UNITED
STATES


SECURITIES
AND EXCHANGE COMMISSION


WASHINGTON,
D.C. 20549









FORM
10-Q









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




For
the quarterly period ended November 30, 2009





o
            TRANSITION REPORT PURSUANT TO
      SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
      1934




GLOBAL
EARTH ENERGY, INC.


(Exact
name of registrant as specified in Charter)




NEVADA
                        
                        000-31343
                        
                        36-4567500(State
      or other jurisdiction of
                          incorporation
      or organization)
                        
                        (Commission
      File No.)
                        
                        (IRS Employee Identification No.)





534
Delaware Avenue, Suite 412


Buffalo,
New York 14202


(Address
of Principal Executive Offices)







(910)
616-0077


(Issuer
Telephone number)









(Former
Name or Former Address if Changed Since Last Report)




Check
whether the issuer (1) has filed all reports required to be filed by Section 13
or 15(d) of the Exchange Act during the preceding 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 large accelerated filer, an
accelerated filer, a non-accelerated filer or a smaller reporting company filer.
 See definition of “accelerated filer” and “large accelerated filer” in
Rule 12b-2 of the Exchange Act (Check one):




Large
Accelerated Filer  o
     Accelerated Filer  o
     Non-Accelerated Filer  o
     Smaller Reporting Company x





Indicate
by check mark whether the registrant is a shell company as defined in Rule 12b-2
of the Exchange Act.


Yes 
o  No x




State the
number of shares outstanding of each of the issuer’s classes of common equity.
As of January 11, 2010, the issuer had 25,642,334 shares of common
stock outstanding.




Global
Earth Energy, Inc.





FORM
10-Q




November
30, 2009




Table
of Contents




PART I FINANCIAL INFORMATIONItem 1.
                            Financial
      StatementsNotes
      to Consolidated Financial Statements
                            4Item 2.
                            Management
      Discussion and Analysis of Financial Condition and Results of
      Operations.
                            10Item 3.
                            Quantitative
      and Qualitative Disclosures About Market Risk.
                            13Item 4T.
                            Controls
      and Procedures.
                            13PART II OTHER INFORMATIONItem 1.
                            Legal
      Proceedings.
                            14Item 1A.
                            Risk
      Factors.
                            14Item 2.
                            Unregistered
      Sales of Equity Securities and Use of Proceeds.
                            15Item 3.
                            Defaults
      Upon Senior Securities.
                            15Item 4.
                            Submission
      of Matters to a Vote of Security Holders.
                            15Item 5.
                            Other
      Information.
                            15Item 6.
                            Exhibits.
                            15Signatures.
                            16









Part
I   Financial Information




Item
1. Financial Statements




GLOBAL
EARTH ENERGY, INC.
 (FORMERLY
KNOWN AS GLOBAL WATAIRE INC.)
 (A
NEVADA CORPORATION)
 Buffalo,
New York
 FINANCIAL
REPORTS
 AT
 November
30, 2009







GLOBAL
EARTH ENERGY, INC.
 (FORMERLY
KNOWN AS GLOBAL WATAIRE INC.)
 (A
NEVADA CORPORATION)
 Buffalo,
New York
 
 TABLE
      OF CONTENTSConsolidated
      Balance Sheets at November 30, 2009 (Unaudited) and August 31,
      2009
                          1Consolidated
      Statements of Operations for the Three Months Ended November 30, 2009 and
      2008 (Unaudited)
                          2Consolidated
      Statements of Cash Flows for the Three Months Ended November 30, 2009 and
      2008 (Unaudited)
                          3Notes
      to Consolidated Financial Statements
                          4-9
  
  GLOBAL
EARTH ENERGY, INC.
 (FORMERLY
KNOWN AS GLOBAL WATAIRE INC.)
 (A
NEVADA CORPORATION)
 Buffalo,
New York
 
 CONSOLIDATED
BALANCE SHEETS
 (Unaudited)November 30,
                                                          
                                                          
                                                          August 31,2009
                                                          
                                                          
                                                          2009ASSETSCurrent
      AssetsCash
      and Cash Equivalents
                                                          
                                                          $
                                                          403
                                                          
                                                          
                                                          $
                                                          13,897Prepaid
      Expenses
                                                          
                                                          
                                                          170,375
                                                          
                                                          
                                                          
                                                          ––Total
      Assets
                                                          
                                                          
                                                          170,778
                                                          
                                                          
                                                          
                                                          13,897LIABILITIES
      AND STOCKHOLDERS' DEFICITCurrent
      LiabilitiesAccrued
      Expenses
                                                          
                                                          $
                                                          419,509
                                                          
                                                          
                                                          $
                                                          316,312Accrued
      Compensation - Directors
                                                          
                                                          
                                                          1,772,436
                                                          
                                                          
                                                          
                                                          1,613,311Due
      to Directors
                                                          
                                                          
                                                          378,220
                                                          
                                                          
                                                          
                                                          369,961Total
      Liabilities
                                                          
                                                          
                                                          2,570,165
                                                          
                                                          
                                                          
                                                          2,299,584Stockholders'
      DeficitCommon
      Stock:  $.10 Par; 800,000,000 Shares Authorized;25,672,334
      and 6,272,334 Issued and 25,642,334 and
                                                            6,242,334,
      Outstanding, Respectively 5,000,000
                                                            Shares
      Held in Escrow
                                                          
                                                          
                                                          2,564,233
                                                          
                                                          
                                                          
                                                          624,233Common
      Stock, Class B:  $.001 Par; 50,000 Shares
      Authorized;-0-
      Issued and Outstanding
                                                          
                                                          
                                                          ––
                                                          
                                                          
                                                          
                                                          ––Preferred
      Stock, Class A:  $.001 Par; 1,000,000 Shares
      Authorized;30,000
      and 96,000 Issued and Outstanding, respectively
                                                          
                                                          
                                                          30
                                                          
                                                          
                                                          
                                                          96Preferred
      Stock, Class B:  $.001 Par; 5,000,000 Shares
      Authorized;1,000,000
      Issued and Outstanding
                                                          
                                                          
                                                          1,000
                                                          
                                                          
                                                          
                                                          1,000Preferred
      Stock, Class C:  $.001 Par; 15,000,000 Shares
      Authorized;1,000,000
      Issued and Outstanding
                                                          
                                                          
                                                          1,000
                                                          
                                                          
                                                          
                                                          1,000Preferred
      Stock, Class D:  $.001 Par; 13,000,000 Shares
      Authorized;-0-
      Issued and Outstanding
                                                          
                                                          
                                                          ––
                                                          
                                                          
                                                          
                                                          ––Additional
      Paid-In Capital
                                                          
                                                          
                                                          2,117,773
                                                          
                                                          
                                                          
                                                          3,892,458Accumulated
      Deficit
                                                          
                                                          
                                                          (7,080,423
                                                          )
                                                          
                                                          
                                                          (6,801,474
                                                          )Treasury
      Stock – 30,000 Shares at Cost
                                                          
                                                          
                                                          (3,000
                                                          )
                                                          
                                                          
                                                          (3,000
                                                          )Total
      Stockholders' Deficit
                                                          
                                                          
                                                          (2,399,387
                                                          )
                                                          
                                                          
                                                          (2,285,687
                                                          )Total
      Liabilities and Stockholders' Deficit
                                                          
                                                          $
                                                          170,778
                                                          
                                                          
                                                          $
                                                          13,897
 
 The
accompanying notes are an integral part of these financial
statements.
  - 1
-
  GLOBAL
EARTH ENERGY, INC.
 (FORMERLY
KNOWN AS GLOBAL WATAIRE INC.)
 (A
NEVADA CORPORATION)
 Buffalo,
New York
 
 CONSOLIDATED
STATEMENTS OF OPERATIONS
 UnauditedFor
      the Three Months Ended November 30,
                                        
                                        2009
                                        
                                        
                                        2008Revenues,
      Net
                                        
                                        $
                                        10,000
                                        
                                        
                                        $
                                        —Cost
      of Goods Sold
                                        
                                        
                                        —
                                        
                                        
                                        
                                        —Gross
      Profit
                                        
                                        
                                        10,000
                                        
                                        
                                        
                                        ––ExpensesConsulting
      Fees
                                        
                                        
                                        212,525
                                        
                                        
                                        
                                        186,300General
      and Administrative
                                        
                                        
                                        31,298
                                        
                                        
                                        
                                        24,457Interest
      Expense
                                        
                                        
                                        45,126
                                        
                                        
                                        
                                        33,857Total
      Expenses
                                        
                                        
                                        288,949
                                        
                                        
                                        
                                        244,614Loss
      from Operations BeforeProvision
      for Taxes
                                        
                                        
                                        (278,949
                                        )
                                        
                                        
                                        (244,614
                                        )Provision
      for Taxes
                                        
                                        
                                        —
                                        
                                        
                                        
                                        —Net
      Loss for the Period
                                        
                                        $
                                        (278,949
                                        )
                                        
                                        $
                                        (244,614
                                        )Weighted
      Average Number ofCommon
      Shares Outstanding -Basic
      and Diluted
                                        
                                        
                                        14,578,598
                                        
                                        
                                        
                                        239,834Net
      Loss Per Common Share -Basic
      and Diluted
                                        
                                        $
                                        (0.02
                                        )
                                        
                                        $
                                        (1.02
                                        )
 
 The
accompanying notes are an integral part of these financial
statements.
  - 2
-
  GLOBAL
EARTH ENERGY, INC.
 (FORMERLY
KNOWN AS GLOBAL WATAIRE INC.)
 (A
NEVADA CORPORATION)
 Buffalo,
New York
 
 CONSOLIDATED
STATEMENTS OF CASH FLOWS
 UnauditedFor the Three
      Months Ended November 30,
                                          
                                          2009
                                          
                                          
                                          2008Cash
      Flows from Operating ActivitiesNet
      Loss for the Period
                                          
                                          $
                                          (278,949
                                          )
                                          
                                          $
                                          (244,614
                                          )Non-Cash
      Adjustments:Interest
      on Loans and Accrued Compensation
                                          
                                          
                                          45,126
                                          
                                          
                                          
                                          33,857Common
      Stock Issued In Exchange for Services Rendered
                                          
                                          
                                          163,000
                                          
                                          
                                          
                                          80,000Compensation
      Expense – Stock Options
                                          
                                          
                                          —
                                          
                                          
                                          
                                          2,800Legal
      Expense – Stock Options
                                          
                                          
                                          2,250
                                          
                                          
                                          
                                          —Common
      Stock Issued For Prepaid Expenses
                                          
                                          
                                          (170,375
                                          )
                                          
                                          
                                          —Changes
      in Assets and Liabilities:Prepaid
      Expenses
                                          
                                          
                                          —
                                          
                                          
                                          
                                          (44,000
                                          )Accounts
      Payable
                                          
                                          
                                          —
                                          
                                          
                                          
                                          —Accrued
      Expenses
                                          
                                          
                                          66,165
                                          
                                          
                                          
                                          (8,941
                                          )Accrued
      Compensation - Directors
                                          
                                          
                                          159,125
                                          
                                          
                                          
                                          159,127Net
      Cash Flows from Operating Activities
                                          
                                          
                                          (13,658
                                          )
                                          
                                          
                                          (21,771
                                          )Cash
      Flows from Investing Activities
                                          
                                          
                                          —
                                          
                                          
                                          
                                          —Cash
      Flows from Financing ActivitiesAdvances
      from Directors - Net
                                          
                                          
                                          164
                                          
                                          
                                          
                                          21,025Net
      Change in Cash and Cash Equivalents
                                          
                                          
                                          (13,494
                                          )
                                          
                                          
                                          (746
                                          )Cash
      and Cash Equivalents - Beginning of Period
                                          
                                          
                                          13,897
                                          
                                          
                                          
                                          1,009Cash
      and Cash Equivalents - End of Period
                                          
                                          $
                                          403
                                          
                                          
                                          $
                                          263Supplemental
      DisclosuresInterest
      Paid
                                          
                                          $
                                          —
                                          
                                          
                                          $
                                          —Income
      Taxes Paid
                                          
                                          $
                                          —
                                          
                                          
                                          $
                                          —
 
 The
accompanying notes are an integral part of these financial
statements.
  - 3
-
  GLOBAL
EARTH ENERGY, INC.
 (FORMERLY
KNOWN AS GLOBAL WATAIRE INC.)
 (A
NEVADA CORPORATION)
 Buffalo,
New York
 
 NOTES
TO CONSOLIDATED FINANCIAL STATEMENTS
 
 NOTE
A – Basis of Presentation
 The
      condensed consolidated financial statements of Global Earth Energy, Inc.
      (the “Company”) included herein have been prepared by the Company, without
      audit, pursuant to the rules and regulations of the Securities and
      Exchange Commission (the “SEC”).  Certain information and
      footnote disclosures normally included in financial statements prepared in
      conjunction with generally accepted accounting principles have been
      condensed or omitted pursuant to such rules and regulations, although the
      Company believes that the disclosures are adequate to make the information
      presented not misleading. These condensed consolidated financial
      statements should be read in conjunction with the annual audited financial
      statements and the notes thereto included in the Company’s registration
      statement on Form 10-KSB, and other reports filed with the
      SEC.
 
 The
      accompanying unaudited interim financial statements reflect all
      adjustments of a normal and recurring nature which are, in the opinion of
      management, necessary to present fairly the financial position, results of
      operations and cash flows of the Company for the interim periods
      presented.  The results of operations for these periods are not
      necessarily comparable to, or indicative of, results of any other interim
      period or for the fiscal year taken as a whole.  Certain
      information that is not required for interim financial reporting purposes
      has been omitted.
 
 The
      Company has changed its primary business objective from advisory services
      to the Renewable and Recoverable Energy Markets.  Consequently,
      the Company changed their name on February 5, 2008 to Global Earth Energy,
      Inc.
 
 Principles
      of Consolidation
 The
      consolidated financial statements include the accounts of Global Earth
      Energy, Inc., and its wholly owned subsidiary, Knightsbridge Corp. (the
      “Company”).  All significant intercompany balances have been
      eliminated in consolidation.
  Reclassifications
 Certain
amounts in the prior year consolidated financial statements have been
reclassified to conform with current year presentation.  The
reclassifications made to the prior year h ave no
impact on the net income (loss) or overall presentation of the consolidated
financial statements.
 Note
B  - Going
Concern
 The
      Company’s consolidated financial statements have been presented on the
      basis that it is a going concern, which contemplates the realization of
      assets and the satisfaction of liabilities in the normal course of
      business. The Company has reported recurring losses from
      operations.  As a result, there is an accumulated deficit of
      $7,080,423 at November 30, 2009.
 
 The
      Company’s continued existence is dependent upon its ability to raise
      capital or acquire a marketable company.  The consolidated
      financial statements do not include any adjustments that might be
      necessary should the Company be unable to continue as a going
      concern.
  - 4
-
  GLOBAL
EARTH ENERGY, INC.
 (FORMERLY
KNOWN AS GLOBAL WATAIRE INC.)
 (A
NEVADA CORPORATION)
 Buffalo,
New York
 
 NOTES
TO CONSOLIDATED FINANCIAL STATEMENTS
 Note
      C -
                  Recently
      Issued Accounting Standards
 In
September 2006, the Financial Accounting Standards Board (“FASB”) issued FASB
ASC 820 (Prior authoritative literature: FASB Statement 157, "Fair Value
Measurements”).  FASB ASC 820 defines fair value, establishes a
framework for measuring fair value, and expands disclosures about fair value
measurements.  FASB ASC 820 is effective as of the beginning of the
first fiscal year that begins after November 15, 2007.  As such, the
Company is required to adopt these provisions at the beginning of the fiscal
year ended August, 2009.  The adoption of FASB ASC 820 did not have a
material effect on its consolidated financial statements.
 
 In
February 2007, the Financial Accounting Standards Board (“FASB”) issued FASB ASC
825-10 (Prior authoritative literature: FASB Statement 159, "The Fair Value
Option for Financial Assets and Financial Liabilities, including an amendment of
FASB Statement No. 115”).  FASB ASC 825-10 permits entities to choose
to measure many financial instruments and certain other items at fair value at
specified election dates.  FASB ASC 825-10 is effective as of the
beginning of an entity’s first fiscal year that begins after November 15,
2007.  As such, the Company is required to adopt these provisions at
the beginning of the fiscal year ended August, 2009. The adoption of
FASB ASC 825-10 did
not have a material effect on its consolidated financial
statements.
 
 In
December 2007, the Financial Accounting Standards Board (“FASB”) issued FASB ASC
810-10-65 (Prior authoritative literature:  FASB Statement 160,
"Non-controlling Interests in Consolidated Financial Statements, an amendment of
ARB No. 51”).  FASB ASC 810-10-65 establishes accounting and reporting
standards for the non-controlling interest in a subsidiary and for the
deconsolidation of a subsidiary.  FASB ASC 810-10-65 is effective for
fiscal years, and interim periods within those fiscal years, beginning on or
after December 15, 2008.  As such, the Company was required to adopt
these provisions at the beginning of the fiscal year ended August 31,
2009.  The adoption of FASB ASC 810-10-65 on its consolidated
financial statements did not have a material effect.
 
 In
December 2007, the Financial Accounting Standards Board (“FASB”) issued FASB ASC
805 (Prior authoritative literature: FASB Statement 141(R), "Business
Combinations”).  FASB ASC 805 establishes principles and requirements
for how the acquirer recognizes and measures in its financial statements the
identifiable assets acquired, the liabilities assumed, and any noncontrolling
interest in the acquiree, recognizes and measures the goodwill acquired in the
business combination or a gain from a bargain purchase, and determines what
information to disclose to enable users of the financial statements to evaluate
the nature and financial effects of the business combination.  FASB
ASC 805 is effective for fiscal years, and interim periods within those fiscal
years, beginning on or after December 15, 2008.  As such, the Company
was required to adopt these provisions at the beginning of the fiscal year ended
August 31, 2009.  The adoption of FASB ASC 805 on its consolidated
financial statements did not have a material effect.
 
 -
      continued
-
  - 5
-
  GLOBAL
EARTH ENERGY, INC.
 (FORMERLY
KNOWN AS GLOBAL WATAIRE INC.)
 (A
NEVADA CORPORATION)
 Buffalo,
New York
 
 NOTES
TO CONSOLIDATED FINANCIAL STATEMENTS
 Note
      C -
                  Recently
      Issued Accounting Standards –
continued
 In March
2008, the Financial Accounting Standards Board (“FASB”) issued FASB ASC 815-10
(Prior authoritative literature: FASB Statement 161, "Disclosures about Derivative
Instruments and Hedging Activities—an amendment of FASB Statement No.
133”).  FASB ASC 815-10 requires enhanced disclosures about an
entity’s derivative and hedging activities.  FASB ASC 815-10 is
effective for financial statements issued for fiscal years and interim periods
beginning after November 15, 2008 with early application
encouraged.  As such, the Company was required to adopt these
provisions at the beginning of the fiscal year ended August 31,
2009.  The adoption of FASB ASC 815-10 on its consolidated financial
statements did not have a material effect.
 
 In May
2008, the Financial Accounting Standards Board (“FASB”) issued FASB ASC 944
(Prior authoritative literature: FASB Statement 163, "Accounting for Financial Guarantee
Insurance Contracts—an interpretation of FASB Statement No. 60). FASB ASC
944 interprets Statement 60 and amends existing accounting pronouncements to
clarify their application to the financial guarantee insurance contracts
included within the scope of that Statement.  FASB ASC 944 is
effective for financial statements issued for fiscal years beginning after
December 15, 2008, and all interim periods within those fiscal
years.  As such, the Company was required to adopt these provisions at
the beginning of the fiscal year ended August 31, 2009.  The adoption
of FASB ASC 944 on its consolidated financial statements did not have a material
effect.
 
 In
May 2009, the Financial Accounting Standards Board (“FASB”) issued FASB ASC
855-10 (Prior authoritative literature: FASB Statement 165, "Subsequent
Events”).  FASB ASC 855-10 establishes principles and
requirements for subsequent events.  FASB ASC 855-10 is effective for
interim or annual financial periods ending after June 15, 2009.  As
such, the Company is required to adopt this standard in the current
period.  Adoption of FASB ASC 855-10 did not have a significant effect
on the Company’s consolidated financial statements.
 
 In June
2009, the Financial Accounting Standards Board issued FASB ASC 105-10 (prior
authoritative literature: FASB Statement No. 168, "The FASB Accounting Standards
Codification and the Hierarchy of Generally Accepted Accounting
Principles”). FASB ASC 105-10 replaces SFAS 162 and establishes the FASB Accounting Standards
Codification as the source of authoritative accounting principles
recognized by the FASB to be applied by nongovernmental entities in the
preparation of financial statements in conformity with GAAP.  FASB ASC
105-10 is effective for financial statements issued for interim and annual
periods ending after September 15, 2009.  As such, the Company is not
required to adopt this standard in the current period. The Company however,
decided to apply the new pronouncement early. Adoption of FASB ASC 105-10 did
not have a significant effect on the Company’s consolidated financial
statements.
  - 6
-
 
 GLOBAL
EARTH ENERGY, INC.
 (FORMERLY
KNOWN AS GLOBAL WATAIRE INC.)
 (A
NEVADA CORPORATION)
 Buffalo,
New York
 
 NOTES
TO CONSOLIDATED FINANCIAL STATEMENTS
 Note
      D -
                Share
      Activity
 Stock
Options
 In
December 2004, the Financial Accounting Standards Board (“FASB”) issued ASC 718
(prior authoritative literature, SFAS No. 123R, Share-Based
Payment).  ASC 718 establishes standards for the accounting for
transactions in which an entity exchanges its equity instruments for goods or
services.  It also addresses transactions in which an entity incurs
liabilities in exchange for goods or services that are based on the fair value
of the entity’s equity instruments or that may be settled by the issuance of
those equity instruments.  ASC 718 focuses primarily on accounting for
transactions in which an entity obtains employee services in share-based payment
transactions.  ASC 718 requires that the compensation cost relating to
share-based payment transactions be recognized in the financial
statements.  That cost will be measured based on the fair value of the
equity or liability instruments issued.
 
 The
Company’s accounting policy for equity instruments issued to consultants and
vendors in exchange for goods and services follows the provisions of FASB ASC
505-50 (prior authoritative literature, EITF 96-18, “Accounting for Equity
Instruments That are Issued to Other Than Employees for Acquiring, or in
Conjunction with Selling, Goods or Services” and EITF 00-18, “Accounting
Recognition for Certain Transactions Involving Equity Instruments Granted to
Other Than Employees.”)  The measurement date for the fair value of
the equity instruments issued is determined at the earlier of (i) the date
at which a commitment for performance by the consultant or vendor is reached or
(ii) the date at which the consultant or vendor’s performance is complete.
In the case of equity instruments issued to consultants, the fair value of the
equity instrument is recognized over the term of the consulting
agreement.  Stock-based compensation related to non-employees is
accounted for based on the fair value of the related stock or options or the
fair value of the services, which ever is more readily determinable in
accordance with ASC 718.
 
 On
October 18, 2008, Ed Gorman (member of the Board of Directors) was granted as
compensation for services options to buy 40,000 shares of the Company’s common
stock at the last quoted common stock offering price as of that day. A total of
40,000 options were granted at a price of $0.07.
 
 On
November 8, 2009, the Company’s attorney was granted as compensation for
services options to buy 1,000,000 shares of the Company’s common stock at the
last quoted common stock offering price as of that day. A total of 1,000,000
options were granted at a price of $0.027.
 
 The
following table provides the range of assumptions used by the Company, at the
time stock options were issued.
 
 For the
quarter ended November 30, 2009 and 2008, $2,250 and $2,800 was expensed
utilizing the Black-Scholes option pricing model, respectively.  The
following weighted-average assumptions were used for the grants
issued:
 
 2009
                            
                            
                            2008Dividend
      Yield
                            
                            
                            0.00
                            %
                            
                            
                            0.00
                            %Expected
      Volatility
                            
                            
                            305.88
                            %
                            
                            
                            235.24
                            %Discount
      Rate
                            
                            
                            2.31
                            %
                            
                            
                            3.91
                            %Option
      Life
                            
                            5
      Years
                            
                            
                            10
      Years
  - 7
-
 
 GLOBAL
EARTH ENERGY, INC.
 (FORMERLY
KNOWN AS GLOBAL WATAIRE INC.)
 (A
NEVADA CORPORATION)
 Buffalo,
New York
 
 NOTES
TO CONSOLIDATED FINANCIAL STATEMENTS
 
 
 Note
      D -
                Share
      Activity – continued
 Stock
Options
 The
weighted average fair value of options granted was 1,000,000 and 40,000 with an
aggregate value of $27,000 and $2,800, for the years ended November 30, 2009 and
2008, respectively.  There were no dividends.
 November 30,
                                                        
                                                        Shares Under
                                                          Option
                                                        
                                                        
                                                        Weighted
                                                          Average
                                                          Exercise
                                                          Price
                                                        
                                                        
                                                        Exercisable2008Options
      Granted
                                                        
                                                        
                                                        40,000
                                                        
                                                        
                                                        $
                                                        0.07
                                                        
                                                        
                                                        
                                                        40,000Options
      Exercised
                                                        
                                                        
                                                        ––
                                                        
                                                        
                                                        
                                                        ––
                                                        
                                                        
                                                        
                                                        ––Options Forfeited
                                                        
                                                        
                                                        ––
                                                        
                                                        
                                                        
                                                        ––
                                                        
                                                        
                                                        
                                                        ––2009Options
      Granted
                                                        
                                                        
                                                        1,000,000
                                                        
                                                        
                                                        $
                                                        0.027
                                                        
                                                        
                                                        
                                                        1,000,000Options
      Exercised
                                                        
                                                        
                                                        ––
                                                        
                                                        
                                                        
                                                        ––
                                                        
                                                        
                                                        
                                                        ––Options Forfeited
                                                        
                                                        
                                                        ––
                                                        
                                                        
                                                        
                                                        ––
                                                        
                                                        
                                                        
                                                        ––
 As of November
30, 2009, the unrecognized compensation cost related to non-vested share based
compensation agreements grated under the plan was approximately $24,750. These
costs are expected to be recognized by the third quarter of
2010.
 Common
Stock
 On
September 25, 2008 a stockholder that is closely related to Betty-Ann and Sydney
Harland received 400,000 shares of regulation 144 common stock.  This
stock was to reimburse the stockholder for 400,000 shares that he gave to the
company on August 27, 2008 to pay the Company’s
Consultant.
 On
October 5, 2009 Betty-Ann Harland converted 66,000 Preferred Class A shares to
13,200,000 common shares.
 
 On
October 16, 2009, 5,000,000 shares of common stock of the Company were put into
escrow in anticipation for a Regulation S equity offering on the Berlin Stock
Exchange.
 
 On
November 3, 2009 the Company entered into an agreement with Brett Gold
(Contractor).  Pursuant to the agreement the Contractor agrees to
assist the Company in evaluating various business strategies, recommending
changes where appropriate and also critically evaluating the Company’s
performance in view of its corporate planning and business objectives. The term
of the contract is for one year, expiring on October 31,
2010.  However, if the Company does not cancel the contract during the
term, the contract will automatically extend for three months.  In
consideration for his services, the Contractor received 1,000,000 common shares
on November 30, 2009.
 
 On
November 3, 2009 the Company entered into an agreement with Geoffrey Eiten
(Contractor).  Pursuant to the agreement the Contractor agrees to
assist the Company in evaluating various business strategies, recommending
changes where appropriate and also critically evaluating the Company’s
performance in view of its corporate planning and business objectives. The term
of the contract is for one year, expiring on October 31,
2010.  However, if the Company does not cancel the contract during the
term, the contract will automatically extend for three months.  In
consideration for his services, the Contractor received 1,000,000 common shares
on November 30, 2009.
 
 On
November 6, 2009 the Company entered into an agreement with Warwick Tranter
(Contractor).  Pursuant to the agreement the Contractor agrees to
assist the Company in potential purchase of recovery oil and gas wells in
Alberta, Canada.  The term of the contract is for one year, expiring
on November 6, 2010.  In consideration for his services, the
Contractor will received 1,000,000 common shares
  On
November 8, 2009 the Company entered into an agreement with Weed & Co. LLP
(Contractor).  Pursuant to the agreement the Contractor agrees to act
as legal counsel and provide legal services as related to SEC compliance. The
term of the contract is for one year, expiring on November 30,
2010.  In consideration for their services, the Contractor received
1,200,000 common shares on November 30, 2009.  The Contractor also was
granted options to purchase 1,000,000 shares of common stock at $0.027 per share
of which $2,250 was expensed at November 30, 2009.  Further, every six
months following the date of the contract the Contractor is granted options to
purchase an additional 500,000 shares.
  -
      continued -
  - 8
-
 
 GLOBAL
EARTH ENERGY, INC.
 (FORMERLY
KNOWN AS GLOBAL WATAIRE INC.)
 (A
NEVADA CORPORATION)
 Buffalo,
New York
 
 NOTES
TO CONSOLIDATED FINANCIAL STATEMENTS
 
 
 Note
      D -
                Share
      Activity – continued
 Common
Stock
 On
November 12, 2009 the Company entered into an agreement with a stockholder that
is closely related to Betty-Ann and Sydney Harland, Michael Harland
(Contractor).  Pursuant to the agreement the Contractor agrees to
assist the Company in identifying and researching potential acquisitions for the
Company’s subsidiary Knightsbridge Corp.  The term of the contract is
for one year, expiring on November 12, 2010.  In consideration for his
services, the Contractor received 1,000,000 common shares on November 30,
2009.
 
 On
November 25, 2009 the Company entered into an agreement with Larry Ricci
(Contractor).  Pursuant to the agreement the Contractor agrees to
assist the Company in identifying and researching potential acquisitions for the
Company.  The term of the contract is for one year, expiring on
November 25, 2010.  In consideration for his services, the Contractor
received 2,000,000 common shares on November 30, 2009.
 
 Note
      E -
                  Legal
      Proceeding
 On
October 17, 2008 a default judgment was entered against the
Company.  The judgment was entered in the District Court of Harris
County, Texas for the Plaintiff Norman T. Reynolds against Global Wataire, Inc.
for the sum of $77,816 in principal.  The Company also had a
receivable from the Plaintiff in the amount of $61,750 which has been netted
against the Plaintiff’s claim of payable. Accrued expenses to the Plaintiff at
November 30, 2009 amount to $7,316 The Company believes this judgment was not
properly obtained and, therefore, intends to vigorously defend itself against
it.
 Note
      F -
                    Subsequent
      Events
  The
financial statements have not been updated for subsequent events occurring after
January 14, 2010, the date these financial statements were available to be
issued.
  - 9
-


ITEM
2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
 
 The
following discussion contains forward-looking statements within the meaning of
Section 27A of the Securities Act of 1933 and Section 21E of the Securities
Exchange Act of 1934 relating to future events or our future performance. Actual
results may materially differ from those projected in the forward-looking
statements as a result of certain risks and uncertainties set forth in this
prospectus. Although management believes that the assumptions made and
expectations reflected in the forward-looking statements are reasonable, there
is no assurance that the underlying assumptions will, in fact, prove to be
correct or that actual results will not be different from expectations expressed
in this report.
  Much of
the discussion in this Item is "forward looking." Actual operations and results
may materially differ from present plans and projections due to changes in
economic conditions, new business opportunities, changed business conditions,
and other developments. Other factors that could cause results to differ
materially are described in our filings with the Securities and Exchange
Commission.
 
 The
following are factors that could cause actual results or events to differ
materially from those anticipated, and include, but are not limited to general
economic, financial and business conditions, changes in and compliance with
governmental laws and regulations, including various state and federal
environmental regulations, our ability to obtain additional financing from
outside investors and/or bank and mezzanine lenders; and our ability to generate
sufficient revenues to cover operating losses and position us to achieve
positive cash flow.
 
 Readers
are cautioned not to place undue reliance on the forward-looking statements
contained herein, which speak only as of the date hereof. We believe the
information contained in this Form 10-Q to be accurate as of the date hereof.
Changes may occur after that date. We will not update that information except as
required by law in the normal course of its public disclosure
practices.
  For the
three months ended November 30, 2009 the company had $10,000 in sales compared
to November 30, 2008 when the company had no sales.  Net loss for the
three months ended November 30, 2009 was $(278,949 ) compared to the net loss of
$(244,614) for the three months ended November 30, 2008.
  Expenses
have increased by $ 44,335 for the first three months of our current fiscal
year from $244,614 for the three months ended November 30, 2008 to $288,949 for
the three months ended November 30, 2009. The increase can be attributed to , an
increase in consulting fees of $26,225 from $186,300 to $212,525 and an increase
in general and administrative expenses of $6,841 from $24,457 to $31,298. An
increase in interest expense of $11,269 from $33,857 to $45,126 is due to the
company having insufficient revenues.
  Going
Concern
  The
Company’s financial statements have been presented on the basis that it is a
going concern, which contemplates the realization of assets and the satisfaction
of liabilities in the normal course of business. The Company has reported
recurring losses from operations.  As a result, there is an
accumulated deficit of $7,080,423 at November 30, 2009.
  The
Company’s continued existence is dependent upon its ability to raise capital or
acquire a marketable company.  The financial statements do not include
any adjustments that might be necessary should the Company be unable to continue
as a going concern.
 
 Liquidity and Capital
Resources
  Our
operations used approximately $13,658 in cash for the three months ended
November 30, 2009. Cash required during the three months ended November 30, 2009
came principally from revenues of $10,000 for the three months ended
November 30, 2009 and cash reserves of $13,897.
  - 10
-
  In
pursuing our marketing and sale of our products under our new business plan, we
estimate our operational expenses during the next 12 months will be
approximately $3,500,000.
  As
discussed by our accountants in the audited financial statements included in
this report, our revenues are currently insufficient to cover our costs and
expenses and our lack of sources of revenue raise substantial doubts about our
ability to continue as a going concern.
 
 Pursuant
to this report, we are attempting to raise additional capital. In addition,
certain of our directors and stockholders may continue to provide the Company
with the funds needed to continue our development and operations. To the extent
our revenue shortfall exceeds our capital raising efforts and the willingness
and ability of our directors and stockholders to continue providing the Company
with the funds needed, we anticipate raising any necessary capital from other
outside investors coupled with bank or mezzanine lenders. As of the date of this
report, we have not entered into any negotiations with any third parties to
provide such capital.
 
 We
anticipate that our current financing strategy of equity offerings and private
debt will meet our anticipated objectives and business operations for the next
12 months. Subject to our ability to obtain adequate financing at the applicable
time, we may enter into definitive agreements on one or more of those
opportunities.
 
 Critical Accounting
Policies
  Our
financial statements and accompanying notes are prepared in accordance with
generally accepted accounting principles in the United States. Preparing
financial statements requires management to make estimates and assumptions that
impact the reported amounts of assets, liabilities, revenue, and expenses. These
estimates and assumptions are affected by management’s application of accounting
policies. Critical accounting policies include revenue recognition and
impairment of long-lived assets.
 
 We
recognize revenue in accordance with Staff Accounting Bulletin No.101, “Revenue
Recognition in Financial Statements.” Sales are recorded when products are
shipped to customers. Provisions for discounts and rebates to customers,
estimated returns and allowances and other adjustments are provided for in the
same period the related sales are recorded.
  We
evaluate our long-lived assets for financial impairment on a regular basis in
accordance with Statement of Financial Accounting Standards No. 144, “Accounting
for the Impairment or Disposal of Long-Lived Assets” which evaluates the
recoverability of long-lived assets not held for sale by measuring the carrying
amount of the assets against the estimated discounted future cash flows
associated with them. At the time such evaluations indicate that the future
discounted cash flows of certain long-lived assets are not sufficient to recover
the carrying value of such assets, the assets are adjusted to their fair
values
  - 11
-
  Recent Accounting
Pronouncements
  In
September 2006, the Financial Accounting Standards Board (“FASB”) issued FASB
ASC 820 (Prior authoritative literature: FASB Statement 157, "Fair Value
Measurements”).  FASB ASC 820 defines fair value, establishes a
framework for measuring fair value, and expands disclosures about fair value
measurements.  FASB ASC 820 is effective as of the beginning of the
first fiscal year that begins after November 15, 2007.  As such, the
Company is required to adopt these provisions at the beginning of the fiscal
year ended August, 2009.  The adoption of FASB ASC 820 did not have a
material effect on its consolidated financial statements.
 
 In
February 2007, the Financial Accounting Standards Board (“FASB”) issued FASB ASC
825-10 (Prior authoritative literature: FASB Statement 159, "The Fair Value
Option for Financial Assets and Financial Liabilities, including an amendment of
FASB Statement No. 115”).  FASB ASC 825-10 permits entities to choose
to measure many financial instruments and certain other items at fair value at
specified election dates.  FASB ASC 825-10 is effective as of the
beginning of an entity’s first fiscal year that begins after November 15,
2007.  As such, the Company is required to adopt these provisions at
the beginning of the fiscal year ended August, 2009. The adoption of FASB ASC
825-10 did not have a material effect on its consolidated financial
statements.
 
 In
December 2007, the Financial Accounting Standards Board (“FASB”) issued FASB ASC
810-10-65 (Prior authoritative literature:  FASB Statement 160,
"Non-controlling Interests in Consolidated Financial Statements, an amendment of
ARB No. 51”).  FASB ASC 810-10-65 establishes accounting and reporting
standards for the non-controlling interest in a subsidiary and for the
deconsolidation of a subsidiary.  FASB ASC 810-10-65 is effective for
fiscal years, and interim periods within those fiscal years, beginning on or
after December 15, 2008.  As such, the Company was required to adopt
these provisions at the beginning of the fiscal year ended August 31,
2009.  The adoption of FASB ASC 810-10-65 on its consolidated
financial statements did not have a material effect.
 
 In
December 2007, the Financial Accounting Standards Board (“FASB”) issued FASB ASC
805 (Prior authoritative literature: FASB Statement 141(R), "Business
Combinations”).  FASB ASC 805 establishes principles and requirements
for how the acquirer recognizes and measures in its financial statements the
identifiable assets acquired, the liabilities assumed, and any noncontrolling
interest in the acquiree, recognizes and measures the goodwill acquired in the
business combination or a gain from a bargain purchase, and determines what
information to disclose to enable users of the financial statements to evaluate
the nature and financial effects of the business combination.  FASB
ASC 805 is effective for fiscal years, and interim periods within those fiscal
years, beginning on or after December 15, 2008.  As such, the Company
was required to adopt these provisions at the beginning of the fiscal year ended
August 31, 2009.  The adoption of FASB ASC 805 on its consolidated
financial statements did not have a material effect.
 
 In March
2008, the Financial Accounting Standards Board (“FASB”) issued FASB ASC 815-10
(Prior authoritative literature: FASB Statement 161, "Disclosures about Derivative
Instruments and Hedging Activities—an amendment of FASB Statement No.
133”).  FASB ASC 815-10 requires enhanced disclosures about an
entity’s derivative and hedging activities.  FASB ASC 815-10 is
effective for financial statements issued for fiscal years and interim periods
beginning after November 15, 2008 with early application
encouraged.  As such, the Company was required to adopt these
provisions at the beginning of the fiscal year ended August 31,
2009.  The adoption of FASB ASC 815-10 on its consolidated financial
statements did not have a material effect.
 
 In May
2008, the Financial Accounting Standards Board (“FASB”) issued FASB ASC 944
(Prior authoritative literature: FASB Statement 163, "Accounting for Financial Guarantee
Insurance Contracts—an interpretation of FASB Statement No. 60). FASB ASC
944 interprets Statement 60 and amends existing accounting pronouncements to
clarify their application to the financial guaranteeinsurance contracts
included within the scope of thatStatement. FASB ASC 944 is
effective for financial statements issued for fiscal years beginning after
December 15, 2008, and all interim periods within those fiscal
years.  As such, the Company was required to adopt these provisions at
the beginning of the fiscal year ended August 31, 2009.  The adoption
of FASB ASC 944 on its consolidated financial statements did not have a material
effect.
  - 12
-
 
 In May 2009, the
Financial Accounting Standards Board (“FASB”) issued FASB ASC 855-10 (Prior
authoritative literature: FASB Statement 165, "Subsequent
Events”).  FASB ASC 855-10 establishes principles and
requirements for subsequent events.  FASB ASC 855-10 is effective for
interim or annual financial periods ending after June 15, 2009.  As
such, the Company is required to adopt this standard in the current
period.  Adoption of FASB ASC 855-10 did not have a significant effect
on the Company’s consolidated financial statements.
 
 In June
2009, the Financial Accounting Standards Board issued FASB ASC 105-10 (prior
authoritative literature: FASB Statement No. 168, "The FASB Accounting Standards
Codification and the Hierarchy of Generally Accepted Accounting
Principles”). FASB ASC 105-10 replaces SFAS 162 and establishes the FASB Accounting Standards
Codification as the source of authoritative accounting principles
recognized by the FASB to be applied by nongovernmental entities in the
preparation of financial statements in conformity with GAAP.  FASB ASC
105-10 is effective for financial statements issued for interim and annual
periods ending after September 15, 2009.  As such, the Company is not
required to adopt this standard in the current period. Adoption of FASB ASC
105-10 did not have a significant effect on the Company’s consolidated financial
statements.
 
 Off-Balance Sheet
Arrangements
 
 We do not
have any off-balance sheet arrangements, financings, or other relationships with
unconsolidated entities or other persons, also known as “special purpose
entities” (SPEs).
  Item
3.    Quantitative and Qualitative Disclosures about Market
Risks
 
 We
conduct our business in United States dollars. Our market risk is limited to the
United States domestic, economic and regulatory factors.
 
 Item
4T. Controls and Procedures
  Pursuant
to Rule 13a-15(b) under the Securities Exchange Act of 1934 (“Exchange Act”),
the Company carried out an evaluation, with the participation of the Company’s
management, including the Company’s Chief Executive Officer (“CEO”) and Chief
Accounting Officer (“CAO”) (the Company’s principal financial and accounting
officer), of the effectiveness of the Company’s disclosure controls and
procedures (as defined under Rule 13a-15(e) under the Exchange Act) as of the
end of the period covered by this report. Based upon that evaluation, the
Company’s CEO and CAO concluded that the Company’s disclosure controls and
procedures are effective to ensure that information required to be disclosed by
the Company in the reports that the Company files or submits under the Exchange
Act, 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 Company’s CEO and
CAO, as appropriate, to allow timely decisions regarding required
disclosure.
 
 Management’s Report on
Internal Controls over Financial Reporting
 
 Internal
control over financial reporting is a process to provide reasonable assurance
regarding the reliability of consolidated financial reporting and the
preparation of financial statements for external purposes in accordance with
U.S. generally accepted accounting principles.  There has been no change in
the Company’s internal control over financial reporting during the quarter ended
November 30, 2009 that has materially affected, or is reasonably likely to
materially affect, the Company’s internal control over financial
reporting.
  - 13
-
 
 The
Company’s management, including the Company’s CEO and CAO, does not expect that
the Company’s disclosure controls and procedures or the Company’s internal
controls will prevent all errors and all fraud. A control system, no matter how
well conceived and operated, can provide only reasonable, not absolute,
assurance that the objectives of the control system are met. Further, the design
of a control system must reflect the fact that there are resource constraints,
and the benefits of controls must be considered relative to their costs.
Because of the inherent limitations in all control systems, no evaluation
of the controls can provide absolute assurance that all control issues and
instances of fraud, if any, within the Company have been detected.
 
 Management
conducted an evaluation of the effectiveness of our internal control over
financial reporting based on the framework in Internal Control – Integrated
Framework issued by the Committee of Sponsoring Organizations of the
Treadway Commission. Based on this evaluation, management concluded that the
company’s internal control over financial reporting was effective as of November
30, 2009.




PART
II - OTHER INFORMATION





Item
1.        Legal
Proceedings.




On
October 17, 2008 a default judgment was entered against the
Company.  The judgment was entered in the District Court of Harris
County, Texas for the Plaintiff Norman T. Reynolds against Global Wataire, Inc.
for the sum of $77,815.68 in principal.  However, the Company believes
this judgment was not properly obtained and, therefore, intends to vigorously
defend itself against it.




Item
1A.     Risk Factors.





None.


- 14
-




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




None.




Item
3.        Defaults Upon Senior
Securities.




None




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




None.




Item
5.        Other
Information.




None




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




(a)      Exhibits




31.1
Certifications pursuant to Section 302 of Sarbanes Oxley Act of 2002 of Chief
Executive Officer





31.2
Certifications pursuant to Section 302 of Sarbanes Oxley Act of 2002 of Chief
Financial Officer





32.1
Certifications pursuant to Section 906 of Sarbanes Oxley Act of 2002 of Chief
Executive Officer





32.2
Certifications pursuant to Section 906 of Sarbanes Oxley Act of 2002 of Chief
Financial Officer





(b)      Reports
of Form 8-K





None.


- 15
-





SIGNATURES




Pursuant
to the requirements of the Securities Exchange Act of 1934, as amended, the
registrant caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.




Global
      Earth Energy, Inc.Date:
      January 12, 2010
                  By:
                  /s/ Sydney A. HarlandSydney
      A. HarlandChief
      Executive Officer/s/ Edmund J. GormanEdmund
      J. Gorman
                    Chief
      Financial
Officer


- 16
-