SECURITIES AND EXCHANGE COMMISSION

                             Washington, D. C. 20549

                                   FORM 10-QSB

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

      For the quarterly period ended March 31, 2001

      OR

[ ]   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 333-41389

                             GLOBAL SOURCES LIMITED
        ----------------------------------------------------------------
        (Exact name of small business issuer as specified in its charter)

              DELAWARE                                       13-4020643
   ------------------------------                       -------------------
  (State of other jurisdiction of                        (I.R.S. Employer
  incorporation or organization)                        Identification No.)

                      1055 Parsippany Boulevard, Suite 106,
                          Parsippany, New Jersey 07054
                      -------------------------------------
                    (Address of principal executive offices)

                                (973) 316-0399
                 -----------------------------------------------
                (Issuer's Telephone Number, Including Area Code)

                                 Not Applicable
              ----------------------------------------------------
              (Former Name, Former Address and Former Fiscal Year,
                          if Changed Since Last Report)

      Check whether the issuer: (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such
shorter period that the registrant was required to file such reports), and(2)
has been subject to such filing requirements for the past 90 days.

Yes X No __

      State the number of shares outstanding of each of the issuer's classes of
common equity as of the latest practicable date: Common Stock, $.001 par value
per share - 10,966,999 shares outstanding as of May 18, 2001.

      Transitional Small Business Disclosure Format:

Yes __ No  X


<PAGE>

                             GLOBAL SOURCES LIMITED

                                      INDEX

PART I.       FINANCIAL INFORMATION

Item 1.       Consolidated Financial Statements

              Condensed Consolidated Balance Sheet as of
                March 31, 2001 (unaudited)                               3-4

              Condensed Consolidated Statements of Operations
                (unaudited) for the nine months ending
                March 31, 2001 and March 31, 2000                          5

              Condensed Consolidated Statements of Operations
                (unaudited) for the three months ended
                March 31, 2001 and March 31, 2000                          6

              Condensed Consolidated Statement of Cash Flows
                (unaudited) for the nine months ended
                March 31, 2001 and March 31, 2000                          7

              Notes to Condensed Consolidated Financial Statements      8-14

Item 2.       Management's Discussion and Analysis of Financial
              Condition and Results of Operations                      14-15


PART II.      OTHER INFORMATION

Item 1.       Litigation Proceedings                                      16

Item 2.       Changes in Securities and Use of Proceeds                   16

Item 4.       Submission of Matters to A Vote of Security Holders         16

Item 6.       Exhibits and Reports of Form 8-K                            16

SIGNATURES                                                                16

                                                                          Page 2


<PAGE>

Item 1.

                     GLOBAL SOURCES LIMITED AND SUBSIDIARIES

                      CONDENSED CONSOLIDATED BALANCE SHEET

                                 March 31, 2001
                                   (Unaudited)

ASSETS

CURRENT ASSETS:

Cash and cash equivalents                                           $  110,064

Accounts receivable, trade, net of allowance for
    doubtful accounts of $0 at March 31, 2001                          219,113
                                                                    ----------
                  TOTAL CURRENT ASSETS                                 329,177
                                                                    ----------

Property and equipment, net                                             10,976

Intangibles, net of accumulated amortization
    of $388,838 at March 31, 2001                                    1,696,257
                                                                    ----------

                  TOTAL                                             $2,036,410
                                                                    ==========

         The accompanying notes are an integral part of these condensed
                    consolidated interim financial statements

                                                                          Page 3


<PAGE>

                     GLOBAL SOURCES LIMITED AND SUBSIDIARIES

                      CONDENSED CONSOLIDATED BALANCE SHEET

                                 March 31, 2001
                                   (Unaudited)



LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES:

Accounts payable and accrued expenses                                $  957,465

Deferred revenue                                                         99,999

Loans payable                                                           375,000

Advances from Company officers                                          225,000
                                                                    -----------

                  TOTAL CURRENT LIABILITIES                           1,657,464
                                                                    -----------

REDEEMABLE COMMON STOCK, 400,000 shares at liquidation value            300,000

STOCKHOLDERS' EQUITY (DEFICIT):

Preferred stock, $.001 par value, 20,000,000 shares
    authorized, -0- shares issued and outstanding at
    March 31, 2001

Common stock, $.001 par value, 50,000,000 shares authorized,
    10,521,521 shares issued and outstanding at March 31, 2001           10,522

Additional paid in capital                                            8,257,482

Less:  prepaid employee compensation                                   (777,000)

Accumulated deficit                                                  (7,412,058)

Less:  Subscribed stock
                                                                    -----------

                  TOTAL STOCKHOLDERS' EQUITY (DEFICIT)                   78,946
                                                                    -----------

                  Total                                               2,036,410
                                                                    ===========

         The accompanying notes are an integral part of these condensed
                    consolidated interim financial statements

                                                                          Page 4

<PAGE>

                     GLOBAL SOURCES LIMITED AND SUBSIDIARIES

                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (Unaudited)

                                                    NINE MONTHS     NINE MONTHS
                                                       ENDED           ENDED
                                                  MARCH 31, 2001  MARCH 31, 2000
                                                  --------------  --------------

REVENUE                                            $   952,741      $   904,536
                                                   -----------      -----------
OPERATING EXPENSES:

    Payroll expenses                                   359,330        6,005,961

    General and administrative expenses                579,196        1,509,911

    Depreciation, amortization and
    impairment of goodwill                           1,283,838          112,511

    Provision - Disposition of Investment              200,000               --
                                                   -----------      -----------

       Total operating expenses                      2,422,364        7,628,383
                                                   -----------      -----------

       Operating loss                               (1,469,623)      (6,723,847)
                                                   -----------      -----------
NON-OPERATING INCOME (EXPENSE):

    Interest income                                         --              204

    Financing expense                                 (105,000)              --

    Interest expense                                   (35,086)         (28,761)
                                                   -----------      -----------

                  Net non-operating loss              (140,086)         (28,557)
                                                   -----------      -----------

                  Net loss                          (1,609,709)      (6,752,404)
                                                   ===========      ===========

Basic and diluted net loss per share -                  ($0.16)          ($0.97)
                                                   ===========      ===========
Diluted weighted average common shares
outstanding                                          9,971,673        6,935,285
                                                   ===========      ===========

         The accompanying notes are an integral part of these condensed
                    consolidated interim financial statements

                                                                          Page 5


<PAGE>

                     GLOBAL SOURCES LIMITED AND SUBSIDIARIES

                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (Unaudited)

                                                   THREE MONTHS    THREE MONTHS
                                                      ENDING         ENDING
                                                  MARCH 31, 2001  MARCH 31, 2000

REVENUE                                          $    266,519     $    579,796

OPERATING EXPENSES:
    Payroll expenses                                  103,984        1,757,626

    General and administrative expenses                144,00          616,720

    Depreciation, amortization and

    Impairment of goodwill                            146,496           36,593

    Provision for Disposition of
    Investment                                        200,000               --
                                                 ------------     ------------

                  Total operating expenses           (594,483)       2,410,939
                                                 ------------     ------------
                  Operating loss                     (327,964)      (1,831,143)
NON-OPERATING EXPENSE:
    Interest expense                                  (12,500)          (9,650)

                  Net non-operating loss              (12,500)          (9,650)
                                                 ------------     ------------

                  Net loss                           (340,464)      (1,840,793)
                                                 ============     ============
Basic and diluted net loss per share                    ($.03)           ($.18)

Diluted weighted average common shares
outstanding                                        10,521,521       10,044,419

         The accompanying notes are an integral part of these condensed
                    consolidated interim financial statements

                                                                          Page 6


<PAGE>

                     GLOBAL SOURCES LIMITED AND SUBSIDIARIES

                 CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS

                                   (Unaudited)

<TABLE>
<CAPTION>
                                                           NINE MONTHS      NINE MONTHS
                                                             ENDING           ENDING
                                                         MARCH 31, 2001    MARCH 31, 2000
<S>                                                       <C>              <C>
CASH FLOWS FROM OPERATING ACTIVITIES
    Net loss                                              $(1,609,709)     $(6,705,607)
    Adjustments to reconcile net loss to net cash
    provided by operating activities:
        Amortization of Goodwill                              439,487          112,511
        Amortization of prepaid employee compensation         279,000        2,016,200
        Financing costs                                       105,000               --
        Stock issued for acquisitions and related            (227,750)
        recapitalization
        Impairment of Goodwill                                645,000               --
        Changes in assets and liabilities:
           Trade and other receivables                        166,049         (564,187)
           Prepaid expenses and other assets                   35,170         (185,061)
           Accounts payable and accrued expenses           (1,070,138)       2,209,591
           Deferred revenue                                  (210,163)
                                                          -----------      -----------

                  Net cash used by operating activities    (1,220,304)      (3,344,303)
                                                          -----------      -----------

CASH FLOWS FROM INVESTING ACTIVITIES
    (Purchases) dispositions of property and equipment          1,937          (61,597)
    Capital contributed by Company Officers                                  2,283,868
                                                          -----------      -----------
                  Net cash provided by investing
                  activities                                    1,937        2,222,271
                                                          -----------      -----------
CASH FLOWS FROM FINANCING ACTIVITIES
    Stock sold to investors                                        --          577,651
    Repayment of a note payable to former company             (16,000)              --
    officer
    Repayments - Officers                                     174,668               --
    Advances from Company Officers                            225,000               --
    Common Stock Sold to Investors                            681,677               --
    Redeemable Common Stock                                   195,000               --
    Subscribed Stock                                            3,875               --
    Repayment of debt                                              --          (50,000)
                                                          -----------      -----------
                  Net cash provided by financing
                  activities                                1,264,220          527,651
                                                          ===========      ===========

NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS           45,853         (594,381)

CASH AND CASH EQUIVALENTS:
    Beginning of period                                        64,211          500,445
                                                          -----------      -----------
    End of period                                         $   110,064      $   (93,936)
                                                          ===========      ===========

SUPPLEMENTAL CASH FLOW INFORMATION:
                  Income taxes paid                                --               --
                                                          -----------      -----------
                  Interest paid                           $    12,500      $    26,400
                                                          ===========      ===========
</TABLE>

         The accompanying notes are an integral part of these condensed
                    consolidated interim financial statements

                                                                          Page 7


<PAGE>

                     GLOBAL SOURCES LIMITED AND SUBSIDIARIES

          NOTES TO CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
                                   (UNAUDITED)

Consolidated Condensed Interim Financial Statements

      The condensed  consolidated  unaudited interim  financial  statements have
been  prepared  pursuant  to the rules and  regulations  of the  Securities  and
Exchange Commission.  Certain information and note disclosures normally included
in the annual  financial  statements  prepared  in  accordance  with  accounting
principles  generally  accepted  in the United  States  have been  condensed  or
omitted pursuant to those rules and  regulations,  although the Company believes
the  disclosures  made  are  adequate  to make  the  information  presented  not
misleading.  In the opinion of management,  all adjustments necessary for a fair
presentation have been included in the condensed  financial  statements  herein.
The results of  operations  for the quarter and the nine months ending March 31,
2001 are not  necessarily  indicative  of the results for the fiscal year ending
June 30, 2001. The sale of the Company's services is subject to general economic
conditions.   The  preparation  of  financial   statements  in  conformity  with
accounting   principles   generally  accepted  in  the  United  States  requires
management to make estimates and assumptions that affect the reported amounts of
revenue and expenses  during the reporting  period.  Actual results could differ
from these estimates.  The financial statements have been prepared by management
without a review, pursuant to Statement on Auditing Standards No. 71, being done
by Company's Independent Accountants.

NOTE 1 - ORGANIZATION AND BASIS OF PRESENTATION

      Global Sources Limited and its wholly-owned  subsidiaries  (the "Company")
provide  strategic  staffing  solutions in addition to  marketing,  training and
development programs, seminars, and employee benefits.

      The Company was formerly known as First Sunrise, Inc., a company organized
under the State of Delaware on April 28, 1997. First Sunrise, Inc. was organized
as a vehicle to acquire or merge with a business  or  company.  On  December  9,
1999,  First Sunrise,  Inc. merged with Platinum  Executive  Services,  Inc. For
accounting  purposes,  Platinum  Executive  Services,  Inc.  was  treated as the
acquirer and the  acquisition  was  accounted  for using the purchase  method of
accounting.  On the same date,  the  merged  entity  changed  its name to Global
Sources Limited. The Company has offices in New York and New Jersey.

      As shown in the accompanying financial statements,  the Company incurred a
net loss of $1,609,709  during the nine months ended March 31, 2001. As of March
31, 2001 the current liabilities exceeded its current assets by $1,328,287.  The
Company is delinquent in connection with various obligations.  These factors, as
well as the  uncertain  conditions  that the Company  faces with  respect to its
ability to pay its debts, as they become due, create substantial doubt as to the
Company's  ability to continue as a going concern.  The financial  statements do
not include any adjustments  that might be necessary if the Company is unable to
continue as a going concern.  The continuation of the Company as a going concern
is dependent upon the success of future  financings  and  generating  sufficient
revenue.

      Management  is  formulating  plans to  strengthen  the  Company's  working
capital  position and to generate  sufficient  cash to meet its operating  needs
through June 30, 2001and beyond. The Company has sold 2,210,000 shares of common
stock for aggregate gross proceeds of  approximately  $975,000 during the period
ended March 31, 2001and is attempting to secure  additional  capital through the
private placement of

                                                                          Page 8


<PAGE>

securities.  No  assurance,  however,  can  be  made  that  management  will  be
successful  in  achieving  its plans.  Significant  additional  capital  will be
required.

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

PRINCIPLES OF CONSOLIDATION

      The  consolidated  financial  statements  include  the  accounts of Global
Sources  Limited  and  its  subsidiaries   after  elimination  of  inter-company
transactions.

REVENUE RECOGNITION

      Revenue from permanent  staffing is recognized when the candidate has been
employed.  Executive search and consulting  assignments are primarily based upon
retainer  agreements which provide for periodic billings;  revenue is recognized
based upon the terms of the agreements.

PROPERTY & EQUIPMENT

      Property  and  equipment  are  stated at cost.  Depreciation  is  computed
utilizing  the  straight-line  method over the useful  lives of the assets which
range from three to seven years.

INCOME TAXES

      The Company  accounts for income taxes in accordance with the Statement of
Financial  Accounting  Standards No. 109,  "Accounting  for Income Taxes," which
requires the  recognition  of deferred tax  liabilities  and assets at currently
enacted tax rates for the expected  future tax  consequences of events that have
been included in the financial  statements or tax returns. A valuation allowance
is  recognized  to reduce the net  deferred  tax asset to an amount that is more
likely than not to be realized.  The tax  provisions  shown in the  accompanying
statements of operations  are zero since the deferred tax assets  generated from
the net operating losses are offset in their entirety by a valuation allowance.

FAIR VALUE OF FINANCIAL INSTRUMENTS

      Cash  and  cash  equivalents,  if any,  include  all  highly  liquid  debt
instruments  with an original  maturity  of three  months or less at the date of
purchase.

GOODWILL

      Goodwill is amortized utilizing the straight-line  method over a period of
3  to 5  years.  The  Company  evaluates  the  carrying  value  and  periods  of
amortization  of goodwill to  determine  whether  revised  estimates of carrying
value or  useful  lives  are  warranted.  As  described  in Note 3, the  Company
recorded  a  charge  of  $845,000  for the  impairment  of  goodwill  and  other
intangibles.

IMPAIRMENT OF LONG-LIVED ASSETS

      Long-lived  assets are reviewed for impairment  whenever events or changes
in  circumstances  indicate that the carrying amount may not be recoverable.  If
the sum of the expected in discounted cash flows is less

                                                                          Page 9


<PAGE>

than the  carrying  value of the  related  asset or group of  assets,  a loss is
recognized for the difference between fair value and carrying value of the asset
or group of assets.

DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES

      During the period ended March 31, 2001, the Company  adopted SFAS No. 133.
SFAS No. 133  establishes  accounting  and reporting  standards  for  derivative
instruments,   including  certain  derivative   instruments  embedded  in  other
contracts (collectively referred to as derivatives), and for hedging activities.
This  Statement  requires  that an entity  recognize all  derivatives  as either
assets or liabilities in its balance sheet and measure those instruments at fair
value.  The accounting for changes in the fair value of a derivative  instrument
depends on its intended use and the  resulting  designation.  Implementation  of
SFAS 133 did not have any material  impact on the  financial  statements  of the
Company.

CONCENTRATION OF CREDIT RISK

      Cash  and cash  equivalents  and  trade  accounts  receivable  potentially
subject the Company to concentration of credit risk. The Company places its cash
and cash  equivalents  with high  credit  quality  financial  institutions.  The
Company believes its credit risk from accounts  receivable is limited due to the
relatively  large  number  of  customers.  Further,  the  Company  assesses  the
financial  strength  of its  customers  and  when  appropriate,  establishes  an
allowance for uncollectible accounts.

USE OF ESTIMATES

      The  preparation  of financial  statements  in conformity  with  generally
accepted  accounting  principles  requires  management  to  make  estimates  and
assumptions  that affect the amounts  reported in the financial  statements  and
accompanying notes. Actual results could differ from those estimates.

NOTE 3 - ACQUISITION AND DEPOSITION OF BUSINESS

      On July 21, 2000, the Company  acquired all of the  outstanding  shares of
Phillips and Chambers,  Ltd. In exchange for  1,363,633  shares of the Company's
common stock.  The value of the  acquisition is being recorded at $645,000 ($.40
per common share),  which represents the fair value of the shares at the date of
issuance.  The Company incurred an additional  $200,000 in costs related to this
acquisition.  In  October,  2000,  the  Company  became  aware of the fact  that
Phillips and Chambers,  Ltd. incurred  significant  losses since the date of the
acquisition.  In  addition,  the Company  determined  that their  investment  in
Phillips and Chambers  would not generate any future cash flows and,  therefore,
recorded an impairment loss of $845,000.

      In February,  2001, the Company  decided to dispose of this investment and
has recorded an additional $200,000 of expenses related to such disposition. The
Company did not  consolidate,  or include,  the  operations of this entity since
control was  temporary  and the  Company did not  integrate  the  operations  of
Phillips and Chambers into its operations.

NOTE 4 - DEBT

      The  Company  issued a note  payable to a bank in the  original  principal
amount of $250,000 on February  15, 2000.  Repayment  on the note is  guaranteed
personally by two officers of the Company. In February,  2001, the bank obtained
judgment against the Company for non-payment of the note,  whereupon the Company
and the bank reached an agreement in  principal  for  repayment of the debt,  as
follows:  (i) $10,000 payment on April 1, 2001; and (ii) for eleven  consecutive
months beginning April, 2001, payment

                                                                         Page 10


<PAGE>

of $8,152 per month with a balloon  payment  becoming  due in March 2002 for the
remaining  outstanding  balance. The total amount to be paid to the lender under
the restructuring agreement is $195,642 plus interest at 9%.

      On July 16, 1999,  the Company issued a note payable with a different bank
in the original principal amount of $200,000.  Payment on the note is guaranteed
personally  by two officers of the Company.  In March 2001,  the Company and the
bank reached an agreement in principle to restructure the debt payment  pursuant
to which the Company agreed to pay to bank:  (i) $12,914 on April 15,2001;  (ii)
$12,914 on May 15, 2001; and (iii) for eleven  consecutive months beginning June
1, 2001,  $8,333  per month  plus  interest  at the prime  rate,  with a balloon
payment becoming due May 1, 2002 for the remaining outstanding balance.

      As of May 22, 2001 the Company has not made any  payments  under these two
agreements.  The  company  and the  banks  have  informally  agreed to defer the
payment terms of these agreements until June 22, 2001.

NOTE 5 - RELATED PARTY TRANSACTIONS

      The Company's two principal  officers agreed to waive $577,500 of salaries
payable to them for the year ended June 30, 2001.

NOTE 6 - 401(K) PLAN

      A Company  subsidiary has a defined  contribution  401(k) plan.  Full time
employees  twenty  one  years  old with  one year of  service  are  eligible  to
participate  in the plan.  The plan allows the  employer  to make  discretionary
contributions  on behalf of its employees  which vest 20% per year for each year
of employee service. No discretionary  employer contributions have been declared
or paid in  years  1999 or 2000.  Employees  may  contribute  up to 15% of their
compensation,   as  defined,   (subject  to  Internal  Revenue  Service  maximum
contribution limitations) and are immediately 100% vested in their contributions
made to the plan.

NOTE 7 - REDEEMABLE COMMON STOCK

      On July 12, 2000, the Company  received  $195,000 in net proceeds from the
issuance to an individual  investor of 400,000  shares of the  Company's  common
stock pursuant to a private transaction. Under the terms of the transaction, the
investor is entitled, at its sole option, to demand redemption from the Company,
in the form of a cash  payment  of $0.75 per share of the  common  stock that is
demanded to be redeemed,  in the event that the Company  should  default  (which
default is continuing for more than thirty (30) days) on any of its  obligations
under any of the transaction  documents.  The Company is currently in default of
its covenant to register the common  stock  issued to such  investor.  As of the
date of this  report,  the  individual  has not  exercised  its  right to demand
redemption  by the Company of the shares.  The Company has recorded  such common
stock at its  liquidation  value of $ .75 per share,  and classified such common
stock as temporary equity, since the investor can demand redemption at any time.
The Company  recorded  the  difference  between the selling  price of the common
stock and its redemption  price of $105,000 as a financing  expense.  Payment of
any amount owed  pursuant to a demand  redemption is guaranteed by the Company's
two principal officers.

NOTE 8 - STOCKHOLDERS' EQUITY

      On August 14, 2000, the Company issued to an individual  investor pursuant
to a private transaction  500,000 shares of the Company's common stock,  subject
to a keepwell arrangement at $.75 per common

                                                                         Page 11


<PAGE>

share,  and a warrant to purchase up to 100,000  shares of the company's  common
stock, exercisable at a price of $1.50 per share. The consideration paid by such
individual  investor was based on a price per share of $.50 and made in the form
of cash of $100,000 and a promissory  note in the principle  amount of $150,000,
payable in equal monthly installments over three (3) months. The Company had the
option to repurchase the shares and to reduce the number of shares issuable upon
exercise of the warrant in the event that investor  failed timely to pay in full
the Note. No such option was  exercised and the Note was paid in full.  Based on
the fair  value of the  common  stock at March 31,  2001  ($0.875  per share) no
additional shares are issuable to this investor.

      During  August 2000 and  September  2000  following  the  commencement  of
trading of its common stock on the OTC  Bulletin  Board,  the Company  issued to
individual  investors  an aggregate of 345,000  shares of the  Company's  common
stock pursuant to a private offering.  The consideration paid by such individual
investors was based on a price per share of $.50, for a total offering amount of
$172,500.

      On  September  1,  2000,  the  Company  issued to an  individual  investor
pursuant to a private  transaction  750,000 shares of the Company's common stock
and warrants to purchase up to 500,000 shares of the company's common stock. The
consideration  paid by such  individual  investor,  in the  aggregate  amount of
$250,000, in cash.

      During  September  and  October  2000,  the Company  issued to  individual
investors an aggregate of 215,000 shares of the Company's  common stock pursuant
to a private offering.  The consideration paid by such individual  investors was
based on a price per share of $0.50, for a total offering amount of $107,500.

      The Company  incurred  approximately  $97,000 of  expenses  related to the
sales of common stock.

      On October 1, 2000, the Company issued as aggregate of $165,000  shares of
the  Company's  common  stock  to  two  (2)  employees  of  the  Company  and an
independent  contractor  for  services  performed  by each.  These  shares  were
cancelled  shortly after issuance by the Company since the individuals  remained
in the employ of the Company.  Therefore, the effect of these issuances have not
been reflected by the Company in these financial statements.

NOTE 9 - STOCK OPTION PLAN

      The  Company's  1999  Stock  Option  Plan  provides  for the  granting  of
incentive  stock  options,  non-qualified  stock options and stock  appreciation
rights.  It is administered  by the Company's Board of Directors.  The aggregate
number of shares of common stock which may be issued or delivered  upon exercise
of all incentive  stock options and  non-qualified  stock options granted cannot
exceed 5,000,000 shares.  Option prices for incentive stock options shall not be
less than 100% and for non-qualified stock options not less than 85% of the fair
market  value of such shares on the date on which the option is  granted.  As of
March 31, 2001, there were 2,685,000 options outstanding.

NOTE 10 - CONTINGENCIES

      On November 30, 2000 Gordon Cook ("Cook")  filed a complaint in the United
States District Court for the Southern  District of New York against the Company
and others,  alleging damages arising from the termination of Cook's  employment
by the Defendants.  The complaint  alleges  violation of the New York Labor Law,
breach of  contract,  breach of the  covenant  of good  faith and fair  dealing,
violation of the Employee  Retirement  Income Security Act (ERISA),  conversion,
and the theories of quasi-contract,  quantum meruit, and unjust enrichment. Cook
seeks damages in the amount of approximately $155,000 for unpaid wages,

                                                                         Page 12


<PAGE>

bonus and  severance  pay. In  addition,  Cook seeks the value of  approximately
75,000  stock  options   exercisable  at  $2.00  per  share  and  2,500  options
exercisable  at $.30 per share.  On February  13,  2001,  the Company  filed its
answer  whereby it denied all claims.  Management  believes that the Company has
good defenses and intends to vigorously  contest the claims asserted against it.
However,  the  Company is unable to predict  the  outcome of these  claims  and,
accordingly,  no  adjustments  have  been  made  in the  consolidated  financial
statements in response to these claims.

      On November 22, 2000, Stuart P. Smith and ASOT Enterprises,  Inc. ("ASOT")
filed a complaint against the Company, each of John Mazzuto and James J. Strupp,
individually,  and others,  in the Circuit Court of the 11th Judicial Circuit in
and for Miami-Dade County,  Florida. The complaint alleges,  among other things,
that the Company  has failed and  refuses to register  shares and options on the
books and records of the Company and has breached its contractual obligations to
Mr. Smith pursuant to a personal services  agreement with ASOT.  Alleged damages
claimed are in the approximate  amount of $277,000,  including the balance owing
under an alleged loan from Mr. Smith to the Company in the sum of $125,000.  The
complaint also seeks to register  options and shares  allegedly on the books and
records of the  Company.  On January 30,  2001,  the  Company  filed a motion to
dismiss the action for lack of jurisdiction  and, in the alternative,  to change
of venue from the State of Florida  to the State of  Delaware,  the state of the
Company's  incorporation,  which motions are still pending.  Management believes
that the Company has good defenses and intends to vigorously  contest the claims
asserted  against it.  However,  the Company is unable to predict the outcome of
these claims and, accordingly, no adjustments have been made in the consolidated
financial statements in response to these claims.

      Dominique  Martinet  ("Martinet")  filed a summons  and  complaint  in the
Supreme Court of the State of New York on July, 2000 against the Company and its
subsidiary,  GS Management Corp.,  alleging that Martinet is owed  approximately
$592,000 for unpaid  wages,  bonus,  benefits and stock  options,  plus punitive
damages.  An order was  entered by the court on default on January  17, 2001 for
the appointment of a Special Referee for assessment of damages.  Hearings before
the Special  Referee  have been held and the parties  have been invited to brief
certain matters relating to the calculation of damages.  However, the Company is
unable to predict the outcome of such hearings and, accordingly,  no adjustments
have been made in the  consolidated  financial  statements  in response to these
claims.

      On or about January 4, 2000,  plaintiffs  Frank R. Palma  ("Palma"),  City
Brewing,  Inc. and the Company  commenced an action in the Superior Court of New
Jersey,  Law Division:  Morris County (Docket No.  L14-2000)  against Goodrich &
Sherwood  Associates,  Inc. et al. On or about March 23,  2000,  the  defendants
interposed an Answer with counterclaims.  The complaint and counterclaims relate
to the  circumstances  surrounding  Palma's  separation from Goodrich & Sherwood
Associates, Inc., a competitor of the Company in the business of human resources
counseling,  and  Palma's  subsequent  employment  by the  Company  and  contain
allegations of inducement, breach of contract, tortious interference,  breach of
fiduciary  duty and implied  covenant of good faith and fair dealings as well as
unfair competition, unjust enrichment and fraud. Damages sought are in excess of
$1,000,000.  On January 16, 2001,  the company  plaintiffs  filed a Reply to the
counterclaims,  denying the material allegations.  On or about November 3, 2000,
defendants  also  commenced an action as  third-party  plaintiffs  against James
Strupp and John Mazzuto, personally,  alleging claims against Messrs. Strupp and
Mazzuto  arising  out of the same set of  circumstances  and  seeking to recover
damages in excess of $1,000,000.  On December 7, 2000,  Strupp and Mazzuto filed
an  Answer  denying  the  material  allegations  of the  third-party  complaint.
Discovery is ongoing. Management believes that the Company has good defenses and
intends to  vigorously  contest the claims  asserted  against it.  However,  the
Company is unable to predict the outcome of this  matter  and,  accordingly,  no
adjustments have been made in the consolidated  financial statements in response
to this matter.

                                                                         Page 13


<PAGE>

      On January 11, 2001, the Company was notified by the New Jersey Department
of Labor,  Division of Wage and Hour Compliance,  that is has allegedly violated
that  state's  minimum wage and wage  payment  statutes.  To the extent that the
amount of the claim can be  ascertained,  it appears that the Company is alleged
to owe employees  approximately $42,364. The claim is presently pending, and the
Company has been ordered to perform a self-audit  and pay wages found to be due.
Management  believes that is has good defenses to any wage claims and intends to
defend  vigorously any such claim asserted  against it. However,  the Company is
unable to predict the  outcome of this claim and,  accordingly,  no  adjustments
have been made in the  consolidated  financial  statements  in response to these
claims.

      The  Company  is a party to other  proceedings  which,  in the  opinion of
management  of the  Company,  are not  material  to the  financial  position  or
operations of the Company.

PAYROLL AND PAYROLL TAXES

      On  November  15,  2000,  a Notice  of  Federal  Tax Len was  filed by the
Internal  Revenue Service ("IRS") against a subsidiary of the Company for unpaid
federal withholding taxes in the aggregate amount of $93,243, of which payments,
in the aggregate sum of $25,000,  have been made by the Company to the IRS since
November  2000.  In addition,  the Company has not paid payroll  taxes since the
fourth  quarter of 1999  totaling  $477,  122 (which  includes  the above amount
subject to lien).  Such  amount is  included  in  accounts  payable  and accrued
expenses.  The  Company  is in process of filing  all  unfiled  returns  and has
accrued penalties and interest of $40,000.

      By letter dated August 21, 2000,  the  Department of Revenue  Services for
the State of Connecticut  alleged a subsidiary of the Company had failed to file
with the State of  Connecticut  withholding  tax returns and to pay  withholding
taxes in the amount of approximately $48,414.

ITEM2.  MANAGEMENT'S  DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
        OF OPERATIONS

      The  Private  Securities  Litigation  Reform Act of 1995  provides a "safe
harbor" for forward-looking  statements.  Certain  information  included in this
Report contains statements that are forward-looking, such as statements relating
to plans for future activities.  Such  forward-looking  statements involve known
and unknown  risks,  uncertainties  and other factors which may cause the actual
results,  performance or achievements of the Company to be materially  different
from any future  results,  performance or  achievements  expressed or implied by
such  forward-looking  statements.  Such  factors  include,  among  others,  the
following:  the Company's recent losses, the Company's need to obtain additional
financing and the ability to obtain such  financing;  outstanding  indebtedness;
the  ability  to hire  and  retain  key  personnel;  successful  completion  and
integration  of prior and any future  acquisitions;  uncertainties  relating  to
business  and  economic  conditions  in markets in which the  Company  operates;
uncertainties  relating  to  customer  plans  and  commitments;  and the  highly
competitive  environment  in which the Company  operates.  The words  "believe",
"expect",  "anticipate",  "intend" and "plan" and similar  expressions  identify
forward-looking statements. Readers are cautioned not to place undue reliance on
these forward-looking statements,  which speak only as of the date the statement
was made.

                                                                         Page 14


<PAGE>

RESULTS OF OPERATIONS

GENERAL

      This financial  review should be read in conjunction with the accompanying
consolidated  financial  statements  and contains  management's  discussion  and
analysis of the Company's  results of operations  and  liquidity.  The financial
statements  of the Company have been  prepared by  management  without a review,
pursuant to Statement on Auditing  Standards No. 71, being done by the Company's
Independent Accountants.

      The  Company  at  present  provides   strategic   staffing   solutions  to
enterprises  in  addition  to  providing  marketing,  training  and  development
programs,  seminars,  and employee  benefits.  The Company was formerly known as
First Sunrise,  Inc., a company  organized  under the State of Delaware on April
28, 1997.  First  Sunrise,  Inc. was  organized as a vehicle to acquire or merge
with a business or company. On December 9, 1999, First Sunrise, Inc. merged with
Platinum Executive Services,  Inc. For accounting  purposes,  Platinum Executive
Services, Inc. was treated as the acquirer and the acquisition was accounted for
using the purchase  method of  accounting.  On the same date,  the merged entity
changed its name to Global Sources Limited.

      In July,  2000,  the  Company  acquired a company  in the United  Kingdom.
During the third fiscal quarter,  management decided to focus on and growing its
business  holdings in the United States markets and, as a result,  the operating
assets of the company in the United Kingdom are being liquidated.

RESULTS OF OPERATIONS

      The Company showed a significant  improvement in the results of operations
in the nine months and three months  ending  March 31, 2001.  As a result of its
cost  cutting   efforts  and  the   disposition  of  operations  that  were  not
contributing  to  gross  profits,   the  Company  showed  improvements  in  both
operations and cash flow. The  improvement  in operations  was  attributable  to
reduced costs, including payroll and professional and administrative expenses.

      Because  the  Company  has  insufficient  capital  to fund its  merger and
acquisition  program and expenses  associated  with the legal  proceedings,  the
Company must raise additional funds in both the short and long term.

LIQUIDITY AND CAPITAL RESOURCES

      To date the Company has funded its liquidity and capital  resources  needs
primarily  through capital  contributions  from key executives,  supplemented by
loans  and  the  sale  of  the  company's   capital  stock.   The  Company  sold
approximately  $975,000 of common stock in the private  placement market for the
nine months  ending  March 31,  2000.  During the quarter  ended March 31, 2001,
officers of the Company  advanced  approximately  $200,000 to the  Company.  The
Company intends to secure  additional  capital through private  placement of its
securities  and other  financings  to fund itself and its  acquisition  program.
There is no assurance  that such funds will be available on terms or in quantity
acceptable to the Company.  The foregoing  capital is not sufficient to fund the
expenses associated with the Company's merger and acquisition program.

      The Company plans to purchase  additional  companies that have a strategic
fit  with the  Company's  goal of  becoming  a  premier  provider  of  strategic
solutions in the human  resources  fields.  Acquisitions  will be made primarily
through the issuance of common and preferred  stock.  It is intended that future
acquisitions will not be with development  stage or start-up  companies in order
to maximize cash flows to the Company.

                                                                         Page 15


<PAGE>

                           PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

      For a detailed  discussion of all pending  material  legal  proceedings to
which the Company or its  property is subject,  reference  is made to Note 10 of
the Notes to Condensed  Financial  Statements included in Part 1 of this Report,
which is incorporated herein by reference.

ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS

      There were no changes in  securities  during the three  months ended March
31, 2001.

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

There were no matters  submitted  for a vote of  securities  holders  during the
three months ended March 31, 2001.

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

      (a)   Exhibits

            None

      (b)   Reports on Form 8-K

                  1) A  report  on Form  8-K  was  filed  on  January  22,  2001
            concerning  the engagement of Marcum & Kliegman LLP as the Company's
            independent accountants in Item 4 "Changes in Certifying Accountant"
            of said Form 8-K.

                  2)  A  report  was  filed  on  March  30,2001  concerning  the
            acquisition,  effective February 1,2000, of M&S Corporate  Holdings,
            Inc. d/b/a The  Partnership  Group,  Inc. in Item 2 "Acquisition  or
            Deposition of Assets" of said Form 8-K.

                                   SIGNATURES

In accordance  with the  requirements  of the Exchange Act, the  registrant  has
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.

Date:  May 25, 2001                           GLOBAL SOURCES LIMITED

                                              By: /s/ John D. Mazzuto
                                                  ---------------------------
                                                  John D. Mazzuto, President
                                                  and Chief Financial Officer

                                                                         Page 16