UNITED
      STATES


SECURITIES
      AND EXCHANGE COMMISSION


Washington,
      D.C. 20549





**FORM
      10-QSB**





(Mark
                One)x
            
            QUARTERLY
                REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
                EXCHANGE ACT OF 1934For
                the quarterly period ended June 30, 2007.o
            
            TRANSITION
                REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
                EXCHANGE ACT OF 1934For
                the transition period from
                ______________





Commission
      file number: 0-51853




**Face
      Print Global Solutions, Inc.**


(Exact
      Name of Small Business Issuer as Specified in its Charter)





Wyoming
            
            33-0619256(State
                or Other Jurisdiction of Incorporationor Organization)
            
            (IRS
                Employer Identification No.)1111
                  E. Herndon Ave., Suite 115Fresno,
                California 93720
            
            (559)
                436-1060(Address
                of Principal Executive Offices)
            
            (Issuer’s
                Telephone Number, Including
                AreaCode)




Check
      whether the issuer: (1) has 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 issuer was required to file such reports), and (2) has been
      subject to such filing requirements for the past 90 days.


Yes x No o





Indicate
      by check mark whether the registrant is a shell company (as defined in Rule
      12b-2 of the Exchange Act) o Yes x No





As
      of August
      16, 2007, the registrant  had 6,369,625 shares
      of common stock outstanding.





Transitional
      Small Business Disclosure Format: o Yes x No







INDEXPagePART
                I.
            FINANCIAL
                INFORMATIONItem
                1.
            Financial
                StatementsItem
                2.
            Management’s
                Discussion and Analysis or Plan of Operation
            13Item
                3.
            Controls
                and Procedures
            15PART
                II.
            OTHER
                INFORMATIONItem
                1.
            Legal
                Proceedings
            16Item
                2.
            Unregistered
                Sales of Equity Securities and Use of Proceeds
            16Item
                3.
            Default
                Upon Senior Securities
            17Item
                6.
            Exhibits
            17SIGNATURE
                PAGE
            18CERTIFICATIONS









**FACE
      PRINT GLOBAL SOLUTIONS, INC.**


**AND
      SUBSIDIARY**





**UNAUDITED
      CONDENSED CONSOLIDATED**


**FINANCIAL
      STATEMENTS**





**June
      30, 2007**







**FACE
      PRINT GLOBAL SOLUTIONS, INC. AND SUBSIDIARY**





**CONTENTS**





**PAGE**—
            Condensed
                Consolidated Balance Sheets, June 30, 2007 (unaudited) and March
                31, 2007
                (audited)
            1-2—
            Unaudited
                Condensed Consolidated Statements of Operations, for the three months
                ended June 30, 2007 and 2006
            3—
            Unaudited
                Condensed Consolidated Statements of Cash Flows, for the three months
                ended June 30, 2007 and 2006
            4-6—
            Notes
                to Unaudited Condensed Consolidated Financial Statements
            7-12









**FACE
      PRINT GLOBAL SOLUTIONS, INC. AND SUBSIDIARY**





**UNAUDITED
      CONDENSED CONSOLIDATED BALANCE SHEETS**




**ASSETS**





June
                30,
            
            March
                31,2007
            
            2007**CURRENT
                ASSETS:**Cash
            
            $
            2,332
            
            $
            21,920Total
                Current Assets
            
            
            2,332
            
            
            21,920**PROPERTY
                AND EQUIPMENT,**net
            
            
            2,289
            
            
            2,704Total
                Assets
            
            $
            4,621
            
            $
            24,624





**LIABILITIES
      AND STOCKHOLDERS’ EQUITY (DEFICIT)**





**CURRENT
                LIABILITIES:**Accounts
                payable
            
            $
            379,445
            
            $
            406,067Accrued
                expenses
            
            
            135,616
            
            
            126,417Advance
                from related party
            
            
            5,000
            
            
            13,714Other
                Advances
            
            
            2,500
            
            
            --Accrued
                payroll & Taxes
            
            
            622,747
            
            
            660,723Accrued
                interest
            
            
            116,532
            
            
            107,042Total
                Current Liabilities
            
            
            1,261,840
            
            
            1,313,963**CONVERTIBLE
                NOTES PAYABLE**-
                related party(net
                of discount $7,368 and $9,907 respectively)
            
            
            373,382
            
            
            370,843Total
                Liabilities
            
            
            1,635,222
            
            
            1,684,806






[ *Continued* ]





Note:
      The
      balance sheet at March 31, 2007 was taken from the audited financial statements
      at that date and condensed.





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




-1-




**FACE
      PRINT GLOBAL SOLUTIONS, INC. AND SUBSIDIARY**





**UNAUDITED
      CONDENSED CONSOLIDATED BALANCE SHEET**




**LIABILITIES
      AND STOCKHOLDERS’ EQUITY (DEFICIT) (Continued)**




June
                30,
            
            March
                31,2007
            
            2007**STOCKHOLDERS'
                EQUITY (DEFICIT):**Common
                stock, no par value, unlimitednumber
                of shares authorized 5,742,328 and2,939,201
                shares issued and outstanding
            
            
            9,118,506
            
            
            8,730,979Additional
                paid in capital
            
            
            7,462,895
            
            
            7,477,130Retained
                earnings (deficit)
            
            
            (18,212,002
            )
            
            (17,868,291
            )Total
                Stockholders Equity (Deficit)
            
            
            (1,630,601
            )
            
            (1,660,182
            )$
            4,621
            
            
            24,624






Note:
      The
      balance sheet at March 31, 2007 was taken from the audited   financial
      statements at that date and condensed.





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




-2-





**FACE
      PRINT GLOBAL SOLUTIONS, INC. AND SUBSIDIARY**





**UNAUDITED
      CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS**




For
                the Three MonthsEnded
                June 30,2007
            
            Restated
              2006**REVENUE**
            
            $
            -
            
            $
            -**COST
                OF GOODS SOLD**
            
            
            -
            
            
            -**GROSS
                PROFIT (LOSS)**
            
            
            -
            
            
            -**EXPENSES:**Selling
            
            
            -
            
            
            1,600General
                and administrative
            
            
            331,672
            
            
            508,063Total
                Expenses
            
            
            331,672
            
            
            509,663**LOSS
                BEFORE OTHER****INCOME
                (EXPENSE)**
            
            
            (331,672
            )
            
            (509,663
            )**OTHER
                INCOME (EXPENSE):**Interest
                expense
            
            
            (12,039
            )
            
            (15,075
            )**LOSS
                BEFORE INCOME TAXES**
            
            
            (343,711
            )
            
            (524,738
            )**CURRENT
                TAX EXPENSE**
            
            
            -
            
            
            -**DEFERRED
                TAX EXPENSE**
            
            
            -
            
            
            -**NET
                LOSS**
            
            $
            (343,711
            )
            $
            (524,738
            )**LOSS
                PER COMMON SHARE**
            
            $
            (.08
            )
            $
            (.35
            )







[ *Continued* ]





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


-3-




**FACE
      PRINT GLOBAL SOLUTIONS, INC. AND SUBSIDIARY**





**UNAUDITED
      CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS**





For
                the Three MonthsEnded
                June 30,2007
            
            Restated
              2006**Cash
                Flows from Operating Activities:**Net
                loss
            
            $
            (343,711
            )
            $
            (524,738
            )Adjustments
                to reconcile net loss to net cash used by operating
                activities:Depreciation
                and amortization
            
            
            415
            
            
            1,605Amortization
                of discount
            
            
            2,539
            
            
            5,501Non-cash
                services for stock and warrants
            
            
            266,752
            
            
            244,875Net
                changes to:Other
                Advances
            
            
            2,500
            
            
            -Prepaid
                expenses
            
            
            -
            
            
            (22,255
            )Accounts
                payable
            
            
            (26,953
            )
            
            54,339Accrued
                expenses
            
            
            14,579
            
            
            35,665Accrued
                payroll-officers
            
            
            (43,025
            )
            
            66,000Accrued
                interest
            
            
            9,489
            
            
            9,567Net
                Cash (Used) by Operating Activities
            
            
            (117,415
            )
            
            (129,441
            )**Cash
                Flows from Investing Activities**Purchase
                of property and equipment
            
            
            -
            
            
            (2,687
            )Net
                Cash (Used) by Investing Activities
            
            
            -
            
            
            (2,687
            )**Cash
                Flows from Financing Activities:**Bank
                overdraft
            
            
            -
            
            
            (733
            )Increase
                in advances from related party
            
            
            -
            
            
            135,939Payment
                of advances from related party
            
            
            (8,713
            )
            
            -Proceeds
                from issuance of common stock
            
            
            106,540
            
            
            1,000Net
                Cash Provided by Financing Activities
            
            
            97,827
            
            
            136,206






[ *Continued* ]





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


-4-




**FACE
      PRINT GLOBAL SOLUTIONS, INC. AND SUBSIDIARY**





**UNAUDITED
      CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS**


**[**  ***Continued***  **]**




For
                the Three MonthsEnded
                June 30,2007
            
            Restated
              2006**Net
                Increase in Cash**
            
            
            (19,588
            )
            
            4,078**Cash
                at Beginning of Period**
            
            
            21,920
            
            
            906**Cash
                at End of Period**
            
            $
            2,332
            
            $
            4,984**Supplemental
                Disclosures of Cash Flow Information:**Cash
                paid during the period for:Interest
            
            $
            -
            
            $
            7Income
                taxes
            
            $
            -
            
            $
            -






[ *Continued* ]





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




-5-




**FACE
      PRINT GLOBAL SOLUTIONS, INC. AND SUBSIDIARY**




**UNAUDITED
      CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS**


**[**  ***Continued***  **]**




**Supplemental
      Schedule of Non-cash Investing and Financing Activities:**





During
      the three months ended June 30, 2007:





The
      Company issued 814,000 shares of common stock for services valued at $115,986
      ranging in price from $.105 - $.20 per share.





The
      Company issued 1,100,000 shares of common stock in exchange for the retirement
      of 111,871 warrants.




During
      the three months ended June 30, 2006:





The
      Company issued 43,626 shares of common stock for services valued at $238,685
      or
      approximately $5.47 per share.





The
      Company converted $295,000 of advances to convertible debentures.





The
      Company, in connection with the issuance of $295,000 in convertible debentures,
      issued 49,167 warrants to purchase common stock. The Company allocated proceeds
      of $255,218, or approximately $5.19 per share to the warrants.





During
      the period ended June 30, 2006, the Company extended the exercise period of
      certain warrants an additional four months. This resulted in an additional
      expense of $6,192.




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


-6-





**FACE
      PRINT GLOBAL SOLUTIONS, INC. AND SUBSIDIARY**




**NOTES
      TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS**





**NOTE
      1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES**





**Organization
      -** Face
      Print Global Solutions, Inc. (“Parent”) was organized under the laws of the
      State of Wyoming on November 12, 1999 as Dostuk Holdings, Inc. Parent had been
      inactive since its inception. In March 2003, Parent changed its name to Face
      Print Global Solutions, Inc.





FacePrint
      Global Solutions, Inc. (“Subsidiary”) was organized under the laws of the State
      of California on January 30, 2003. On March 31, 2003, Parent acquired Subsidiary
      pursuant to an Agreement and Plan of Reorganization signed March 17, 2003.
      The
      agreement called for Parent to issue 481,400 shares of its common stock to
      the
      former shareholders of Subsidiary for all 481,400 outstanding shares of
      Subsidiary’s common stock wherein Subsidiary became a wholly-owned subsidiary of
      Parent. The acquisition has been accounted for as a recapitalization of
      Subsidiary in a manner similar to a reverse purchase. Accordingly, the equity
      transactions have been restated to reflect the recapitalization of Subsidiary
      and the operations of Parent prior to the date of acquisition have been
      eliminated. The financial statements reflect the operations of Subsidiary from
      its inception.





Face
      Print Global Solutions, Inc., and Subsidiary, (the “Company”) plans to develop
      and market facial recognition software. The Company also marketed playing cards
      printed with custom faces. The Company has, at the present time, not paid any
      dividends and any dividends that may be paid in the future will depend upon
      the
      financial requirements of the Company and other relevant factors.





**Consolidation
      -** The
      consolidated financial statements include the accounts of Parent and its
      wholly-owned Subsidiary. All significant intercompany transactions have been
      eliminated in consolidation.





**Condensed
      Financial Statements** - The
      accompanying financial statements have been prepared by the Company without
      audit. In the opinion of management, all adjustments (which include only normal
      recurring adjustments) necessary to present fairly the financial position,
      results of operations and cash flows at June 30, 2007 and 2006 and for the
      periods then ended have been made.





Certain
      information and footnote 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. It is suggested that
      these condensed financial statements be read in conjunction with the financial
      statements and notes thereto included in the Company’s March 31, 2007 audited
      financial statements. The results of operations for the periods ended June
      30,
      2007 and 2006 are not necessarily indicative of the operating results for the
      full year.


-7-




**FACE
      PRINT GLOBAL SOLUTIONS, INC. AND SUBSIDIARY**





**NOTES
      TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS**





**NOTE
      2 - CAPITAL STOCK**





**Common
      Stock -** The
      Company has authorized an unlimited number of shares common stock of no par
      value common stock.





During
      the three months ended June 30, 2007 the Company issued 814,000 shares of common
      stock for services valued at $115,986 ranging in price from $.105 - $.20 per
      share





During
      the three months ended June 30, 2007 the Company issued 1,100,000 shares of
      common stock at a price of $.15 per share to retire 111,871
      warrants.





During
      the three months ended June 30, 2007 the Company issued 889,127 shares of common
      stock to Cornell Capital Partners under the Standby Equity Distribution
      Agreement for $106,540 at prices ranging from $.101 to $.250 per
      share.





On
      July
      9, 2007, the Company’s shareholders approved a 50-to-1, reverse stock split (the
“Reverse Stock Split”). This stock split took effect on August 8, 2007. All
      share amounts and share prices in this document have been adjusted to take
      effect of this split.





A
      summary
      of the status of the warrants granted at June 30, 2007 and March 31, 2007 and
      changes during the periods then ended is presented below.


For
                  the Three Months
                Ended
                  June 30, 2007
              
              For
                  the Year Ended
                March
                  31, 2007Shares
              
              Weighted
                Average
                Exercise
                  Price
              
              Shares
              
              Weighted
                Average
                ExercisePriceOutstanding
                  at beginning of period
              
              
              661,445
              
              
              11.00
              
              
              99,738
              
              $
              11.50Granted
              
              
              0
              
              
              .00
              
              
              585,667
              
              
              11.00Exercised
              
              
              0
              
              
              .00
              
              
              10,200
              
              
              2.50Forfeited
              
              
              111,871
              
              
              7.28
              
              
              0
              
              
              .00Expired
              
              
              5,750
              
              
              28.28
              
              
              13,760
              
              
              25.00Outstanding
                  at end of period
              
              
              543,824
              
              $
              11.29
              
              
              661,445
              
              $
              11.00Weighted
                  average fair value ofwarrants
                  granted during the period
              
              
              0
              
              $
              .00
              
              
              585,667
              
              $
              11.00




The
      fair
      value of each warrant granted is estimated on the date granted using the
      Black-Scholes pricing model, with the following assumptions used for the grants
      during fiscal 2007: risk-free interest rate of between 4.18% and 5.10%, expected
      dividend yield of zero, expected lives of 5 years and expected volatility of
      221%.





No
      options were issued in the first quarter of fiscal 2008.


-8-




**FACE
      PRINT GLOBAL SOLUTIONS, INC. AND SUBSIDIARY**





**NOTES
      TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS**





**NOTE
      2- CAPITAL STOCK [**  ***Continued***  **]**





A
      summary
      of the status of the warrants outstanding at June 30, 2007 is presented
      below:





Warrants
                Outstanding
            
            Warrants
                ExercisableRange
                of
              Exercise
                Prices
            
            Number
              Outstanding
            
            Weighted-Average
              RemainingContractual Life
            
            Weighted-Average
              Exercise
                Price
            
            Number
              Exercisable
            
            Weighted-Average
              Exercise
                Price2.50
            
            
            8,274
            
            
            3.3
                years
            
            
            2.50
            
            
            8,274
            
            
            2.505.00
            
            
            5,000
            
            
            3.0
                years
            
            
            5.00
            
            
            5,000
            
            
            5.007.50
            
            
            133,500
            
            
            3.7
                years
            
            
            7.50
            
            
            133,500
            
            
            7.5010.00
            
            
            251,500
            
            
            3.7
                years
            
            
            10.00
            
            
            251,500
            
            
            10.0017.50
            
            
            143,000
            
            
            3.7
                years
            
            
            17.50
            
            
            143,000
            
            
            17.5020.00
            
            
            1,750
            
            
            3.4
                years
            
            
            20.00
            
            
            1,750
            
            
            20.0050.00
            
            
            800
            
            
            2.34
                years
            
            
            50.00
            
            
            800
            
            
            50.00$2.50
                –
                50.00
            
            
            543,824
            
            
            3.68
                years
            
            $
            11.29
            
            
            543,824
            
            $
            11.29





**NOTE
      3 - RELATED PARTY TRANSACTIONS**





**Advances
      from Related Party –** Cash
      advances owing to officers and shareholders of the Company totaled $7,500 at
      June 30, 2007. The balance of advances owing at June 30, 2006 was $15,218.
      Advances of $295,000 were converted into convertible notes payable and warrants
      during the three months ended June 30, 2006.





**Management
      Compensation -** As of
      June 30, 2007, the Company has accrued salary owed to officers/shareholders
      of
      the Company of $198,000. Salary expense to the officers/shareholders for the
      three months ended June 30, 2007 and 2006 amounted to cash payments of $0 and
      $88,715, respectively. The Company issued 0 warrants and also issued
      0 shares of common stock as compensation to officers/shareholders during
      the three months ended June 30, 2007.


-9-




**FACE
      PRINT GLOBAL SOLUTIONS, INC. AND SUBSIDIARY**





**NOTES
      TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL
      STATEMENTS**





**NOTE
      4 - GOING CONCERN**





The
      accompanying financial statements have been prepared in conformity with
      accounting principles generally accepted in the United States of America, which
      contemplate continuation of the Company as a going concern. However, the Company
      has incurred significant losses in recent years and has a stockholders’ deficit.
      Further, the Company has current liabilities in excess of current assets. These
      factors raise substantial doubt about the ability of the Company to continue
      as
      a going concern. In this regard, management is proposing to raise any necessary
      additional funds not provided by operations through loans or through additional
      sales of their common stock. There is no assurance that the Company will be
      successful in raising this additional capital or in achieving profitable
      operations. The financial statements do not include any adjustments that might
      result from the outcome of these uncertainties.




**NOTE
      5 - LOSS PER SHARE**





The
      following data shows the amounts used in computing loss per share:




For
                the Three Months
              Ended
                June 30,2007
            
            2006Loss
                from operations availableto
                common shareholders (numerator)
            
            $
            (343,711
            )
            $
            (524,738
            )Weighted
                average number of common sharesoutstanding 
                used in loss per share for the period (denominator)
            
            
            4,156,425
            
            
            1,506,637








At
      June
      30, 2007, the Company had outstanding warrants and notes payable convertible
      into shares of common stock, which were not used in the computation of loss
      per
      share because their effect would be anti-dilutive. Dilutive loss per share
      was
      not presented, as the Company had no common stock equivalent shares for all
      periods presented that would affect the computation of diluted loss per
      share.


-10-




**FACE
      PRINT GLOBAL SOLUTIONS, INC. AND SUBSIDIARY**





**NOTES
      TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS**





**NOTE
      6 –
      COMMITMENTS AND CONTINGENCIES**




**Standby
      Equity Distribution Agreement** –
      The Company
      entered into a Standby Equity Distribution Agreement (“SEDA”) with Cornell
      Capital Partners, L.P., (“Cornell”) which intends to sell up to 2,551,500 shares
      of common stock, 2,000,000 of which may be purchased by Cornell from the Company
      under the SEDA; 23,750 of which shares were issued to Cornell upon the signing
      of the SEDA as a commitment fee, and 1,250 of which were issued to Newbridge
      Securities Corp., as a placement agent fee. The Company also has issued three
      sets of warrants; one set for 133,500 warrants, with an exercise price of $7.50
      per share; the second set for 250,000 warrants, with an exercise price of $10.00
      per share; and the third set for 143,000 warrants, with an exercise price of
      $17.50 per share. All of the warrants have five-year terms.





Pursuant
      to the SEDA, the Company may, at its discretion, periodically issue and sell
      to
      Cornell shares of common stock for a total purchase price not to exceed $10
      million. The amount of each draw-down is subject to a maximum draw-down amount
      of $550,000, and the Company may not submit any request for a draw-down within
      five trading days of a prior request. Cornell shall retain 9% of each draw-down
      it makes to the Company and the Company is required to pay Yorkville Advisors,
      LLC the investment manager for Cornell, $550 for each draw-down. The Company
      paid Cornell a one-time commitment fee equal to $190,000 in the form of 23,750
      shares of common stock and paid Yorkville Advisers, LLC a structuring fee of
      $20,000, all of which are underwriting discounts payable or paid to Cornell.





On
      May
      10, 2007, the Company entered into a Compromise Settlement Agreement and Mutual
      Release with Dieterich and Associates. The company issued 6,000 shares of
      unrestricted stock and 24,000 shares of non-cancelable, restricted stock on
      May 18, 2007 in order to pay its outstanding accounts payable balance of
      $12,000.




**Consultants
      Agreements** –
      In conjunction
      with the Reverse Stock Split, the Company entered into a consulting agreement
      during the first quarter in order to help facilitate the Reverse Stock Split.
      On
      May 21, 2007, the Company entered an agreement with Kathy Carter (“Carter”)
      calling for the issuance of 40,000 shares of Company common stock. The agreement
      covers the period from January 1, 2007 through June 30, 2007.





In
      conjunction with a possible Reverse Merger, the Company entered into a
      consulting agreement during the first quarter in order to help facilitate a
      Reverse Merger. On April 1, 2007, the Company entered an agreement with Mickey
      Gestener (“Gestener”) calling for the issuance of 100,000 shares of Company
      common stock. The agreement will terminate upon the realization of a Reverse
      Merger.




On
      April
      11, 2007, the Company entered into an agreement with McGuire Consulting
      Services, Inc (“McGuire”) to assist with retaining forensic accounting
      specialists and provide acquisition strategies. The agreement runs through
      October 4, 2007 and calls for the issuance of 10,000 shares of common stock
      at a
      value of $0.20 upon execution of the agreement. In addition, McGuire can earn
      an
      additional Seventy Thousand Dollars ($70,000) cash bonus as well as the issuance
      of warrants to purchase shares of the Company’s common stock valued in an
      aggregate amount of Seventy Thousand Dollars ($70,000) if certain performance
      thresholds are met. On May 1 and May 3, 2007, the Company signed amendments
      with
      McGuire agreeing to the issuance of an additional aggregate of 110,000 shares
      of
      common stock in exchange for consulting services performed. As of June 1, 2007
      all shares under this agreement had been issued.


-11-




**FACE
      PRINT GLOBAL SOLUTIONS, INC. AND SUBSIDIARY**





**NOTES
      TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS**





**NOTE
      6 - COMMITMENTS AND CONTINGENCIES [** ***continued]***





**Payroll
      Taxes** –
      The Company is
      delinquent in the payment of its payroll tax liabilities. As of June 30, 2007
      unpaid payroll taxes total approximately $283,445. The Company has estimated
      related penalties and interest at $126,087, computed through June 30, 2007
      which
      is included in current liabilities at June 30, 2007. The final amount due will
      be subject to the statutes of limitations related to such liabilities and to
      negotiations with the taxing authorities.





**NOTE
      7 - RESTATEMENT**




The
      Company has restated its financial statements for the three months ended June
      30, 2006. The significant changes made are further described and summarized
      below.





The
      Company had previously recorded non-cash issuances of common stock to employees
      and consultants using a consistent price of $12.50 per share. However, during
      2005 the market value of common stock began to decrease. The company is
      currently restating its financial statements for those prior years to record
      the
      issuances of common stock at quoted market values.





The
      following table highlights the significant areas of change from those previously
      reported:





Three
                Months Ended June 30, 2006As
                Previously
              Reported
              June
                30,2006
            
            Restated
              June
                30,
              2006
            
            ChangeTotal
                Assets
            
            $
            36,361
            
            $
            36,361
            
            
            -Stockholders’
                Equity
            
            $
            (2,069,027
            )
            $
            (1,337,026
            )
            $
            732,001Net
                Income (Loss)
            
            $
            (880,974
            )
            $
            (524,738
            )
            $
            356,236Income
                (Loss) available to common stockholders’
            
            $
            (880,974
            )
            $
            (524,738
            )
            $
            356,236Basic
                Earnings (Loss) per Share
            
            $
            (.58
            )
            $
            (.35
            )
            $
            .23




**NOTE
      8 - SUBSEQUENT EVENTS**





On
      May
      23, 2007, the Company entered into a non-binding letter of intent to acquire
      Axesnetwork Solutions, Inc. The letter of intent expired on July 25, 2007 with
      no transaction consummated between the parties.





On
      July
      9, 2007, the Company’s shareholders approved a 50-to-1, reverse stock split (the
“Reverse Stock Split”). This stock split took effect on August 8, 2007. All
      share amounts and share prices in this document have been adjusted to take
      effect of this split.


-12-




**Item
      2. Management’s Discussion and Analysis or Plan of
      Operation**





Certain
      statements in this Quarterly Report and in future filings by the Company with
      the SEC and in the Company’s written and oral statements that are not statements
      of historical facts are “forward-looking statements” within the meaning of the
      Private Securities Litigation Reform Act of 1995. The words “believe,” “expect,”
“anticipate,” “intend,” “will” and similar expressions are examples of words
      that identify forward-looking statements. Forward-looking statements include,
      without limitation, statements regarding our future financial position, business
      strategy and expected cost savings. These forward-looking statements are based
      on our current beliefs, as well as assumptions we have made based upon
      information currently available to us.





Each
      forward-looking statement reflects our current view of future events and is
      subject to risks, uncertainties and other factors that could cause actual
      results to differ materially from any results expressed or implied by our
      forward-looking statements. Important factors that could cause actual results
      to
      differ materially from the results expressed or implied by any forward-looking
      statements include:


·
              our
                  ability to fund future growth;
 ·
              
              our
                  ability to become profitable;
 
 ·
              
              the
                  volatility of the price of our Common
                  Stock;
 ·
              
              market
                  demand for and market acceptance for our
                  products;
 
 ·
              
              trends
                  for the continued growth of our business and other businesses we
                  may
                  acquire;
 ·
              
              our
                  ability to successfully market existing products and services and
                  develop
                  and market new products and
                  services;
 
 ·
              
              our
                  ability to expand our market for existing products and
                  services;
 ·
              
              the
                  effects of our accounting policies and general changes in accounting
                  principles generally accepted in the United States of America;
                  and
 
 ·
              
              other
                  risks and uncertainties disclosed in our Annual
                  Report.




All
      subsequent forward-looking statements relating to the matters described in
      this
      document and attributable to us or to persons acting on our behalf are expressly
      qualified in their entirety by such factors. We have no obligation to publicly
      update or revise these forward-looking statements to reflect new information,
      future events, or otherwise, except as required by applicable Federal securities
      laws, and we caution you not to place undue reliance on these forward-looking
      statements.




**Business
      of the Company**




Faceprint
      Global Solutions (FGS) is a software-development company engaged in facial
      recognition and facial imagery. Our mission is to become a world leader in
      the
      field of biometrics and developing high accuracy products in facial recognition
      technology. We address the critical needs in facial recognition related to
      identity verification in crime-prevention and worldwide efforts against
      terrorism. Our goal is to establish a standard in the identity authentication
      and validation with our E-DNA Bioprint Coding System(tm). Our E-DNA solution
      is
      superior to competitors' due to its ability to operate in controlled and
      uncontrolled environments.


-13-


Our
      business targets public safety and security (law enforcement and homeland
      security), military access control, immigration and border controls,
      correctional departments, government agencies, Department(s) of Motor Vehicles
      and the Justice Department. Our plan includes providing value added services.
      Within this framework, we will offer online courses in the area of law
      enforcement and biometry to ensure that private security personnel and law
      enforcement personnel receive adequate training in identification, verification
      and the use of new technologies.





In
      addition, FGS is seeking to distribute existing related technology products
      into
      our target customer base to grow our own customer base, while building a
      competent sales and marketing team. At June 30, 2007, we had one full time
      employee and six part time consultants.





**Cash
      requirements, Liquidity and Capital Resources**





We
      have
      substantially no cash necessary to operate and do not have any material
      revenues. Our principal source of operating capital has been provided by private
      sales of our common stock and convertible notes, stockholder loans, and stock
      issued for services. During the three months ended June 30, 2007, we issued
      814,000 shares of common stock for services valued at $115,986, for an average
      $0.14 per share. In addition, we issued 889,128 shares of common stock under
      our
      Standby Equity Distribution Agreement for $106,540.




COMPARISON
      OF THREE MONTHS ENDED JUNE 30, 2007 TO THREE MONTHS ENDED JUNE 30,
      2006.





REVENUES.
      We had no revenues for the three months ended June 30, 2007, or for the three
      months ended June 30, 2006.





COST
      OF
      GOODS SOLD. We had no cost of goods for the three months ended June 30, 2007,
      or  for
      the
      three months ended June 30, 2006.





EXPENSES.
      Total Expenses were $331,672 for the three months ended June 30, 2007, which
      consisted of consultants, legal, rent, telephone and other day to day operating
      expenses, versus total expenses of $509,663 for the three months ended June
      30, 2006. The decrease in expenses of $177,991 or 35% is due to a severe lack
      of
      liquidity, which caused the Company to reduce operating activities, and hence
      associated operating expenses.





OTHER
      INCOME (EXPENSE). Other income and (expense) was ($12,039) for the three months
      ended June 30, 2007 compared to ($15,075) for the three months ended June 30,
      2006. The decrease is due to decreased interest expense.





NET
      LOSS.
      We reported a net loss of $343,711, or $0.08 per common share, basic and
      diluted, for the three months ended June 30, 2007 versus a net loss of $524,738,
      or $0.35 per common share, basic and diluted, for the three months ended June
      30, 2006. The decrease in the loss of $181,027 or 35% is related to the
      Company’s decrease in expenses, which decreased by 35% for the same
      period.




Until
      we
      receive funding from outside sources, our operations will be severely limited
      by
      the financial resources that can be provided by officers' loans and sales of
      common stock. At June 30, 2007, we had $2,332 of cash on hand, a bank overdraft
      of nil, and a negative working capital position of approximately $1,259,508,
      of
      which $5,000 was shareholder loans and $280,979 is unpaid compensation due
      to
      employees.





We
      will
      require an additional $3.0 million in cash over the next twelve months to effect
      our business plan. We expect to obtain this cash from the proceeds of one or
      more private or public offerings. The following sets forth the approximate
      amounts needed for each category of expenses:




Software
                development
            
            $
            1,200,000Marketing,
                advertising and promotion
            
            
            1,000,000General
                and administrative expenses
            
            
            800,000**Total**
            
            $
            3,000,000





Other
      than the Stand-By Equity Agreement with Cornell Capital Partners, which we
      do
      not presently have access to draw down on, we do not have any agreements or
      understandings with respect to sources of capital. We have not identified any
      other potential sources. It's likely that we will not be able to raise the
      entire amount required initially, in which case our development time will be
      extended until such full amount can be obtained. Even if we are successful
      in
      obtaining the required funding, we probably will need to raise additional funds
      at the end of 12 months.





**Product
      research and development**





Our
      EZ
      Face software under development allows for the creation of billions of
      combinations of facial images of men and women of any race and age group. EZ
      Face utilizes our internally developed morphological coding algorithm, EDNA
      (a
      digital imprint of the face) for rapid transmission and/or information sharing.
      We intend to start selling EZ Face in the next twelve months. However, we have
      experienced delays with development of EZ Face in the past.


-14-


Our
      EZ
      Match software addresses identity verification and authentication for security
      purposes (passports, drivers license) using the EZ Face technology. EZ Match
      is
      search engine software that will capture a digitized facial image, generate
      an
      EDNA code, and then compare the images against a database or any other available
      image. Management believes that it will be relevant to identity verification
      and
      making possible matches with suspect composite pictures (for example, Most
      Wanted or Suspected Terrorist lists). We intend to start selling EZ Match in
      the
      next twelve months.





OFF
      BALANCE SHEET ARRANGEMENTS





None.





**Item
      3: Controls and Procedures**





(a)
      Evaluation of Disclosure Controls and Procedures.   The Company’s Chief
      Executive Officer and Chief Financial Officer have evaluated the Company’s
      controls and procedures (as such term is defined in Rules 13a-15(e) and
      15d-15(c) of the Securities Exchange Act of 1934, as amended (the “Exchange
      Act”)), as of the end of the period covered by this Quarterly Report, as
      required by paragraph (b) of Rules 13a-15 or 15d-15 of the Exchange Act. Based
      on such evaluation, such officers have concluded that, as of the end of the
      period covered by this Quarterly Report, the Company’s controls and procedures
      are effective.





In
      anticipation of a possible acquisition, the Company hired Mendoza Berger &
Company, LLP (MBC), a regional firm of certified public accountants, to review
      the payroll tax liability the Company had recorded on its December 31, 2006
      and
      March 31, 2007 internal financial statements. In reviewing the liability, MBC
      determined that the Company had incorrectly accounted for the value of stock
      it
      had issued to employees and contractors as compensation, and that it had also
      incorrectly accrued payroll taxes related to the issuance of this
      stock.





MBC
      determined that all shares issued for services, whether employee or independent
      contractors, had been valued at $0.25 per share even though in most cases the
      actual market value of those shares was lower at the time of issue. In addition,
      the Company had accounted for some of their independent consultants as employees
      and also accrued payroll taxes on those shares. As a result, payroll tax
      liability was adjusted by $ 660,572 and $632,908 at March 31, 2007 and 2006,
      respectively. Payroll expense and consultants services were adjusted by
      $2,178,870 and $1,780,186 at March 31, 2007 and 2006, respectively.





As
      a
      result, the initial stock valuation of $0.25 which was valid during fiscal
      2004
      and most of fiscal 2005 was never adjusted to market in subsequent periods.
      In
      addition, the independent consultants who had been accounted for as employees
      also had payroll tax accruals made on their consulting fees. The Company intends
      to amend all of its annual and quarterly SEC filings beginning with the
      4 th quarter
      of fiscal 2005. In addition, the Company has hired additional qualified
      accountants to prevent such errors from occurring in the future.





No
      other
      costs for the remedies of past internal control and reporting deficiencies
      were
      required to be incurred at this time. Nor are any projected for the foreseeable
      future.






(b)
      Changes in Internal Control over Financial Reporting.  In connection with
      the above restatement, the Company has retained additional qualified accountants
      to prevent such errors from occurring in the future.


-15-




**PART
      II-OTHER INFORMATION**


**Item
      1. Legal Proceedings**





Dieterich
      & Associates v. FacePrint Global Solutions, Inc. (Case
      No. 06T01677).  Dieterich & Associates filed this action in the Los
      Angeles Superior Court, West District alleging the Company owed
      approximately $12,000 in fees for legal services provided.  In May 2007,
      the parties entered in a settlement agreement whereby the Company issued certain
      common stock to Dieterich & Associates and both parties release claims
      against each other.





**Item
      2. Unregistered Sales of Equity Securities and Use of
      Proceeds.**





(1)
        On May 4, 2007, we issued 1,000,000 shares of restricted common stock to
      Pierre Cote in exchange for the retirement of 111,771 warrants owned by Pierre
      and his wife. The shares were valued at $150,000 or $.15 per share. The value
      of
      the warrants at the date of retirement was $14,223.41. The difference of
      $135,776.59  has
      been
      treated as employee compensation to Pierre Cote. These securities were issued
      in
      reliance upon an exemption from registration pursuant to Section 4(2) of the
      Securities Act of 1933.





(2)
        On May 4, 2007, we issued 100,000 shares of restricted common stock to
      Jean Houle in exchange for the retirement of 100 warrants. The shares were
      valued at $15,000 or $.15 per share. The value of the warrants at the date
      of
      retirement was $11.25. The difference of $14,988.75  has
      been
      treated as consultant compensation. These securities were issued in reliance
      upon an exemption from registration pursuant to Section 4(2) of the Securities
      Act of 1933.





(3)
        On May 4, 2007, we issued 10,000 shares of restricted common stock to
      Allan Balchi Jr. as compensation for sitting on the board of directors. These
      shares were valued at $1,500 or $.15 per share. These securities were issued
      in
      reliance upon an exemption from registration pursuant to Section 4(2) of the
      Securities Act of 1933.





(4)
        On May 18, 2007, we issued 24,000 shares of restricted common stock to
      Christopher Dieterich as compensation under the terms of a settlement agreement.
      These shares were valued at $3,600 or $.15 per share. These securities were
      issued in reliance upon an exemption from registration pursuant to Section
      4(2)
      of the Securities Act of 1933.


-16-





**Item
      3. Defaults Upon Senior Securities**





None.





**Item
      4. Submission of Matters to a Vote of Security Holders**





On
      July
      9, 2007, the Company held a special meeting of shareholders to vote on whether
      to amend and restate the Company’s Articles of Incorporation (the “Articles of
      Incorporation”) to authorize a reverse split of the Company’s common stock on a
      one-for-fifty basis. 155,472,549 shares representing 59.38% of the
      Company’s outstanding shares of common stock voted in favor of the proposal.
      162,888 shares voted against the proposal with 76,200 shares abstaining.





**Item
      6. Exhibits**





The
      exhibits required to be filed with this Quarterly Report are set forth on the
      Exhibit Index filed herewith.




-17-




**SIGNATURE**





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




**FACE
                PRINT GLOBAL SOLUTIONS, INC.**Date: August
                20, 2007
            /s/ Pierre
                CotePierre
                CoteChief
                Executive Officer and Chief Financial Officer
              (duly
                authorized signatory, Principal Executive Officer and
              Principal
                Financial Officer)




-18-




**EXHIBIT
      INDEX**


2.1
              Agreement
                  and Plan of Reorganization between Dostuk Holdings, Inc. and FacePrint
                  Global Solutions, Inc. (1)
 
 3.1
              Certificate
                  of Incorporation (2)
  3.2
              Articles
                  of Amendment to Certificate of Incorporation (2)3.3
              Articles
                  of Amendment to Certificate of Incorporation
                  (3)
  3.4
              Bylaws
                  (2)
  10.1
              Amended
                  and Restated 2006 Equity Incentive Plan (4)10.2
              2007
                  Consultant Stock Plan*
  31.1
              Rule
                  13a-14(a)/15d-14(a) Certification by the Company’s Chief Executive Officer
                  and Chief Financial Officer*
 
 32.1
              Section
                  1350 Certification by the Company’s Chief Executive Officer and Chief
                  Financial Officer*
 
 *
              Filed
                  herewith(1)
              Filed
                  with Amendment No.1 to the Company’s registration statement on Form SB-2/A
                  (file number 333-109763) on December 12, 2003 and incorporated
                  by
                  reference.(2)
              Filed
                  with the Company’s registration statement on Form SB-2 on October 17, 2003
                  (file number 333-109763) and incorporated by reference.(3)
              Filed
                  with the Company’s Schedule 14A Definitive Proxy Statement on June 20,
                  2007 and incorporated by reference.(4)
              Filed
                  with the Company’s registration statement on Form S-8 on May 2, 2007 (file
                  number 333-137795) and incorporated by reference.(5)
              Filed
                  with the Company’s registration statement on Form S-8 on May 31, 2007
                  (file number 333-143412) and incorporated by
                  reference.




-19-