (1) Class E Warrant to purchase Common Stock.  A
total of 110,984 Units were sold for $832,380.   Net proceeds to the Company
were approximately $700,000.

         To achieve modest growth, the Company believed at quarter end that its
available funds, credit line and expected cash flow to be generated from
operations would be adequate to meet the Company's anticipated cash needs
during the next 12 months.  In order to have a higher growth rate, the Company
believes it will be necessary to obtain outside capital.  The Company can place
no assurance on receiving equity funding through outside sources.  If cash flow
from operations are insufficient or if working capital requirements are greater
than anticipated, the Company could be required to seek financing.  There can
be no assurance that equity or debt financing will be available if needed, or,
if available, will be on terms favorable to the Company or its shareholders.
Significant dilution may be incurred by present shareholders as a result of any
such financing.

         Effective January 20, 1997, the Company restated its financial
statements for the year ended December 31, 1995 and 1994, to among other
matters, recognize revenue from its Lost Dutchman's sales on a straight line
basis over ten years and eliminate barter advertising revenue and the
offsetting expense.  This restatement resulted in a substantial reduction of
revenue, income, assets and equity for the Company.  The financial statements
herein have also been restated and all matters related thereto reflect the
restatements.
    





                                      -15-
<PAGE>   16
   
ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

         (a)     Exhibits

                 Exhibit 27  -  Financial Data Schedule.

         Exhibit
         Number
         -------
            -


             (b)     Reports on Form 8-K

                     A report on Form 8-K was filed with the Securities and
                     Exchange Commission on approximately March 27, 1996.  Said
                     report concerned the dismissal of McGladrey & Pullen, LLP
                     as the Company's auditor.

                     A report on Form 8-K was filed with the Securities and
                     Exchange Commission on approximately March 29, 1996.  Said
                     report concerned the hiring of Kenneth E. Walsh, Certified
                     Public Accountant, as the Company's auditor.
    





                                      -16-
<PAGE>   17
   
                                   SIGNATURES

In accordance with the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this Amendment No. 1 to this report to be signed on
its behalf by the undersigned thereunto duly authorized.


                                           GLOBAL OUTDOORS, INC.
                                           (Registrant)


Dated:  January  30, 1997                  By:     /s/ PERRY T. MASSIE
                                               ----------------------------
                                               PERRY T. MASSIE,
                                               President and Chief
                                               Executive Officer




Dated:  January 30, 1997                   By:     /s/ DAVID M. ASHWOOD
                                               ----------------------------
                                               DAVID M. ASHWOOD,
                                               Chief Financial Officer
                                               (Principal Financial and
                                               Accounting Officer)
    





                                      -17-