UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-QSB

(X) QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THESECURITIES AND EXCHANGE ACT OF 1934 

FOR THE FISCAL QUARTER ENDED December 31,2004

Commission File number 333-109763

**FACE PRINT GLOBAL SOLUTIONS, INC.
--------------------------------------------------------------------------------**
(Exact name of registrant as specified in its charter)
**Wyoming
**7372****33-0619256
(State or Jurisdiction of incorporation or organization)
Primary SIC Code
(IRS Employer Identification No.)
1111 E. Herndon Ave., Suite 115 Fresno, California 93720

(Address of principle executive office)

(559) 436-1060

(Registrant's telephone number)

Securities to be registered pursuant to Section 12(b) of theAct: None

Name of each exchange on which registered: None

Securities to be registered pursuant to Section 12(g) of theAct: Common Stock, Par Value: none

Check whether the registrant (1) has filed all reports required to be filedby Section 13 or 15(d) of the Securities Exchange Act of 1934 during thepreceding 12 months (or for such shorter period that the registrant was requiredto file such reports) and (2) has been subject to such filing requirement forthe past 90 days. [X] Yes [  ] No

**NOTE REGARDING PROJECTIONS AND FORWARD LOOKING STATEMENTS**

This Quarterly Report contains statements that are forward-looking statementswithin the meaning of the federal securities laws. These include statementsabout our expectations, beliefs, intentions or strategies for the future, whichwe indicate by words or phrases such as "anticipate," "expect," "intend,""plan," "will," "believe" and similar language. These statements involve knownand unknown risks, including those resulting from economic and marketconditions, the regulatory environment in which we operate, competitiveactivities, and other business conditions, and are subject to uncertainties andassumptions set forth elsewhere in this Quarterly Report. Our actual results maydiffer materially from results anticipated in these forward-looking statements.We base our forward-looking statements on information currently available to us,and we assume no obligation to update these statements.
**ITEM 1. FINANCIAL STATEMENTS
**FACE PRINT GLOBAL SOLUTIONS, INC. AND SUBSIDIARYUNAUDITED CONDENSED CONSOLIDATEDFINANCIAL STATEMENTSDECEMBER 31, 2004**
FACE PRINT GLOBAL SOLUTIONS, INC. AND SUBSIDIARYCONTENTS                                                        PAGEUnaudited Condensed Consolidated Balance Sheets,December 31, 2004 and March 31, 2004                        2Unaudited Condensed Consolidated Statements ofOperations, for the three and nine months endedDecember 31, 2004                                           3Unaudited Condensed Consolidated Statements ofCash Flows, for the nine months ended December 31,2004 and 2003                                           4 - 5Notes to Unaudited Condensed ConsolidatedFinancial Statements                                    6 - 12FACE PRINT GLOBAL SOLUTIONS, INC. AND SUBSIDIARYUNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETSASSETS                                      December 31,        March 31,                                         2004               2004                                      ___________        ___________CURRENT ASSETS:   Cash                              $          -       $    10,238   Accounts receivable                        537               131   Inventory                               40,930            48,292   Prepaid expenses and other   current assets                               -             2,753                                      ___________        ___________      Total Current Assets                 41,467            61,414PROPERTY AND EQUIPMENT, net                 9,902            14,351                                      ___________        ___________                                      $    51,369       $     75,765                                      ___________        ___________LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)CURRENT LIABILITIES:   Bank overdraft                     $     3,651       $         -   Accounts payable                        47,800            34,219   Accrued expenses                        75,495             1,073   Advance from related party                   -           262,759   Accrued payroll                        350,582           216,333   Accrued interest                        38,802                 -                                      ___________        ___________       Total Current Liabilities          516,330           514,384   Convertible notes payable -    related party                          25,000                 -                                      ___________        ___________       Total Liabilities                  541,330            514,384                                      ___________        ___________STOCKHOLDERS' EQUITY (DEFICIT):  Common stock, no par value, unlimited     number of shares authorized,     40,056,264 and 35,251,003 shares     issued and outstanding, respectively     3,094,293        786,111  Deficit accumulated during the     development stage                       (3,584,254)    (1,224,730)                                             ___________    ___________      Total Stockholders' Equity (Deficit)     (489,961)      (438,619)                                             ___________    ___________                                            $    51,369    $    75,765                                             ___________     __________NOTE: The balance sheet at March 31, 2004 was taken from the audited financialstatements at that date and condensed.The accompanying notes are an integral part of these unaudited condensedconsolidated financial statements.FACE PRINT GLOBAL SOLUTIONS, INC. AND SUBSIDIARYUNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS                                For the Three Months         For the Nine Months                                  Ended December 31,         Ended December 31,                                _______________________    _______________________                                    2004         2003         2004         2003                                ___________   ___________  ___________  ___________REVENUE                         $    2,446   $    35,784  $   13,058  $    35,784COST OF GOODS SOLD                   2,818        11,714       9,898       11,714                                ___________   ___________  ___________  ___________GROSS PROFIT (LOSS)                   (372)       24,070       3,160       24,070                                ___________   ___________  ___________  ___________EXPENSES:  Selling                            3,079        35,519      28,932       36,422  General and administrative       373,787       175,510   2,284,485      315,240                                ___________   ___________  ___________  ___________     Total Expenses                376,866       211,029   2,313,417      351,662                                ___________   ___________  ___________  ___________LOSS BEFORE OTHERINCOME (EXPENSE)                 (377,238)      (186,959) (2,310,257)    (327,592)OTHER INCOME (EXPENSE):  Interest expense                (18,432)             -     (49,267)           -                                ___________   ___________  ___________  ___________LOSS BEFORE INCOME TAXES         (395,670)      (186,959) (2,359,524)    (327,592)CURRENT TAX EXPENSE                                    -                        -DEFERRED TAX EXPENSE                     -             -           -            -                                ___________   ___________  ___________  ___________NET LOSS                        $  (395,670) $  (186,959) $(2,359,524)  $(327,592)                                ___________   ___________  ___________  ___________LOSS PER COMMON SHARE           $     (.01)  $      (.01) $      (.06)$      (.01)                                ___________   ___________  ___________  ___________The accompanying notes are an integral part of these unaudited condensedconsolidated financial statements.FACE PRINT GLOBAL SOLUTIONS, INC. AND SUBSIDIARYUNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS                                                    For the Nine Months                                                     Ended December 31,                                                ____________________________                                                   2004             2003                                                _____________    _____________Cash Flows from Operating Activities:  Net loss                                      $  (2,359,524)   $    (327,592)  Adjustments to reconcile net loss to  net cash used by operating activities:    Amortization                                            -           39,766    Depreciation                                        4,449            1,488    Non-cash services for stock                     1,604,500                -    Changes in assets and liabilities:      (Increase) in accounts receivable                  (406)          (1,172)      (Increase) decrease in inventory                  7,362          (58,800)      Decrease in prepaid expenses                      2,753                -      Increase in accounts payable                     13,581          123,436      Increase in accrued expenses                     74,422                -      Increase in accrued payroll and taxes           134,249          142,271      Increase in accrued interest                     38,802                -                                                _____________    _____________        Net Cash (Used) by Operating Activities      (479,812)         (80,603)                                                _____________    _____________Cash Flows from Investing Activities   Purchase of property and equipment                                  (14,974)   Purchase of intangible assets                                      (200,000)                                                _____________    _____________        Net Cash Provided (Used)        by Investing Activities                             -         (214,974)                                                _____________    _____________Cash Flows from Financing Activities:    Bank overdraft                                      3,651                -    Advances from related party                      -480,923          141,277    Proceeds from issuance of warrants                      -           78,429    Proceeds from issuance of common stock             10,000           80,571    Proceeds from issuance of convertible notes       -75,000                -                                                _____________    _____________       Net Cash Provided by Financing Activities      469,574          300,277                                                _____________    _____________Net Increase (Decrease) in Cash                       (10,238)           4,700Cash at Beginning of Period                            10,238              160                                                _____________    _____________Cash at End of Period                          $            -    $       4,860                                                _____________    _____________Supplemental Disclosures of Cash Flow Information:    Cash paid during the period for:  Interest                                     $       49,267    $           -  Income taxes                                 $            -    $           -The accompanying notes are an integral part of these unaudited condensedconsolidated financial statements.Supplemental Schedule of Non-cash Investing and Financing Activities:                        For the nine months ended December 31, 2004:The Company extended $648,682 of related party advances into four notes payableof $250,000, $250,000, $92,170 and $56,512.At December 31, 2004, the Company converted $648,682 of related party notespayable into common stock at $.50 per share.  As a result of this conversion,1,297,364 shares of common stock was issued.At December 31, 2004, the Company also converted a $25,000 convertible notepayable which is owed to a relative of an officer/shareholder of the Companyinto common stock at $.50 per share.  As a result of this conversion, 50,000shares of common stock was issued.During the period ended December 31, 2004, an individual paid expenses of$20,000 on behalf of the Company and received a convertible note payable.  Thenote was converted into 40,000 shares of common stock at December 31, 2004.The Company issued a total of 6,418,000 shares of common stock for servicesvalued at $1,604,500.The accompanying notes are an integral part of these unaudited condensedconsolidated financial statements.FACE PRINT GLOBAL SOLUTIONS, INC. AND SUBSIDIARYNOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTSNOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIESOrganization - Face Print Global Solutions, Inc. ("Parent") wasorganized under the laws of the State of Wyoming on November 12,1999 as Dostuk Holdings, Inc.  Parent had been inactive since itsinception.  In March 2003, Parent changed its name to Face PrintGlobal Solutions, Inc.FacePrint Global Solutions, Inc. ("Subsidiary") was organized underthe laws of the State of California on January 30, 2003.  On March31, 2003, Parent acquired Subsidiary pursuant to an Agreement andPlan of Reorganization signed March 17, 2003.  The agreement calledfor Parent to issue 24,070,000 shares of its common stock to theformer shareholders of Subsidiary for all 24,070,000 outstandingshares of Subsidiary's common stock wherein Subsidiary became awholly-owned subsidiary of Parent [See Note 2].  The acquisitionhas been accounted for as a recapitalization of Subsidiary in amanner similar to a reverse purchase.  Accordingly, the equitytransactions have been restated to reflect the recapitalization ofSubsidiary and the operations of Parent prior to the date ofacquisition have been eliminated.  The financial statements reflectthe operations of Subsidiary from its inception.Face Print Global Solutions, Inc. and Subsidiary ("the Company")markets playing cards printed with custom faces.  The Company alsoplans to develop and market facial recognition software.  TheCompany has, at the present time, not paid any dividends and anydividends that may be paid in the future will depend upon thefinancial requirements of the Company and other relevant factors.Condensed Financial Statements - The accompanying financialstatements have been prepared by the Company without audit.  In theopinion of management, all adjustments (which include only normalrecurring adjustments) necessary to present fairly the financialposition, results of operations and cash flows at December 31, 2004and 2003 and for the periods then ended have been made.Certain information and footnote disclosures normally included infinancial statements prepared in accordance with generally acceptedaccounting principles in the United States of America have beencondensed or omitted.  It is suggested that these condensedfinancial statements be read in conjunction with the financialstatements and notes thereto included in the Company's March 31,2004 audited financial statements.  The results of operations forthe periods ended December 31, 2004 and 2003 are not necessarilyindicative of the operating results for the full year.Consolidation - The consolidated financial statements include theaccounts of Parent and its wholly-owned Subsidiary.  Allsignificant intercompany transactions have been eliminated inconsolidation.Fiscal Year - The Company's fiscal year-end is March 31st.Cash and Cash Equivalents - The Company considers all highly-liquiddebt investments purchased with a maturity of three months or lessto be cash equivalents.Accounts and Loans Receivable - The Company records accounts andloans receivable at the lower of cost or fair value.  The Companydetermines the lower of cost or fair value of non-mortgage loans onan individual asset basis.  The Company recognizes interest incomeon an account receivable based on the stated interest rate forpast-due accounts over the period that the account is past due.The Company recognizes interest income on a loan receivable basedon the stated interest rate over the term of the loan.  The Companyaccumulates and defers fees and costs associated with establishinga receivable to be amortized over the estimated life of the relatedreceivable.  The Company estimates allowances for doubtful accountsand loan losses based on the aged receivable balances andhistorical losses.  The Company records interest income ondelinquent accounts and loans receivable only when payment isreceived.  The Company first applies payments received ondelinquent accounts and loans receivable to eliminate theoutstanding principal.  The Company charges off uncollectibleaccounts and loans receivable when management estimates nopossibility of collecting the related receivable.  The Companyconsiders accounts and loans receivable to be past due ordelinquent based on contractual terms.Inventory - Inventory is stated at the lower of cost or marketusing the first-in, first-out  ("FIFO") method [See Note 3].Property and Equipment - Property and equipment are stated at cost.Expenditures for major renewals and betterments that extend theuseful lives of property and equipment are capitalized upon beingplaced in service.  Expenditures for maintenance and repairs arecharged to expense as incurred.  Depreciation is computed using thestraight-line method over the estimated useful lives of the assets.In accordance with Statement of Financial Accounting Standards No.144, "Accounting for the Impairment or Disposal of Long-LivedAssets", the Company periodically reviews their property andequipment for impairment.Website Costs - The Company has adopted the provisions of EmergingIssues Task Force 00-2, "Accounting for Web Site DevelopmentCosts."  Costs incurred in the planning stage of a website areexpensed as research and development while costs incurred in thedevelopment stage are capitalized and amortized over the life ofthe asset, estimated to be five years.  As of December 31, 2004,the Company has capitalized a total of $6,222 of website costswhich are included in property and equipment.  The Company did notincur any planning costs and did not record any research anddevelopment costs for the nine months ended December 31, 2004 and2003.Intangible Assets - The Company accounts for their intangibleassets in accordance with Statement of Financial AccountingStandards No. 142, "Goodwill and Other Intangible Assets".  SFASNo. 142 establishes three classifications for intangible assetsincluding definite-life intangible assets, indefinite-lifeintangible assets and goodwill and requires different accountingtreatment and disclosures for each classification.  In accordancewith SFAS No. 142, the Company periodically reviews theirintangible assets for impairment.  No impairment was recordedduring the nine months ended December 31, 2004 and 2003.Amortization expense for the nine months ended December 31, 2004and 2003 was $0 and $0, respectively.Revenue Recognition - The Company's revenue comes from the sale ofcustom playing cards.  The Company recognized revenue when rightsand risk of ownership have passed to the customer, there ispersuasive evidence of a sales arrangement, product has beenshipped or delivered to the customer, the price and terms arefinalized and collection of the resulting receivable is reasonableassured.  Products are shipped FOB shipping point at which timetitle passes to the customer because there is no right of returnafter shipment.Advertising Costs - Advertising costs are charged to operationswhen incurred.  The Company expensed $28,871 and $36,422 inadvertising costs during the nine months ended December 31, 2004and 2003, respectively.Stock-Based Compensation - The Company has one stock-based employeecompensation plan [See Note 6].  The Company accounts for its planunder the recognition and measurement principles of AccountingPrinciples Board Opinion No. 25, "Accounting for Stock Issued toEmployees" and related Interpretations.  The Company has not issuedany stock options or warrants under the plan.Research and Development - The Company expenses research anddevelopment as incurred.  For the nine months ended December 31,2004 and 2003, respectively, the Company expensed $50,000 and $0 inresearch and development.Income Taxes - The Company accounts for income taxes in accordancewith Statement of Financial Accounting Standards No. 109,"Accounting for Income Taxes" [See Note 7].Loss Per Share - The computation of loss per share is based on theweighted average number of shares outstanding during the periodpresented in accordance with Statement of Financial AccountingStandards No. 128, "Earnings Per Share" [See Note 10].Accounting Estimates - The preparation of financial statements inconformity with generally accepted accounting principles in theUnited States of America requires management to make estimates andassumptions that affect the reported amounts of assets andliabilities, the disclosures of contingent assets and liabilitiesat the date of the financial statements, and the reported amount ofrevenues and expenses during the reported period.  Actual resultscould differ from those estimated.Recently Enacted Accounting Standards - Statement of FinancialAccounting Standards ("SFAS") No. 151, "Inventory Costs - anamendment of ARB No. 43, Chapter 4", SFAS No. 152, "Accountingfor Real Estate Time-Sharing Transactions - an amendment of FASBStatements No. 66 and 67", SFAS No. 153, "Exchanges ofNonmonetary Assets - an amendment of APB Opinion No. 29", andSFAS No. 123 (revised 2004), "Share-Based Payment", wererecently issued.  SFAS No. 151, 152, 153 and 123 (revised 2004)have no current applicability to the Company or their effect onthe financial statements would not have been significant.Restatement - The financial statements have been restated for allperiods presented to reflect the recapitalization of Subsidiary[See Note 2].Reclassification - The financial statements for periods prior toDecember 31, 2004 have been reclassified to conform to the headingsand classifications used in the December 31, 2004 financialstatements.NOTE 2 - AGREEMENT AND PLAN OF REORGANIZATIONOn March 17, 2003, Parent and Subsidiary entered into an Agreementand Plan of Reorganization whereby Parent agreed to acquire 100% ofSubsidiary in a stock for stock exchange.  The agreement called forParent to issue 24,070,000 shares of common stock to the formershareholders of Subsidiary for all 24,070,000 outstanding shares ofSubsidiary's common stock.  The Company has accounted for theacquisition as a recapitalization of Subsidiary in a manner similarto a reverse purchase.  Accordingly, the equity transactions havebeen restated to reflect the recapitalization of Subsidiary and theoperations of Parent prior to the date of acquisition have beeneliminated.  The financial statements reflect the operations ofSubsidiary from its inception.NOTE 3 - INVENTORYInventory consists of the following at:                              December 31,              March 31,                                  2004                  2004                              _____________           _____________Finished goods               $    40,930             $    48,292                              _____________           _____________Total Inventory              $    40,930             $    48,292                             _____________            _____________The Company has estimated that no allowance for slow moving orobsolete inventory was necessary at December 31, 2004.NOTE 4 - PROPERTY AND EQUIPMENTProperty and equipment consist of the following at:                                   December 31,    March 31,                                      2004          2004                                  ___________     ___________Office furniture and equipment    $   11,490    $   11,490Website                                6,222         6,222                                  ___________     ___________                                      17,712        17,712Less:  Accumulated depreciation       (7,810)       (3,361)                                  ___________    ___________Net Property and Equipment        $    9,902    $   14,351                                  ___________    ___________Depreciation expense for the nine months ended December 31, 2004and 2003 was $4,449 and $1,488, respectively.NOTE 5 - CONVERTIBLE NOTES PAYABLEThe Company issued a $25,000 convertible note payable to anindividual.  The note accrues interest at 10% per annum, is dueJune 2006 and is convertible into common stock at $.50 per share.NOTE 6 - CAPITAL STOCKCommon Stock - The Company has authorized an unlimited number ofshares of no par value common stock.  In January 2003, inconnection with their organization, the Company issued 24,070,000shares of their previously authorized but unissued common stock tovarious individuals including 13,510,000 which was issued to anofficer/shareholder of the Company.  The shares were issued for asubscription receivable of $13,750 and for services rendered valuedat $226,950 (or $.01 per share).  The Company collected the entire$13,750 subscription receivable in August 2003.In March 2003, Parent entered into an Agreement and Plan ofReorganization with Subsidiary which has been accounted for as arecapitalization of Subsidiary [See Note 2].During the quarter ended December 31, 2004, the Company issued665,000 shares of common stock for services valued at $166,250.During the quarter ended December 31, 2004, the Company converted$693,682 in notes payable into common stock at $.50 per share.  Thetotal amount of shares issued as a result of this conversion was1,387,364.During the quarter ended September 30, 2004, Face Print issued1,278,000 shares of common stock for services valued at $319,500.Reservation of Subsidiary Stock - In February 2003, Subsidiary'sBoard of Directors resolved to reserve 1,000,000 shares ofSubsidiary's common stock to be issued under options to employees,advisors and consultants.Stock Option Plan - In November 1999, the Board of Directors ofParent adopted and the stockholders at that time approved the 1999Stock Option Plan ("the Plan").  The Plan provides for the grantingof qualified and non-qualified stock options to purchase up to2,000,000 shares of common stock to directors, officers, advisorsand employees of the Company as well as to employees of companiesthat do business with the Company.  Awards under the plan will begranted as determined by the Stock Option Committee of the Board ofDirectors.  The Plan limits awards to directors, officers andemployees to $100,000 of compensation per year.  The options willexpire after 10 years or 5 years if the option holder owns at least10% of the common stock of the Company.  The exercise price of anon-qualified option must be at least 85% of the market price on thedate of issue.  The exercise price of a qualified option must be atleast equal to the market price or 110% of the market price on thedate of issue if the option holder owns at least 10% of the commonstock of the Company.  At December 31, 2004, no awards had been madeand total awards available to be granted from the Plan amounted to2,000,000 shares.NOTE 7 - INCOME TAXESThe Company accounts for income taxes in accordance with Statementof Financial Accounting Standards No. 109, "Accounting for IncomeTaxes".  SFAS No. 109 requires the Company to provide a netdeferred tax asset/liability equal to the expected future taxbenefit/expense of temporary reporting differences between book andtax accounting methods and any available operating loss or taxcredit carryforwards.The Company has available at December 31, 2004 unused operatingloss carryforwards of approximately $3,063,000 which may be appliedagainst future taxable income and which expire in 2025.  The amountof and ultimate realization of the benefits from the operating losscarryforwards for income tax purposes is dependent, in part, uponthe tax laws in effect, the future earnings of the Company, andother future events, the effects of which cannot be determined.Because of the uncertainty surrounding the realization of the netdeferred tax assets, the Company has established a valuationallowance equal to their tax effect and, therefore, no deferred taxasset has been recognized.  The net deferred tax assets, whichconsist of deferred compensation, tax basis of fixed assets inexcess of book basis and net operating loss carryforwards, areapproximately $769,000 and $238,000 as of December 31, 2004 andMarch 31, 2004, respectively, with an offsetting valuationallowance of the same amount, resulting in a change in thevaluation allowance of approximately $531,000 for the nine monthsended December 31, 2004.NOTE 8 - RELATED PARTY TRANSACTIONSAdvances from Related Party - Officers and shareholders of theCompany have made payments on behalf of the Company and cashadvances to the Company totaling $56,512.  The Company convertedthe advances into convertible notes at December 31, 2004, thenconverted the note into common stock at December 31, 2004Management Compensation - In January 2003, the Company issued13,510,000 shares of common stock to an officer/shareholder of theCompany for services rendered valued at $135,100 [See Note 6].  Asof December 31, 2004, the Company had accrued $249,166 of salaryowed to an officer/shareholder of the Company, none of which hasbeen paid.  Salary expense to the officer/shareholder for the ninemonths ended December 31, 2004 and 2003 amounted to $97,500 and$97,500, respectively.Office Space - Prior to July 2003, the Company did not have a needto rent office space and an officer/shareholder of the Companyallowed the Company to use his offices as a mailing address, asneeded, at no expense to the Company.NOTE 9 - GOING CONCERNThe accompanying financial statements have been prepared inconformity with generally accepted accounting principles in theUnited States of America, which contemplate continuation of theCompany as a going concern.  However, the Company was only recentlyformed and has not yet been successful in establishing profitableoperations.  Further, the Company has current liabilities in excessof current assets.  These factors raise substantial doubt about theability of the Company to continue as a going concern.  In thisregard, management is proposing to raise any necessary additionalfunds not provided by operations through loans or throughadditional sales of their common stock.  There is no assurance thatthe Company will be successful in raising this additional capitalor in achieving profitable operations.  The financial statements donot include any adjustments that might result from the outcome ofthese uncertainties.NOTE 10 - LOSS PER SHAREThe following data shows the amounts used in computing loss pershare:                                For the Three Months         For the Nine Months                                Ended December 31,           Ended December 31,                                _______________________    _______________________                                2004            2003       2004            2003                                ___________ ___________    ___________  ___________Loss from operationsavailable to commonshareholders (numerator)        $(395,670) $ (186,959)   $(2,359,524) $ (327,592)                                ___________ ___________    ___________  ___________Weighted average number ofcommon shares outstandingused in loss per share for theperiod (denominator)            37,943,900  33,399,673     37,020,969  3,180,290                                ___________ ___________    ___________  ___________At December 31, 2004, the Company had outstanding warrants andnotes payable convertible into shares of common stock which werenot used in the computation of loss per share because their effectwould be anti-dilutive.  Dilutive loss per share was not presented,as the Company had no common stock equivalent shares for allperiods presented that would affect the computation of diluted lossper share.NOTE 11 - COMMITMENTS AND CONTINGENCIESAdvertising Agency Agreement - In October 2003, the Company signedan Advertising Agency Agreement with Internet Advertising Group,Inc. for advertising.  The agreement calls for the Company topurchase at least $20,000 of advertising per month beginningNovember 2003.  The agreement is cancelable upon 30-days writtennotice beginning February 1, 2004.NOTE 12 - CONCENTRATIONSSupplier - The Company buys all of its playing cards from a singlesupplier.  Management believes that playing cards are a commoditythat is readily available and that the loss of this supplier wouldnot have a negative impact on the financial condition of theCompany.
** ****ITEM 2. LEGAL PROCEEDINGS**
FGS is not a party to any material legal proceedings.
**ITEM 3. MANAGEMENT DISCUSSION AND ANALYSIS OR PLAN OF OPERATION**
**Overview**

FACEPRINT GLOBAL SOLUTIONS (FGS)is a software-development company engaged in facial recognition and facialimagery. Our mission is to become a world leader in the field of biometrics anddeveloping high accuracy products in facial recognition technology. We addressthe critical needs in facial recognition related to identity verification incrime-prevention and worldwide efforts against terrorism. 
Our goal is to establish a standard in the identity authentication andvalidation with our E-DNA Bioprint Coding System(tm). Our E-DNA solution issuperior to competitors' due to its ability to operate in controlled anduncontrolled environments.

Our business targets public safety and security (law enforcement and homelandsecurity), military access control, immigration and border controls,correctional departments, government agencies, Department(s) of Motor Vehiclesand the Justice Department.

Our plan includes providing value added services. Within this framework, wewill offer online courses in the area of law enforcement and biometry with toensure that private security personnel and law enforcement personnel receive anadequate training in identification, verification and the use of newtechnologies.

In addition, FGS is seeking to distribute existing related technologyproducts into our target customer base to grow out own customer base, whilebuild a strong and effective sales and marketing team. 

FGS is continuing to grow its relationship with America's Most Wanted todevelop more playing card decks and branded products. FGS is currentlynegotiating with a marketing company to distribute our AMW playing cards decksinto major mass merchandisers. 

At December 31, 2004, we had three full time employees and threepart time consultants. 

**Cash requirements, Liquidity and Capital Resources**

We have entered into a license agreement with Fox Televisions "Americas MostWanted" under which we distribute and market a deck of playing cards with thefaces and information of America's 56 most wanted criminals. Sales commenced inNovember 2003. We are currently seeking national retail distribution.

For the nine months ended December 31, 2004 the company received revenues of $13,058. We donot anticipate a significant increase in revenues until the second or thirdquarter of fiscal 2005. As of December 31, 2004 we had a Cash Deficit, a bankoverdraft of #3,651. We had negative working capital of $474,863, which includesunpaid compensation to officers of $350,582We will require an additional $3.0 million in cash over the next twelvemonths to affect our business plan. We expect to obtain this cash from theproceeds of one or more private or public offerings. The following sets forththe approximately amounts needed for each category of expenses:
    Software development     1,200,000    Marketing, advertising and promotion    1,000,000General and administrative expenses800,000**Total****$ 3,000,000**
We do not have any agreements or understandings with respect to sources ofcapital. We have not identified any potential sources. It's likely that we willnot be able to raise the entire amount required initially, in which case ourdevelopment time will be extended until such full amount can be obtained. Evenif we are successful in obtaining the required funding, we probably will need toraise additional funds at the end of 12 months.

**Product Research and Development**

We entered into a contract for our E-learning curriculum software and productsoftware development in May 2004 with an ISACSOFT a publicly traded Canadiancompany.

We estimate the total amount of cash needed for the e-learning and softwaredevelopment to be $2.0 million over the next two years. 

Our FACEPRINT software under development allows for the creation ofbillions of combinations of facial images of either sex, any race and age group. FACEPRINT utilizes our internally developed morphological coding algorithm,E-DNA (a digital imprint of the face) for rapid transmission and/or informationsharing. Our goal is to start selling FACEPRINT in April 2005.

Our EZ Match software addresses identity verification and authentication forsecurity purpose (passports, drivers license) using the FACEPRINT technology. EZ-Matchis search engine software that will capture a digitized facial image, generatean E-DNA code, and then compare the images against a database or any otheravailable image. This is expected to have a major impact in identityverification and making possible matches with suspect composite pictures (forexample, Most Wanted or Suspected Terrorist lists). Our goal is to start sellingEZ Match in September 2005. 

We are developing a series of online courses for law enforcement and securityprofessionals. Our courses will be developed by certified police instructors andwell-known criminologists in the industry. E-Learning is an online trainingprogram that will create value to our products and any other product we chooseto distribute. Our goal is to have our courses available online in September2004 and continually add and update the classes monthly.

**Risk Factors and Cautionary Statements**

Our future operating results are subject to many facilities, including:

* our success in developing our EZ Match software;

* our ability to attract and retain customers and ourother products;

* the effects of competition from other facial recognitionsoftware companies; and

* our ability to obtain additional financing.
**ITEM 4. CONTROLS AND PROCEDURES**
(a) Evaluation of Disclosure Controls and Procedures. Regulations under theSecurities Exchange Act of 1934 require public companies to maintain 'disclosurecontrols and procedures,' which are defined to mean a company's controls andother procedures that are designed to ensure that information required to bedisclosed in the reports that it files or submits under the Securities ExchangeAct of 1934 is recorded, processed, summarized and reported, within the timeperiods specified in the Commission's rules and forms. Within 90 days prior tothe filing date of this Report (the 'Evaluation Date'), the Company's principalexecutive officer ('CEO') and principal financial officer ('CFO') carried out anevaluation of the effectiveness of the Company's disclosure controls andprocedures. Based on those evaluations, as of the Evaluation Date, the Company'sCEO and CFO believe:

(i) that the Company's disclosure controls and procedures are        designed to ensure that information required to be disclosed by the        Company in the reports it files under the Securities Exchange Act of        1934 is recorded, processed, summarized and reported within the time        periods specified in the SEC's rules and forms and that such information        is accumulated and communicated to the Company's management, including        the CEO and CFO, as appropriate to allow timely decisions regarding        required disclosure; and 

(ii) that the Company's disclosure controls and procedures are        effective. 

(b) Changes in Internal Controls. There were no significant changes in ourinternal controls or, to our knowledge, in other factors that couldsignificantly affect our internal controls subsequent to the evaluation datereferred to above.
**ITEM 5. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS**
We have not submitted any matters to a vote of security holders during theperiod upon which we are reporting.

 
**ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K**
 

a. Reports on Form 8-K. 

We filed the following current reports on Form 8-K during the period        covered by this report: 

i. We reported an event occurring on            November 8, 2004, specifically, our dismissal of Malone & Bailey,            PLLC as our independent accountants, and the appointment of            Pritchett, Siler, & Hardy, P.C. as the Registrant's independent            accountants.

b. Exhibits. The following exhibits are hereby filed with this        report:
**Exhibit Number****Description**99.1. Certification of Chief Executive Officer    pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.99.2. Certification of Chief Financial Officer    pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.** 

SIGNATURES**
Pursuant to the requirements of Section 13 or 15(d) of the SecuritiesExchange Act of 1934, the registrant has duly caused this report to be signed onits behalf by the undersigned, thereunto duly authorized.
 */s/ Pierre Cote*    _______________________________    Pierre Cote 
FACE PRINT GLOBAL SOLUTIONS, INC.    Vice-Chairman and Chief Executive Officer
February 14, 2005
 
**CERTIFICATION OF CHIEF EXECUTIVE OFFICER**
I, Pierre Cote, certify that: 

1. I have reviewed this quarterly report on Form 10-QSB of Face Print GlobalSolutions, Inc.; 

2. Based on my knowledge, this Quarterly Report does not contain any untruestatement of a material fact or omit to state a material fact necessary to makethe statements made, in light of the circumstances under which such statementswere made, not misleading with respect to the period covered by this QuarterlyReport;

3. Based on my knowledge, the financial statements, and other financialinformation included in this Quarterly Report, fairly present in all materialrespects the financial condition, results of operations and cash flows of theregistrant as of, and for, the periods presented in this Quarterly Report.

4. I am responsible for establishing and maintaining disclosure controls andprocedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for theregistrant and I have: 

a) designed such disclosure controls and procedures to ensure that        material information relating to the registrant, including its        consolidated subsidiaries, is made known to us by others within those        entities, particularly during the period in which this Quarterly Report        is being prepared; 

b) evaluated the effectiveness of the registrant's disclosure        controls and procedures as of a date within 90 days prior to the filing        date of this Quarterly Report (the 'Evaluation Date'); and 

c) presented in this Quarterly Report our conclusions about the        effectiveness of the disclosure controls and procedures based on our        evaluation as of the Evaluation Date; 

5. The registrant's other certifying officers and I have disclosed, based onour most recent evaluation, to the registrant's auditors and the audit committeeof registrant's board of directors (or persons performing the equivalentfunction): 

a) all significant deficiencies in the design or operation of        internal controls which could adversely affect the registrant's ability        to record, process, summarize and report financial data and have        identified for the registrant's auditors any material weaknesses in        internal controls; and 

b) any fraud, whether or not material, that involves management or        other employees who have a significant role in the registrant's internal        controls; and 

6. The registrant's other certifying officers and I have indicated in thisQuarterly Report whether or not there were significant changes in internalcontrols or in other factors that could significantly affect internal controlssubsequent to the date of our most recent evaluation, including any correctiveactions with regard to significant deficiencies and material weaknesses. 

Date: February 14, 2005
*/s/ Pierre Cote_____________________Pierre CoteChief Executive Officer 

 

**CERTIFICATION OF CHIEF  FINANCIAL OFFICER**

 

I, Jean Lajoie, certify that: 

1. I have reviewed this quarterly report on Form 10-QSB of Face Print GlobalSolutions, Inc.; 

2. Based on my knowledge, this Quarterly Report does not contain any untruestatement of a material fact or omit to state a material fact necessary to makethe statements made, in light of the circumstances under which such statementswere made, not misleading with respect to the period covered by this QuarterlyReport;

3. Based on my knowledge, the financial statements, and other financialinformation included in this Quarterly Report, fairly present in all materialrespects the financial condition, results of operations and cash flows of theregistrant as of, and for, the periods presented in this Quarterly Report.

4. I am responsible for establishing and maintaining disclosure controls andprocedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for theregistrant and I have: 

a) designed such disclosure controls and procedures to ensure that        material information relating to the registrant, including its        consolidated subsidiaries, is made known to us by others within those        entities, particularly during the period in which this Quarterly Report        is being prepared; 

b) evaluated the effectiveness of the registrant's disclosure        controls and procedures as of a date within 90 days prior to the filing        date of this Quarterly Report (the 'Evaluation Date'); and 

c) presented in this Quarterly Report our conclusions about the        effectiveness of the disclosure controls and procedures based on our        evaluation as of the Evaluation Date; 

5. The registrant's other certifying officers and I have disclosed, based onour most recent evaluation, to the registrant's auditors and the audit committeeof registrant's board of directors (or persons performing the equivalentfunction): 

a) all significant deficiencies in the design or operation of        internal controls which could adversely affect the registrant's ability        to record, process, summarize and report financial data and have        identified for the registrant's auditors any material weaknesses in        internal controls; and 

b) any fraud, whether or not material, that involves management or        other employees who have a significant role in the registrant's internal        controls; and 

6. The registrant's other certifying officers and I have indicated in thisQuarterly Report whether or not there were significant changes in internalcontrols or in other factors that could significantly affect internal controlssubsequent to the date of our most recent evaluation, including any correctiveactions with regard to significant deficiencies and material weaknesses. 

Date: February 14, 2005
*/s/ Jean Lajoie_____________________Jean LajoieChief Financial Officer 
******INDEX TO EXHIBITS**Exhibit Number****Description**99.1. Certification of Chief Executive Officer    pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.99.2. Certification of Chief Financial Officer    pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
* * *
**Exhibit 99.1. Certification of Chief Executive Officer pursuant to Section906 of the Sarbanes-Oxley Act of 2002.

CERTIFICATION PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

(18 U.S.C. SECTION 1350)**
In connection with the Quarterly Report of Face Print Global Solutions, Inc.,a Wyoming corporation (the 'Company'), on Form 10-QSB for the period endingDecember 31, 2004 as filed with the Securities and Exchange Commission (the 'Report'), I,Pierre Cote, Chief Executive Officer  of the Company, certify, pursuant toSection 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. Section 1350), that tomy knowledge: 

(1) The Report fully complies with the requirements of section 13(a)        or 15(d) of the Securities Exchange Act of 1934; and 

(2) The information contained in the Report fairly presents, in all        material respects, the financial condition and result of operations of        the Company. 

Date: February 14, 2005
*/s/ Pierre Cote_____________________Pierre CoteChief Executive Officer 
**Exhibit 99.2. Certification of Chief Financial Officer pursuant to Section906 of the Sarbanes-Oxley Act of 2002.

CERTIFICATION PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

(18 U.S.C. SECTION 1350)**
In connection with the Quarterly Report of Face Print Global Solutions, Inc.,a Wyoming corporation (the 'Company'), on Form 10-QSB for the period endingDecember 31, 2004 as filed with the Securities and Exchange Commission (the 'Report'), I,Jean Lajoie, Chief  Financial Officer of the Company, certify, pursuant toSection 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. Section 1350), that tomy knowledge: 

(1) The Report fully complies with the requirements of section 13(a)        or 15(d) of the Securities Exchange Act of 1934; and 

(2) The information contained in the Report fairly presents, in all        material respects, the financial condition and result of operations of        the Company. 

Date: February 14, 2005
*/s/ Jean Lajoie_____________________Jean LajoieChief Financial Officer

 

 

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