<PAGE>

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

                                   FORM 10-QSB
(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, 2001
                                        --------------

[ ]      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:
                                                    Number of Shares Outstanding
           Class                                         at August 14, 2001
 ----------------------------                       ----------------------------
 Common Stock, $.02 par value                                 5,276,573


<PAGE>

                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                   FORM 10-QSB

                              FINANCIAL STATEMENTS
                                 PART I - ITEM 1

--------------------------------------------------------------------------------
                      FOR THE QUARTER ENDED JUNE 30, 2001
--------------------------------------------------------------------------------

                              GLOBAL OUTDOORS, INC.









                                       -2-


<PAGE>
<TABLE>

                     GLOBAL OUTDOORS, INC. AND SUBSIDIARIES
                      CONDENSED CONSOLIDATED BALANCE SHEETS

                                     ASSETS
<CAPTION>

                                                                                June 30     December 31
                                                                            -------------  -------------
                                                                                 2001           2000
                                                                            -------------  -------------
                                                                             (unaudited)
<S>                                                                          <C>            <C>
Current assets:
      Cash and cash equivalents                                              $  1,984,577   $  1,844,449
      Accounts receivable, net of allowance for
        doubtful accounts of $114,196 and $206,766                              1,521,412      1,613,167
      Inventories                                                                 136,207        116,957
      Deferred tax assets                                                       1,278,514      1,387,230
      Receivable from stockholders                                                 48,714         35,421
      Other current assets                                                        462,636         23,958
                                                                            -------------  -------------
             Total current assets                                               5,432,060      5,021,182
                                                                            -------------  -------------

Property, plant and equipment, net:
      Membership recreational mining properties                                 1,363,644      1,378,611
      Alaska recreational mining properties                                     1,191,363      1,194,880
      Outdoor Channel equipment and improvements                                  747,483        670,084
      Other equipment and leasehold improvements                                  627,338        388,361
                                                                            -------------  -------------
             Property, plant and equipment, net                                 3,929,828      3,631,936
                                                                            -------------  -------------

Trademark, net                                                                    154,075        161,365
Other assets                                                                       39,502         84,775
                                                                            -------------  -------------
             Totals                                                          $  9,555,465   $  8,899,258
                                                                            =============  =============

See Notes to Condensed Consolidated Financial Statements.

</TABLE>

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

<CAPTION>
                                     LIABILITIES AND STOCKHOLDERS' EQUITY

                                                                                  June 30      December 31
                                                                               -------------  -------------
                                                                                    2001           2000
                                                                               -------------  -------------
                                                                                (unaudited)
<S>                                                                            <C>            <C>
Current liabilities:
      Accounts payable and accrued expenses                                    $    862,891   $  1,068,933
      Customer deposits                                                             706,118
      Current portion of notes and capital lease obligations payable                157,367        128,290
      Current portion of stockholder loans                                           82,106         76,259
                                                                               -------------  -------------
             Total current liabilities                                            1,808,482      1,273,482

Stockholder loans, net of current portion                                           480,887        613,594
Other notes and capital lease obligations payable, net of current portion           669,492        467,747
Deferred revenue                                                                  1,667,420      1,802,555

Deferred satellite rent obligations                                                 550,370        584,480
Deferred compensation                                                               339,000        308,750
                                                                               -------------  -------------
             Total liabilities                                                    5,515,651      5,050,608
                                                                               -------------  -------------
Commitments and contingencies

Minority interest in subsidiary                                                     696,375        631,183
                                                                               -------------  -------------
Stockholders' equity:
      Convertible preferred stock, nonvoting, 10% non-cumulative, no liquidation
         preference, $.001 par value; 10,000,000 shares
         authorized; 60,675 shares issued and outstanding                                61             61
      Common stock, $.02 par value; 50,000,000 shares authorized;
         5,276,573 and 5,274,073 shares issued and outstanding                      105,531        105,481
      Less common stock subscriptions receivable                                   (221,250)      (221,250)
      Treasury Stock, at cost; 59,500 and 47,000 shares at
         June 30, 2001 and December 31, 2000, respectively                         (256,265)      (189,466)
      Additional paid-in capital                                                  3,504,222      3,429,272
      Retained Earnings                                                             211,140         93,369
                                                                               -------------  -------------
             Total stockholders' equity                                           3,343,439      3,217,467
                                                                               -------------  -------------

             Totals                                                             $ 9,555,465    $ 8,899,258
                                                                               =============  =============
</TABLE>

See Notes to Condensed Consolidated Financial Statements.

                                       -4-

<PAGE>
<TABLE>

                     GLOBAL OUTDOORS, INC. AND SUBSIDIARIES
                CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
<CAPTION>

                                                   Three Months Ended June 30           Six Months Ended June 30
                                                  ------------------------------    ------------------------------
                                                           (unaudited)                        (unaudited)
Revenues:                                              2001            2000              2001            2000
                                                  -------------    -------------     -------------    -------------
<S>                                               <C>              <C>               <C>              <C>
       Advertising                                $  2,346,674     $  1,832,304      $  4,334,710     $  3,375,883
       Subscriber fees                               1,005,878          728,451         1,695,989        1,335,845

       Membership services                             799,267          756,886         1,692,769        1,485,173
       Trips and outings                                51,006           38,678            89,140           69,354
       Other Income                                     45,368            1,271            50,046            2,996
                                                  -------------    -------------     -------------    -------------
            Total revenues                           4,248,193        3,357,590         7,862,654        6,269,251
                                                  -------------    -------------     -------------    -------------

Expenses:
       Satellite transmission fees                     551,649          530,684         1,104,278        1,056,772
       Advertising and programming                     485,859          402,242         1,120,300          615,046
       Trips and outings                                20,050                             39,850
       Selling, general and administrative           2,909,921        1,693,859         5,272,644        3,346,258
                                                  -------------    -------------     -------------    -------------

            Total expenses                           3,967,479        2,626,785         7,537,072        5,018,076
                                                  -------------    -------------     -------------    -------------

Income  from operations                                280,714          730,805           325,582        1,251,175

Other income (expense):
   Interest expense                                    (26,773)         (54,951)          (57,749)         (98,167)
   Interest income                                      32,783           20,401            52,130           46,281
                                                  -------------    -------------     -------------    -------------

Income before provision (credit) for
   income taxes and minority interest                  286,724          696,255           319,963        1,199,289

Provision (credit) for income taxes                    122,836         (150,000)          137,000         (300,000)
                                                  -------------    -------------     -------------    -------------

Income before minority interest                        163,888          846,255           182,963        1,499,289

Minority interest in net income of
   consolidated subsidiary                              52,355          128,187            65,192          236,035
                                                  -------------    -------------     -------------    -------------

Net income                                        $    111,533     $    718,068      $    117,771     $  1,263,254
                                                  =============    =============     =============    =============

Earnings per common share:
  Basic                                           $       0.02     $       0.14      $       0.02     $       0.24
                                                  =============    =============     =============    =============
  Diluted                                         $       0.02     $       0.13      $       0.02     $       0.23
                                                  =============    =============     =============    =============

Weighted average number of common shares outstanding:
  Basic                                              5,224,704        5,260,612         5,224,399        5,260,612
                                                  =============    =============     =============    =============
  Diluted                                            5,710,976        5,449,213         5,702,674        5,453,222
                                                  =============    =============     =============    =============


</TABLE>

See Notes to Condensed Consolidated Financial Statements.

                                       -5-
<PAGE>

<TABLE>
                               GLOBAL OUTDOORS, INC. AND SUBSIDIARIES
                          CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

<CAPTION>
                                                                  Six Months Ended June 30,
                                                                -------------------------------
                                                                     2001             2000
                                                                -------------------------------
                                                                          (unaudited)
<S>                                                             <C>              <C>
Operating activities:
    Net income                                                  $   117,771      $ 1,263,254
    Adjustments to reconcile net income to net cash
        provided by operating activities:
        Depreciation and amortization                               252,073          123,464
        Provision for doubtful accounts                             306,618          (17,898)
        Deferred income taxes                                       108,716         (300,000)
        Issuance of subsidiary stock as compensation                                 190,209
        Interest on stock subscription receivable                   (13,293)
        Stock option compensation expense                            56,250
        Minority interest in net income of consolidated
           subsidiary                                                65,192          236,035
    Cash provided (used) by changes in operating assets
        and liabilities:
        Accounts receivable                                        (214,863)        (466,394)
        Inventories                                                    (500)           3,068
        Other current assets                                       (438,678)        (294,937)
        Other assets                                                 45,273          (28,124)
        Accounts payable and accrued expenses                       505,283          521,535
        Deferred revenues                                          (135,135)        (184,494)
        Deferred satellite rent obligations                         (34,110)          (6,110)
        Deferred compensation                                        30,250          (91,001)
                                                                ------------     ------------

           Net cash provided by operating activities                650,847          948,607
                                                                ------------     ------------

Investing activities:
    Purchases of property, plant, and equipment                    (327,718)        (244,244)
                                                                ------------     ------------

Financing activities:
    Principal payments on long-term debt and capital leases        (334,135)        (514,387)
    Principal payments on stockholder loans                        (132,067)
    Proceeds from long term debt                                    350,000
    Purchase of treasury stock                                      (66,799)
    Advances from Stockholders                                                       178,695
                                                                ------------     ------------

           Net cash used in financing activities                   (183,001)        (335,692)
                                                                ------------     ------------

Net increase in cash and cash equivalents                           140,128          368,671

Cash and cash equivalents, beginning of period                    1,844,449          750,351
                                                                ------------     ------------

Cash and cash equivalents, end of period                        $ 1,984,577      $ 1,119,022
                                                                ============     ============
Supplemental disclosure of noncash investing and
financing activities:

 Acquisition of equipment under capital lease obligations       $   215,000
                                                                ============
 Issuance of common stock for purchase of inventory             $    18,750
                                                                ============
</TABLE>

See Notes to Condensed Consolidated Financial Statements.

                                       -6-


<PAGE>

                     GLOBAL OUTDOORS, INC. AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)

Note 1.  Organization, Management Statement and Reference to Form 10-KSB

              Organization
              ------------

              Global Outdoors, Inc. (the "Company") owns a majority interest in
              The Outdoor Channel, Inc. ("The Outdoor Channel" or "Channel"), a
              national television network devoted primarily to traditional
              outdoor activities, such as hunting, fishing, shooting sports,
              rodeo and recreational gold prospecting. The Company has a variety
              of other business activities. The Company receives revenues from
              the sale of memberships in a gold prospecting club, Gold
              Prospectors' Association of America, Inc. ("GPAA") and from the
              sale of memberships in Lost Dutchman's (LDMA-AU, Inc.) 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
              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 receives revenues from its
              trips and outings division which includes its "Alaska Trip," a
              recreational gold mining expedition to the Company's Cripple River
              property located near Nome, Alaska, advertising revenue in a
              bi-monthly magazine, advertising revenues through cable television
              programming on The Outdoor Channel, Inc. and through merchandise
              sales.

Note 2.  Unaudited Interim Financial Statements

              In the opinion of management, the accompanying unaudited condensed
              consolidated financial statements reflect all adjustments,
              consisting of normal recurring accruals, necessary to present
              fairly the financial position of the Company as of June 30, 2001
              and its results of operations for the three and six months ended
              June 30, 2001 and 2000 and cash flows for the six months ended
              June 30, 2001 and 2000. Information included in the condensed
              consolidated balance sheet as of December 31, 2000 has been
              derived from, and certain terms used herein are defined in, the
              audited financial statements of the Company as of December 31,
              2000 and for the years ended December 31, 2000 and 1999 (the
              "Audited Financial Statements") included in the Company's Annual
              Report on Form 10-KSB (the "10-KSB") for the year ended December
              31, 2000 that was previously filed with the Securities and
              Exchange Commission (the "SEC"). Pursuant to the rules and
              regulations of the SEC, certain information and disclosures
              normally included in financial statements prepared in accordance
              with accounting principles generally accepted in the United States
              of America have been condensed or omitted from these financial
              statements unless significant changes have taken place since the
              end of the most recent fiscal year. Accordingly, these unaudited
              condensed consolidated financial statements should be read in
              conjunction with the Audited Financial Statements and the other
              information also included in the 10-KSB.

              The results of the Company's operations for the three and six
              months ended June 30, 2001 are not necessarily indicative of the
              results of operations for the full year ending December 31, 2001.

                                       -7-

<PAGE>

Note 3.  Earnings per share

              The Company has presented "basic" and "diluted" earnings per
              common share in the accompanying consolidated statements of
              operations in accordance with the provisions of Statement of
              Financial Accounting Standards No. 128, "Earnings per Share"
              ("SFAS 128"). Basic earnings per common share is calculated by
              dividing net income applicable to common stock by the weighted
              average number of common shares outstanding during each period.
              The calculation of diluted earnings per common share is similar to
              that of basic earnings per common share, except that the
              denominator is increased to include the number of additional
              common shares that would have been outstanding if all potentially
              dilutive common shares, such as those that could be issued upon
              the exercise of stock options and warrants and the conversion of
              preferred stock, were issued during the period.

              The computations of diluted earnings per common share for the
              three and six months ended June 30, 2001 and 2000 take into
              account the effects on the weighted average number of common
              shares outstanding of the assumed exercise of all of the Company's
              outstanding stock options and warrants, adjusted for the
              application of the treasury stock method, and the conversion of
              all of the Company's outstanding shares of preferred stock.

              The following table presents the calculation of the number of
              shares outstanding for the calculation of basic and diluted
              earnings per share in the three and six months ended June 30, 2001
              and 2000:

<TABLE>
<CAPTION>
                                                              Three months  Three months   Six months     Six months
                                                                  Ended        Ended         Ended           Ended
                                                              June 30,2001  June 30,2000  June 30,2001   June 30,2000
                                                              ------------  ------------  ------------   ------------
       <S>                                                      <C>           <C>           <C>             <C>
       Weighted average common shares outstanding and basic
       earnings per common share                                5,224,704     5,260,612    5,224,399       5,260,612

       Dilutive effect of potential common shares issuable
       upon conversion of preferred stock                          60,675        60,675       60,675          60,675

       Dilutive effect of potential common shares issuable upon
       exercise of stock options and warrants, as adjusted for
       the application of the treasury stock method               425,597       127,926      417,600         131,935
                                                              ------------  ------------  ------------   ------------
       Diluted weighted average common shares
       outstanding and diluted earnings per
       common share                                             5,710,976     5,449,213     5,702,674      5,453,222
                                                              ============  ============  ============   ============
</TABLE>





                                       -8-


<PAGE>

                     GLOBAL OUTDOORS, INC. AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)

Note 4.  Segment information

              The Company follows the provisions of Statement of Financial
              Accounting Standards No. 131, DISCLOSURES ABOUT SEGMENTS OF AN
              ENTERPRISE AND RELATED INFORMATION ("SFAS 131"). Pursuant to the
              provisions of SFAS 131, the Company is reporting segment
              information in the same format reviewed by the Company's
              management (the "management approach"). The Company segregates its
              business activities into the major areas that generate revenues.
              LDMA-AU and GPAA membership sales and related activities are
              reported separately as they deal with recreational prospecting and
              rights to use land and facilities for camping and recreational
              vehicle parking. Trips and outings constitute another business
              activity of the Company whereby members can participate in a group
              prospecting activity at a Company site, usually lasting for a week
              or less. The annual Alaska trip, included in this category, allows
              members to travel to the Company's Alaska property from one to six
              weeks to participate in prospecting activities. The Outdoor
              Channel is a separate business activity whereby the subsidiary
              broadcasts television programming on "The Outdoor Channel" 24
              hours a day, seven days a week, and recognizes advertising and
              subscription revenues.







                                       -9-


<PAGE>

                     GLOBAL OUTDOORS, INC. AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)

Note 4.  Segment information (concluded)

              Information with respect to these reportable business segments for
              the three months and six months ended June 30, 2001 and 2000 is as
              follows:

<TABLE>
<CAPTION>
                                             Income (Loss)                     Depreciation     Additions to
                                                Before           Total             and         Property, Plant
                              Revenues       Income Taxes       Assets         Amortization    and Improvements
                            ------------     ------------     ------------     ------------     ------------
<S>                         <C>              <C>              <C>              <C>              <C>
Three months ended June 30, 2001

Trips and Outings           $    51,006      $     3,659      $ 2,555,007      $    27,297      $    53,854
The Outdoor Channel           3,286,614          449,157        4,171,960           51,354           46,065
Membership sales
   of recreational
   prospecting and
   mineral rights and
   merchandise sales            910,573         (166,092)       2,828,498           56,997          134,988
                            ------------     ------------     ------------     ------------     ------------

      Totals                $ 4,248,193      $   286,724      $ 9,555,465      $   135,648      $   234,907
                            ============     ============     ============     ============     ============
</TABLE>
<TABLE>
<CAPTION>
                                             Income (Loss)                     Depreciation     Additions to
                                                Before           Total             and         Property, Plant
                              Revenues       Income Taxes       Assets         Amortization    and Improvements
                            ------------     ------------     ------------     ------------     ------------
<S>                         <C>              <C>              <C>              <C>              <C>
Six months ended June 30, 2001

Trips and Outings           $    89,140      $    21,993      $ 2,555,007      $    44,619      $   110,498
The Outdoor Channel           5,922,808          582,879        4,171,960           95,526          169,205
Membership sales
   of recreational
   prospecting and
   mineral rights and
   merchandise sales          1,850,706         (284,909)       2,828,498          111,928          262,970
                            ------------     ------------     ------------     ------------     ------------

      Totals                $ 7,862,654      $   319,963      $ 9,555,465      $   252,073      $   542,673
                            ============     ============     ============     ============     ============
</TABLE>

              Information with respect to these reportable business segments for
              the three months and six months ended June 30, 2000 is as follows:

<TABLE>
<CAPTION>
                                             Income (Loss)                     Depreciation     Additions to
                                                Before           Total             and         Property, Plant
                              Revenues       Income Taxes       Assets         Amortization    and Improvements
                            ------------     ------------     ------------     ------------     ------------
<S>                         <C>              <C>              <C>              <C>              <C>
Three months ended June 30, 2000

Trips and Outings           $    38,678      $    19,406      $ 1,308,045      $    19,272
The Outdoor Channel           2,434,754          822,402        3,229,230           35,816      $    84,716
Membership sales
   of recreational
   prospecting and
   mineral rights and
   merchandise sales            884,158         (145,553)       3,735,936            7,830           22,436
                            ------------     ------------     ------------     ------------     ------------

      Totals                $ 3,357,590      $   696,255      $ 8,273,211      $    62,918      $   107,152
                            ============     ============     ============     ============     ============

</TABLE>

                                      -10-
<PAGE>
                     GLOBAL OUTDOORS, INC. AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)
<TABLE>
<CAPTION>
                                             Income (Loss)                     Depreciation     Additions to
                                                Before           Total             and         Property, Plant
                              Revenues       Income Taxes       Assets         Amortization    and Improvements
                            ------------     ------------     ------------     ------------     ------------
<S>                         <C>              <C>              <C>              <C>              <C>
Six months ended June 30, 2000

Trips and Outings           $    69,354      $    30,810      $ 1,308,045      $    38,544
The Outdoor Channel           4,526,658        1,446,637        3,229,230           69,260      $   204,261
Membership sales
   of recreational
   prospecting and
   mineral rights and
   merchandise sales          1,673,239         (278,158)       3,735,936           15,660           39,983
                            ------------     ------------     ------------     ------------     ------------

      Totals                $ 6,269,251      $ 1,199,289      $ 8,273,211      $   123,464      $   244,244
                            ============     ============     ============     ============     ============
</TABLE>

Note 5.   Income Taxes

              The Company had an income tax provision of $123,000 and $137,000
              included in the accompanying condensed consolidated statements of
              operations for the three months and six months ended June 30,
              2001, respectively which was comprised of current tax expense of
              $25,000 and $28,000 and deferred tax expense of $98,000 and
              $109,000 for the three and six months ended June 30, 2001,
              respectively. The Company had a credit for income taxes of
              $150,000 and $300,000 for the three and six months ended June 30,
              2000, respectively which was comprised of a deferred credit for
              federal income taxes.

              During the six months ended June 30, 2001, the Company was able to
              increase revenues substantially, generate pre-tax income for
              financial statement and tax reporting purposes and utilize a
              portion of its net operating loss carryforwards as shown above. In
              addition, management believes that it is more likely than not that
              the Company will be able to generate sufficient future taxable
              income to enable it to utilize all of approximately $2,600,000 of
              the Company's remaining net operating loss carryforwards available
              as of June 30, 2000. Accordingly, the Company reduced its
              valuation allowance by approximately $250,000 and $400,000 and
              recognized a credit for Federal income taxes in the three and six
              months ended June 30, 2000, respectively.

Note 6.   Related Party transactions

              During the three month period ended June 30, 2001, the Company
              entered into a capital lease agreement with a principal
              stockholder for the purchase of printing equipment. The principal
              amount due under the capital lease was approximately $96,000, and
              was included in the capital lease obligations on the accompanying
              condensed consolidated balance sheet as of June 30, 2001. The
              lease bears interest at 10% and has a due date of March 1, 2003.

Note 7.   Stock Option Plan

              Under the terms of the Company's 1995 Stock Option Plan during the
              quarter ended June 30, 2001, the Company granted to employees
              options to purchase 33,000 shares of common stock at a price of
              $8.00 per share, the market value of the Company's common stock at
              the grant date. The options vest over four years and expire in ten
              years.

              In addition, during the quarter ended June 30, 2001, the Company
              approved a five-year Extension in the term of one employee's
              option to acquire 15,000 shares at $3.25 per share. This extension
              resulted in a charge to operations of approximately $56,000,
              representing the difference between the strike price and the
              market value of the underlying common stock at the date of the
              extension.

Note 8.   Common Stock

              During the quarter ended June 30, 2001, the Company issued 2,500
              shares of common stock for the purchase of inventory. The common
              stock had a fair market value of $7.50 per share on the date of
              issuance.

                                      -11-
<PAGE>

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 of Section 21E of the
Securities Exchange Act of 1934, as amended. 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
for the year ended December 31, 2000.


COMPARISON OF THREE MONTHS ENDED JUNE 30, 2001 AND JUNE 30, 2000

     REVENUES. The Company's revenues include revenues from advertising fees,
subscriber fees, GPAA and Lost Dutchman's membership sales, product sales and
trips and outings 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 June 30, 2001 were
$4,248,193, an increase of $890,603, or 27%, compared to revenues of $3,357,590
for the quarter ended June 30, 2000. This increase was the result of changes in
several items composing revenue. Advertising increased to $2,346,674 for the
quarter ended June 30, 2001 from $1,832,304 for the quarter ended June 30, 2000,
primarily due to an increase in advertising revenue on The Outdoor Channel.
Subscriber fees increased to $1,005,878 for the quarter ended June 30, 2001 from
$728,451 for the quarter ended June 30, 2000, primarily due to increases in
cable affiliate subscriber fees. Membership services increased to $799,267 for
the quarter ended June 30, 2001 from $756,886 for the quarter ended June 30,
2000 due to the increased distribution of The Outdoor Channel.

EXPENSES. The Company's expenses consist primarily of the cost of satellite
transponder and uplink facilities, programming, advertising and promotion, trips
and outings expenses, sales and administrative salaries, office expenses and
general overhead. Expenses for the quarter ended June 30, 2001 were $3,967,479
an increase of $1,340,694, or 51%, compared to $2,626,785 for the quarter ended
June 30, 2000. This increase was primarily the result of an increase in selling,
general and administrative expenses which increased significantly to $2,909,921
for the quarter ended June 30, 2001, compared to $1,693,859 for the quarter
ended June 30, 2000. This increase was due to several factors including the
following: Growth at The Outdoor Channel resulted in significant increases in
personnel related costs including bonuses and instituting a 401(K) plan. It was
determined to increase the allowance for doubtful accounts for the likely
default of one significant advertising customer and several smaller advertising
customers of The Outdoor Channel. Professional and legal expenses were incurred
to resolve a past contingency matter. Advertising and programming increased to
$485,859 for the quarter ended June 30, 2001, compared to $402,242 for the
quarter ended June 30, 2000, due to The Outdoor Channel's consumer and trade
awareness campaigns. Satellite transmission fees remained near the same level at
$551,649 for the quarter ended June 30, 2001 compared to $530,684 for the
quarter ended June 30, 2000.

     INCOME BEFORE PROVISION (CREDIT) FOR INCOME TAXES AND MINORITY INTEREST.
Income before provision (credit) for income taxes and minority interest was
lower as a percentage of revenues at 7% for the three months ended June 30, 2001
compared to 21% for the three months ended June 30, 2000. This was due primarily
to the Company incurring the expenses referred to above for the three months
ended June 30, 2001, compared to the three months ended June 30, 2000.

COMPARISON OF SIX MONTHS ENDED JUNE 30, 2001 AND JUNE 30, 2000

     REVENUES. The Company's revenues include revenues from advertising fees,
subscriber fees, GPAA and Lost Dutchman's membership sales, product sales and
trips and outings 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 six months ended June 30, 2001
were $7,862,654, an increase of $1,593,403, or 25%, compared to revenues of
$6,269,251 for the six months ended June 30, 2000. This increase was the result
of changes in several items composing revenue. Advertising increased to
$4,334,710 for the six months ended June 30, 2001 from $3,375,883 for the six
months ended June 30, 2000, primarily due to an increase in advertising revenue
on The Outdoor Channel. Subscriber fees increased to $1,695,989 for the six
months ended June 30, 2001 from $1,335,845 for the six months ended June 30,
2000, primarily due to increases in cable affiliate subscriber fees. Membership
services increased to $1,692,769 for the six months ended June 30, 2001 from
$1,485,173 for the six months ended June 30, 2000 due to the increased
distribution of The Outdoor Channel.


                                      -12-
<PAGE>

     EXPENSES. The Company's expenses consist primarily of the cost of satellite
transponder and uplink facilities, programming, advertising and promotion, trips
and outings expenses, sales and administrative salaries, office expenses and
general overhead. Expenses for the six months ended June 30, 2001 were
$7,537,072 an increase of $2,518,996, or 50%, compared to $5,018,076 for the six
months ended June 30, 2000. This increase was primarily the result of an
increase in selling, general and administrative expenses which increased
significantly to $5,272,644 for the six months ended June 30, 2001, compared to
$3,346,258 for the six months ended June 30, 2000. This increase was due to
several factors including the following: Growth at The Outdoor Channel resulted
in significant increases in personnel related costs including bonuses and
instituting a 401(K) plan. It was determined to increase the allowance for
doubtful accounts for the likely default of one significant advertising customer
and several smaller advertising customers of The Outdoor Channel. Advertising
and programming increased to $1,120,300 for the six months ended June 30, 2001,
compared to $615,046 for the six months ended June 30, 2000, due to The Outdoor
Channel's consumer and trade awareness campaigns. Satellite transmission fees
remained near the same level at $1,104,278 for the six months ended June 30,
2001 compared to $1,056,772 for the six months ended June 30, 2000.

     INCOME BEFORE PROVISION (CREDIT) FOR INCOME TAXES AND MINORITY INTEREST.
Income before provision (credit) for income taxes and minority interest was
lower as a percentage of revenues at 4% for the six months ended June 30, 2001
compared to 19% for the six months ended June 30, 2000. This was due primarily
to the Company incurring the expenses referred to above and to a softness in
advertising sales at The Outdoor Channel for the six months ended June 30, 2001,
compared to the six months ended June 30, 2000.

GENERAL

     Global Outdoors, Inc. (the "Company" or "Global") is the principal owner of
The Outdoor Channel, Inc. which owns and operates The Outdoor Channel ("The
Outdoor Channel" or "Channel"), the first national television network devoted
primarily to traditional outdoor activities, such as hunting, fishing, shooting
sports, rodeo and recreational gold prospecting. The Company also owns and
operates related businesses which serve the interests of viewers of The Outdoor
Channel and other outdoor enthusiasts. These related businesses include,
LDMA-AU, Inc. ("Lost Dutchman's"), Gold Prospectors' Association of America,
Inc. ("GPAA") and the Trips Division. Lost Dutchman's is a national recreational
gold prospecting campground club with over 6,000 members and properties in
California, Oregon, Nevada, Arizona, Colorado, Georgia, South Carolina and North
Carolina. GPAA is the largest recreational gold prospecting club in the world
with approximately 32,000 active members. GPAA also sells products and services
related to recreational gold prospecting and is the publisher of the Gold
Prospector magazine. The Company's Trips and outings Division sponsors unique
recreational prospecting trips to the historic Mother Lode area of California
and to the Company's 2300 acre camp, located 11 miles west of Nome, Alaska.

     The Company together with its predecessors has been selling its GPAA club
memberships since 1968. GPAA membership sales took a marked upswing in 1992 in
conjunction with the airing of the "Gold Prospector Show," a show the Company
has owned and produced since 1990. During 1992, the "Gold Prospector Show" was
broadcast on various television and cable channels, for which the Company
purchased air time. In 1993, GPAA launched The Outdoor Channel and, since then,
broadcasts of the "Gold Prospector Show" and related sales of GPAA memberships
have occurred almost exclusively on The Outdoor Channel. The Company intends
that The Outdoor Channel be used as a primary vehicle to promote the Company's
services and products and anticipates that it will be a factor in the future
growth of GPAA, Lost Dutchman's and the Trips Division. In that regard, in 1998
the Company entered into a long term contract with The Outdoor Channel whereby
the Company has the rights to ten hours of programming time and thirty sixty
second advertising spots per week. The Outdoor Channel became profitable and
cash flow positive in 1999. Subsequently, the Company has directed more
resources to other Company divisions.

     Although The Outdoor Channel is not aligned with any sizable entertainment
or cable company, as are many emerging channels, the Channel has become an
established network with industry wide visibility. The Outdoor Channel is
committed to converting visibility for the Channel's programming into greater
distribution into cable households. Greater distribution will allow The Outdoor
Channel to charge higher advertising rates, command higher subscriber fees from
cable affiliates, attract more advertisers and receive greater revenues for the
Company's products.

                                      -13-
<PAGE>

     A primary objective of the Company is for The Outdoor Channel to obtain
distribution. To accomplish this objective the Channel seeks to sign national
carriage agreements with multi system cable operators ("MSOs") and thereafter
carriage agreements with the MSOs' individual cable affiliates and to obtain
distribution with direct broadcast satellite ("DBS") companies. As of August
2001, The Outdoor Channel was launched on approximately 3,200 cable and DBS
systems with availability to approximately 34 million households of which The
Outdoor Channel has approximately 11 million subscribers. From January 1, 2001
to June 30, 2001, the Channel grew by approximately 2.8 million cable and DBS
subscribers.

     In April 2001, the press noted that ESPN may launch an outdoor network,
thereby adding a well connected competitor to The Outdoor Channel's niche. The
Outdoor Channel will continue to explore strategic partners and other strategic
alternatives such as an investment from a larger entity in its industry to
bolster its growth and enhance value. The Company is considering the engagement
of an investment bank to assist in this process.

     Although advertising revenue was up significantly for the quarter ended
June 30, 2001 compared to the quarter ended June 30, 2000, it was short of
management's expectations. This was due primarily to softness in short form
advertising for the second quarter at The Outdoor Channel. Short form
advertising sales which consists of thirty second to two minute spots has
recovered significantly so far in the third quarter, but it is too early to
determine whether The Outdoor Channel will meet its goals in this area. Although
expenses for the second quarter 2001 were up significantly compared to the
second quarter of 2000, the Company met its overall goal for total expenses for
the second quarter of 2001. There would have been significant savings on its
target except the bad debt expense was approximately $306,618 to provide for the
default of a long form advertising customer and several short form customers of
The Outdoor Channel. The Company also incurred $350,777 in professional and
legal expenses due to a past contingency matter that has been resolved.

     As of July 2001, the Company, as a whole, is generating sufficient cash
flow from operations to meet its short-term cash flow requirements. The Outdoor
Channel is also meeting its short-term cash flow requirements and is profitable.
Management believes that the Company's existing cash resources and anticipated
cash flow from operations will be sufficient to fund the Company's operations at
current and moderately expanded levels for the next twelve months. In the event
that the Company desires to grow at an accelerated rate, to the extent that its
anticipated cash flow is insufficient to finance the Company's working capital
requirements, 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. At the current level of operations, the Company is retiring some
of its existing debt and intends to make further improvements to some of its
other properties. At the current level of operations, the Channel has increased
its promotional activities and augmented its professional staff.

     Since July 30, 1997, the Company's Common Stock has been traded on the
NASD's over the counter Bulletin Board under the symbol "GLRS." Price quotes on
the Company's Common Stock can be obtained from any stockbroker. Also, price
quotes can be obtained from a number of other sources including internet sites
on America On Line, Yahoo Finance and cnbc.com.


                                      -14-


<PAGE>

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

    (a)  Exhibits
         --------

     Exhibit
     Number
     ------

     None.

    (b)  Reports on Form 8-K
         -------------------

         None.

                                      -15-


<PAGE>

                                   SIGNATURES

In accordance with 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.

                                        GLOBAL OUTDOORS, INC.
                                        (Registrant)

Dated:  August 14, 2001                    By: /s/ Perry T. Massie
                                            ----------------------------
                                            PERRY T. MASSIE,
                                            President and Chief
                                            Executive Officer

Dated:  August 14, 2001                    By:
                                            ----------------------------
                                            MARK C. CORCORAN,
                                            Controller
                                            (Principal Financial and Accounting
                                            Officer)











                                      -16-