**FORM
      10-QSB**





SECURITIES
      AND EXCHANGE COMMISSION


WASHINGTON,
      DC 20549





xQUARTERLY
      REPORT UNDER
      SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934




For
      the quarterly
      period ended **** **June
      30, 2006**





o TRANSITION
      REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT




For
      the transition
      period from____________ to _____________





Commission
      file number **000-31385**





**GLOBAL
      FOOD TECHNOLOGIES, INC.**


(Exact
      name of registrant as specified in charter)





**Delaware**
            **52-2257546**(State
                incorporation)
            (IRS
                EmployerIdentification
                No.)113
                Court Street Hanford California
            93230(Address
                of principal executive offices)
            (zip
                code)





559-589-0100


(Issuer’s
      telephone number)





1656
      Kraft Road, Pocatello, Idaho 83204


(Former
      address since last report)





Check
      whether the issuer (1) filed all reports required to be filed by Section 13
      or
      15(d) of the Exchange Act during the past 12 months (or for such shorter period
      that the registrant was required to file such reports), and (2) has been subject
      to such filing requirements for the past 90 days. Yes
o
      No x





Indicate
      by check mark whether registrant is a shell company Yes
o
      No x





Indicate
      the number of shares outstanding of each issuer’s classes of common equity, as
      of the last practicable date:


Class
            
            Outstanding
                as of May 18, 2007Common
                stock, par value $0.0001
            
            25,870,832





Transitional
      Small Business Disclosure Format (Check one): Yes o No x





GLOBAL
      FOOD TECHNOLOGIES, INC


(A
      DEVELOPMENT STAGE COMPANY)


QUARTERLY
      REPORT ON FORM 10-QSB


QUARTER
      ENDED JUNE 30, 2006





TABLE
      OF
      CONTENTS





**PART
                I - FINANCIAL INFORMATION**
            
            3**ITEM
                1. CONDENSED FINANCIAL STATEMENTS**
            
            3Condensed
                balance sheet as of June 30, 2006  (unaudited)
            
            3Condensed
                statements of operations for the three and six months ended June
                30, 2006
                and 2005 and the period from July 25, 2001 (Inception) to June 30,
                2006 -
                unaudited
            
            4Condensed
                statement of changes in stockholders' equity for the period from
                July 25,
                2001 (Inception) to June 30, 2006 - unaudited
            
            5Condensed
                statements of cash flows for the six months ended June 30, 2006 and
                2005 and the period from July 25, 2001 (Inception) to June 30, 2006
                -
                unaudited
            
            6Notes
                to condensed consolidated financial statements - unaudited
            
            7**ITEM
                2.********MANAGEMENT’S
                DISCUSSION AND ANALYSIS OR PLAN OF OPERATION**
            
            12**ITEM
                3.****CONTROLS
                AND PROCEDURES**
            
            18**PART
                II - OTHER INFORMATION**
            
            19**ITEM
                1. LEGAL PROCEEDINGS**
            
            19**ITEM
                2. UNREGISTERED SALES OF EQUITY SECURITIES**
            
            19**ITEM
                3. DEFAULTS UPON SENIOR SECURITIES**
            
            20**ITEM
                4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY
                HOLDERS**
            
            20**ITEM
                5. OTHER INFORMATION**
            
            20**ITEM
                6. EXHIBITS**
            
            21




2





**PART
      I - FINANCIAL INFORMATION**





**ITEM
      1. FINANCIAL
      STATEMENTS** ****





GLOBAL
      FOOD TECHNOLOGIES, INC.


(A
      DEVELOPMENT STAGE COMPANY)


CONDENSED
      BALANCE SHEET


(Unaudited)





June
                30, 2006ASSETSCurrent
                AssetsCash
            
            $
            411,800Prepaid
                expenses
            
            
            121,924Total
                Current Assets
            
            
            533,724Fixed
                Assets –
                net
            
            
            208,785Other
                asset
            
            
            11,500TOTAL
                ASSETS
            
            $
            754,009LIABILITIES
                AND STOCKHOLDERS’ DEFICIENCYCurrent
                liabilitiesNotes
                payable – related parties
            
            $
            640,000Accounts
                payable
            
            
            220,057Accrued
                liabilities
            
            
            210,577Total
                Current Liabilities
            
            
            1,070,634Commitments
                and contingenciesStockholders’
                DeficiencyPreferred
                stock, $.0001 par value, 20,000,000 shares authorized, none
                outstanding
            
            
            -Common
                stock, $.0001 par value, 100,000,000 shares authorized, 24,025,083
                shares
                issued and outstanding
            
            
            2,402Additional
                paid-in capital
            
            
            27,236,016Deficit
                accumulated during the development stage
            
            
            (27,555,043
            )Total
                Stockholders’ deficiency
            
            
            (316,625
            )TOTAL
                LIABILITIES AND STOCKHOLDERS’ DEFICIENCY
            
            $
            754,009





See
      accompanying notes to Condensed Financial Statements


3





GLOBAL
      FOOD TECHNOLOGIES, INC.


**** (A
      DEVELOPMENT STAGE COMPANY)


CONDENSED
      STATEMENTS OF OPERATIONS


(Unaudited)





For
                the Three Months Ended
              June
                30,
            
            For
                the Six Months Ended
              June
                30,
            
            The
                Period
              From
                July
              25,
                2001 (Inception)
              To
                June 30,2006
            
            2005
            
            2006
            
            2005
            
            2006Revenues
            
            $
            -
            
            $
            -
            
            $
            -
            
            $
            -
            
            $
            -ExpensesMarketing
            
            
            846,076
            
            
            286,690
            
            
            1,614,088
            
            
            374,371
            
            
            3,784,164General
                and administrative
            
            
            471,997
            
            
            550,413
            
            
            908,953
            
            
            837,180
            
            
            5,534,359Research
                and development
            
            
            781,919
            
            
            757,320
            
            
            1,853,772
            
            
            1,253,255
            
            
            14,063,205Depreciation
            
            
            27,466
            
            
            25,903
            
            
            54,931
            
            
            51,806
            
            
            383,053Interest
            
            
            91,181
            
            
            -
            
            
            91,181
            
            
            -
            
            
            183,151Impairment
                of BEST system
            
            
            -
            
            
            -
            
            
            -
            
            
            -
            
            
            3,157,111Merger
                related costs
            
            
            -
            
            
            -
            
            
            -
            
            
            -
            
            
            450,000Total
                Expenses
            
            
            2,218,639
            
            
            1,620,326
            
            
            4,522,925
            
            
            2,516,612
            
            
            27,555,043NET
                LOSS
            
            $
            (2,218,639
            )
            $
            (1,620,326
            )
            $
            (4,522,925
            )
            $
            (2,516,612
            )
            $
            (27,555,043
            )Loss
                per share, basic and diluted
            
            $
            (0.09
            )
            $
            (0.08
            )
            $
            (0.19
            )
            $
            (0.13
            )Weighted
                average shares
            
            
            23,838,217
            
            
            19,664,779
            
            
            23,729,739
            
            
            19,304,789





See
      accompanying notes to Condensed Financial Statements


4


GLOBAL
      FOOD TECHNOLOGIES, INC.


(A
      DEVELOPMENT STAGE COMPANY)


CONDENSED
      STATEMENT OF CHANGES IN STOCKHOLDERS’ EQUITY (DEFICIENCY)


FOR
      THE
      PERIOD FROM JULY 25, 2001 (INCEPTION) TO JUNE 30, 2006


(Unaudited)




Common
                Stock
            
            Additional
              Paid-in
            
            Deficit
              Accumulated
              During
                the
              Development
            
            Total
              Stockholders’
              EquityShares
            
            Amount
            
            Capital
            
            Stage
            
            (Deficiency)Issuance
                to founders at inception, at par
            
            
            10,333,333
            
            $
            1,033
            
            $
            (1,002
            )
            $
            
            
            $
            $
                31Sales
                of stock for cash
            
            
            298,706
            
            
            30
            
            
            154,008
            
            
            -
            
            
            154,038Premium
                on preferred stock
            
            
            -
            
            
            -
            
            
            (200,800
            )
            
            -
            
            
            (200,800
            )Net
                loss
            
            
            -
            
            
            -
            
            
            -
            
            
            (
                957,269
            )
            
            (957,269
            )Balance,
                December 31,2001
            
            
            10,632,039
            
            
            1,063
            
            
            (47,794
            )
            
            (957,269
            )
            
            (1,004,000
            )Sales
                for cash
            
            
            4,848,575
            
            
            485
            
            
            4,308,374
            
            
            -
            
            
            4,308,859Premium
                on preferred stock
            
            
            -
            
            
            -
            
            
            (12,500
            )
            
            -
            
            
            (12,500
            )Net
                loss
            
            
            -
            
            
            -
            
            
            -
            
            
            (3,584,307
            )
            
            (3,584,307
            )Balance,
                December 31, 2002
            
            
            15,480,614
            
            
            1,548
            
            
            4,248,080
            
            
            (4,541,576
            )
            
            (291,948
            )Sales
                of stock for cash
            
            
            2,155,353
            
            
            216
            
            
            3,865,864
            
            
            -
            
            
            3,866,080Premium
                on preferred stock
            
            
            -
            
            
            -
            
            
            (291,800
            )
            
            -
            
            
            (291,800
            )Net
                loss
            
            
            -
            
            
            -
            
            
            -
            
            
            (4,265,029
            )
            
            (4,265,029
            )Balance,
                December 31, 2003
            
            
            17,635,967
            
            
            1,764
            
            
            7,822,144
            
            
            (8,806,605
            )
            
            (982,697
            )Sales
                of stock for cash
            
            
            1,199,081
            
            
            120
            
            
            4,434,772
            
            
            -
            
            
            4,434,892Premium
                on preferred stock
            
            
            -
            
            
            -
            
            
            (37,501
            )
            
            -
            
            
            (37,501
            )Fair
                value of warrants issued for services
            
            
            -
            
            
            -
            
            
            3,400
            
            
            -
            
            
            3,400Net
                loss
            
            
            -
            
            
            -
            
            
            -
            
            
            (2,626,785
            )
            
            (2,626,785
            )Balance,
                December 31, 2004
            
            
            18,835,048
            
            
            1,884
            
            
            12,222,815
            
            
            (11,433,390
            )
            
            791,309Sales
                of stock for cash
            
            
            1,732,220
            
            
            173
            
            
            7,943,948
            
            
            -
            
            
            7,944,121Premium
                on preferred stock
            
            
            -
            
            
            -
            
            
            (271,123
            )
            
            -
            
            
            (271,123
            )Fair
                value of warrants issued for services
            
            
            -
            
            
            -
            
            
            21,825
            
            
            -
            
            
            21,825Stock
                issued for services
            
            
            82,598
            
            
            8
            
            
            371,683
            
            
            -
            
            
            371,691Conversion
                of preferred stock
            
            
            2,400,540
            
            
            240
            
            
            2,938,879
            
            
            -
            
            
            2,939,119Stock
                transferred in consummation of merger
            
            
            100,000
            
            
            10
            
            
            
            
            
            -
            
            
            10Stock
                issued for merger related costs
            
            
            100,000
            
            
            10
            
            
            449,990
            
            
            -
            
            
            450,000Stock
                issued to round up split
            
            
            1,369
            
            
            -
            
            
            
            
            
            -Fair
                value of stock issued for media contract
            
            
            244,444
            
            
            24
            
            
            1,099,976
            
            
            -
            
            
            1,100,000Net
                loss
            
            
            -
            
            
            -
            
            
            -
            
            
            (11,598,728
            )
            
            (11,598,728
            )Balance,
                December 31, 2005
            
            
            23,496,219
            
            
            2,349
            
            
            24,777,993
            
            
            (23,032,118
            )
            
            1,748,224Sales
                of stock for cash
            
            
            282,567
            
            
            28
            
            
            1,271,534
            
            
            -
            
            
            1,271,562Fair
                value of stock issued for media contract
            
            
            246,297
            
            
            25
            
            
            1,108,313
            
            
            -
            
            
            1,108,338Fair
                value of warrants issued for services
            
            
            
            
            
            
            
            
            78,176
            
            
            -
            
            
            78,176Net
                loss
            
            
            -
            
            
            -
            
            
            -
            
            
            (4,522,925
            )
            
            (4,522,925
            )Balance,
                June 30, 2006
            
            
            24,025,083
            
            $
            2,402
            
            $
            27,236,016
            
            $
            (27,555,043
            )
            $
            (316,625
            )





See
      accompanying notes to Condensed Financial Statements


5


GLOB
      AL
      FOOD TECHNOLOGIES, INC.


(A
      DEVELOPMENT STAGE COMPANY)


CONDENSED
      STATEMENTS OF CASH FLOWS


(Unaudited)


For
                  the Six Months Ended
                June
                  30,
              
              The
                  Period
                From
                  July 25,
                2001
                (Inception)
                  To
                June
                  30,2006
              
              2005
              
              2006CASH
                  FLOWS FROM OPERATING ACTIVITIESNet
                  loss
              
              $
              (4,522,925
              )
              $
              (2,516,612
              )
              $
              (27,555,043
              )Adjustments
                  to reconcile net loss to net cash used in operating
                  activities:Depreciation
              
              
              54,931
              
              
              51,806
              
              
              383,051Impairment
                  of BEST system
              
              
              -
              
              
              -
              
              
              3,157,111Merger
                  related costs
              
              
              -
              
              
              -
              
              
              450,000Fair
                  value of warrants issued for services
              
              
              78,176
              
              
              10,200
              
              
              103,400Fair
                  value of stock issued for services
              
              
              -
              
              
              204,750
              
              
              371,691Fair
                  value of stock issued for media services
              
              
              1,108,338
              
              
              -
              
              
              2,208,338Changes
                  in assets and liabilities:Change
                  in prepaid expenses
              
              
              30,094
              
              
              71,488
              
              
              (121,924
              )Changein
                  current liabilities
              
              
              102,834
              
              
              (213,842
              )
              
              430,636Net
                  cash used in operating activities
              
              
              (3,148,552
              )
              
              (2,392,210
              )
              
              (20,572,740
              )CASH
                  FLOWS FROM INVESTING ACTIVITIESIncrease
                  in BEST system
              
              
              -
              
              
              -
              
              
              (3,157,111
              )Increase
                  in fixed assets
              
              
              (22,910
              )
              
              -
              
              
              (591,837
              )Increase
                  in other asset
              
              
              -
              
              
              -
              
              
              (11,500
              )Net
                  cash used in investing activities
              
              
              (22,910
              )
              
              -
              
              
              (3,760,448
              )CASH
                  FLOWS FROM FINANCING ACTIVITIESSale
                  of common stock
              
              
              1,271,562
              
              
              5,779,769
              
              
              21,979,583Sale
                  of Series A redeemable preferred stock
              
              
              -
              
              
              -
              
              
              2,170,405Redemption
                  of Series A preferred stock
              
              
              -
              
              
              -
              
              
              (45,000
              )Proceeds
                  from notes payable - related parties
              
              
              640,000
              
              
              -
              
              
              640,000Net
                  cash provided by financing activities
              
              
              1,911,562
              
              
              5,779,769
              
              
              24,744,988INCREASE
                  (DECREASE) IN CASH
              
              
              (1,259,900
              )
              
              3,387,559
              
              
              411,800CASH
                  AND CASH EQUIVALENTS –
                  BEGINNING
                  OF PERIOD
              
              
              1,671,700
              
              
              126,079
              
              
              -CASH
                  AND CASH EQUIVALENTS – END OF PERIOD
              
              $
              411,800
              
              $
              3,513,638
              
              $
              411,800SUPPLEMENTAL
                  DISCLOSURESInterest
                  included in operating activities
              
              $
              -
              
              $
              -
              
              $
              91,970Non-cash
                  financing transactionsConversion
                  of redeemable preferred stock
              
              $
              -
              
              $
              -
              
              $
              2,939,119Accretion
                  of redemption value of preferred stock
              
              $
              -
              
              $
              271,123
              
              $
              813,724




See
      notes
      to condensed financial statements


6





GLOBAL
      FOOD TECHNOLOGIES, INC.


(A
      DEVELOPMENT STAGE COMPANY)


NOTES
      TO
      FINANCIAL STATEMENTS


SIX
      MONTHS ENDED JUNE 30, 2006 AND 2005





**1.** **Description
      and nature of the business, organization and basis of
      presentation**





Global
      Food Technologies, Inc. (the “Company”, “we” or “us”) is a biotechnology company
      focused on food safety processes for the food processing industry. The Company
      is dedicated to using its proprietary scientific processes to substantially
      increase the shelf life of commercially packaged seafood, poultry and meat,
      and
      to make those products safer for human consumption. We have applied the research
      and technology developed over the prior four years into the “BEST” food
      processing system. We have had no revenues to date and thus continue operations
      in the development stage. We have developed the ***iPuraTM*** brand
      for
      the food processed by our technology and are now referring to the “BEST” system
      as the “ ***iPuraTM
      Food Processing System”.*** Our
      ability to generate revenue from the ***iPuraTM*** system
      will depend, among other things, on our ability to demonstrate the merits of
      the ***iPuraTM*** system
      and develop markets and alliances to penetrate those markets. The Company’s
      fiscal year end is December 31.





**Organization**


Boulevard
      Acquisition Corporation, a Delaware corporation (“BAC”), was incorporated on
      March 24, 1999 to serve as a vehicle to effect a merger, exchange of capital
      stock, asset acquisition or other business combination with a private business.




On
      August
      19, 2005, BAC entered into an Asset Acquisition Agreement with Global Food
      Technologies, Inc., a privately held Delaware corporation (“Tech”), and Solvis
      Group, Inc., a Delaware corporation, whereby BAC agreed to acquire all of the
      assets and properties subject to all claims, liabilities and obligations of
      Tech
      in exchange for the issuance to Tech of 22,943,693 shares of common stock of
      BAC, representing approximately ninety-seven percent (97%), of BAC’s issued and
      outstanding capital stock. BAC initially issued Solvis Group, Inc. 520,000
      shares as consideration for facilitating the merger, with the fair value of
      the
      shares, $2,340,000, being charged to expense as a cost of the merger. This
      agreement was amended in April 2006 and the transaction restated to reduce
      the
      shares issued to Solvis Group, Inc. from 520,000 shares to 100,000 shares,
      reducing the facilitation fee to $450,000 based on the fair value of $4.50
      per
      share and increasing the percentage of shares received by Tech to
      99.1%.




The
      acquisition was accounted for as a reverse merger (recapitalization) with Tech
      being deemed the accounting acquirer. Accordingly, the historical financial
      information presented in the financial statements is that of Tech (since July
      25, 2001, date of Tech’s inception) as adjusted. The basis of the assets and
      liabilities of Tech, the accounting acquirer, have been carried over in the
      recapitalization. Subsequent to the acquisition, the BAC changed its name to
      Global Food Technologies, Inc.




**Basis
      of presentation**





The
      accompanying unaudited condensed financial statements have been prepared in
      accordance with generally accepted accounting principles in the United States
      of
      America for interim financial information and pursuant to the rules and
      regulations of the United States Securities and Exchange Commission (“SEC”).
      Accordingly, they do not include all of the information and footnotes required
      by generally accepted accounting principles for complete financial statements.
      In the opinion of management, all adjustments (consisting of normal recurring
      adjustments) considered necessary for a fair presentation have been included.
      These financial statements should be read in conjunction with the Company’s
      Amended Annual Report on Form 10-KSB/A for the fiscal year ended December 31,
      2005, filed with the SEC on July 31, 2007. The results of operations for interim
      periods are not necessarily indicative of the results expected for a full year
      or for any future period.




7




**Going
      concern**





We
      are
      currently a development stage enterprise. All loses accumulated since the
      inception of business have been considered as part of our development stage
      activities.





The
      accompanying financial statements have been prepared on the basis that we will
      continue as a going concern, which assumes the realization of assets and the
      satisfaction of liabilities in the normal course of business. Since inception,
      we have been engaged in product development and pre-operational activities.
      No
      revenue has been generated and we have incurred accumulated losses and used
      cash
      in operations of $27,555,043 and $20,572,740, respectively, as of June 30,
      2006.
      Continuation of our existence is dependant on our ability to raise additional
      capital and achieve sustained profitable operations. The uncertainty related
      to
      these conditions raises substantial doubt about our ability to continue as
      a
      going concern. The accompanying financial statements do not include any
      adjustments that might result from the outcome of this uncertainty.





The
      sole
      source of cash has been the sale of its equity to investors. Although we expect
      to generate revenue from installing and operating the ***iPuraTM*** food
      processing systems within the next 12 months, any funds generated from
      installing and operating our ***iPuraTM*** food
      processing systems during fiscal year 2007 are not expected to cover all of
      our
      operating expenses. In addition to cash in hand as of June 30, 2006, we believe
      that we will need approximately $7 million to cover operating expenses during
      the next twelve months, including costs for the construction of two ***iPuraTM*** food
      processing systems. We are actively pursuing all potential financing options
      as
      we look to secure additional funds both to stabilize and to grow our business
      operations. Our management will review any financing options at their disposal,
      and will judge each potential source of funds on its individual merits.





**Accounting
      policies**





Use
      of
      estimates - The
      preparation of financial statements in conformity with U.S. generally accepted
      accounting principles requires management to make estimates and assumptions
      that
      affect the reported amounts of assets and liabilities and disclosure of
      contingent assets and liabilities at the date of the financial statements and
      the reported amounts of revenues and expenses during the reporting period.
      Actual results could differ from those estimates.





***iPuraTM*** (formerly
      the “BEST”) Seafood Processing System **–** The ***iPuraTM*** Seafood
      Processing System, the physical embodiment of our food processing technology,
      was completed, tested and available for commercial application (in a previous
      generation design) in 2005 and was capitalized at a construction cost of
      $3,157,111. Design, testing and support costs involved were expensed. In 2005,
      mechanical and software upgrades were implemented to optimize the mechanical
      process. The improvements were so substantial that this prior model was deemed
      inappropriate for installation in a customer’s processing facility. As a result,
      the Company recorded an asset impairment charge of $3,157,111 for the year
      ended
      December 31, 2005. A new model is being constructed with increased capacity
      and
      simplified operating and maintenance parameters. Design, testing and support
      costs incurred on this model through June 30, 2006 have been included in
      research and development costs.




8





Loss
      per share -
      Loss
      per share was computed using the weighted average number of shares of common
      stock equivalents outstanding during the period. Stock purchase warrants were
      not used in the computation as their effect would be antidilutive.





Stock-based
      compensation **–**
      Statement of Financial Accounting Standards No. 123, "Accounting for Stock-Based
      Compensation" ("SFAS No. 123"), established a fair value method of accounting
      for stock-based compensation plans and for transactions in which an entity
      acquires goods or services from non-employees in exchange for equity
      instruments. Through December 31, 2005, the Company accounted for stock-based
      compensation utilizing the fair value method of accounting prescribed in SFAS
      No. 123.





In
      December 2004, the Financial Accounting Standards Board (“FASB”) issued
      Statement of Financial Accounting Standards 123R, “Share-Based Payment” (“SFAS
      123R”). This statement requires that the cost resulting from all share-based
      payment transactions be recognized in the financial statements. This statement
      establishes fair value as the measurement objective in accounting for
      share-based payment arrangements and requires all entities to apply a fair-value
      based measurement method in accounting for share-based payment transactions
      with
      employees except for equity instruments held by employee share ownership plans.
      Effective January 1, 2006, the Company adopted the fair value recognition
      provisions of SFAS 123R, using the modified prospective method. Under this
      method, the provisions of SFAS 123R apply to all awards granted or modified
      after the date of adoption and all previously granted awards not yet vested
      as
      of the date of adoption. The initial adoption of this standard had no effect
      on
      the Company’s financial statements.





Shares,
      warrants and options issued to non-employees for services are accounted for
      in
      accordance with SFAS 123(R) and Emerging Issues Task Force Issue No. 96-18
      (“EITF 96-18”), “Accounting for Equity Instruments that are Issued to Other Than
      Employees for Acquiring or In Conjunction with Selling Goods or Services”
whereby the fair value of such option and warrant grants is determined using
      the
      Black-Scholes Model at the earlier of the date at which the non-employee’s
      performance is completed or a performance commitment is reached.





Recent
      accounting pronouncements **–**
      In September 2006, the FASB issued SFAS No. 157, Fair Value Measurements. SFAS
      No. 157 defines fair value, establishes a framework for measuring fair value
      in
      U.S. generally accepted accounting principles and expands disclosures about
      fair
      value measurements. SFAS No. 157 is effective for fiscal years beginning after
      November 15, 2006 and interim periods within those fiscal years. The Company
      is
      currently evaluating the effect that the adoption of SFAS No. 157 will have
      on
      its financial position and results of operations.





In
      June
      2006, the FASB issued FASB Interpretation No. 48, Accounting for Uncertainty
      in
      Income Taxes, an interpretation of FASB Statement No.109 (FIN 48). FIN 48
      provides criteria for the recognition, measurement, presentation and disclosure
      of uncertain tax positions that has an effect on a company's financial
      statements accounted for in accordance with SFAS No. 109, Accounting for Income
      Taxes, as a result of positions taken or expected to be taken in a company's
      tax
      return. A tax benefit from an uncertain position may be recognized only if
      it is
      "more likely than not" that the position is sustainable based on its technical
      merits. The provisions of FIN 48 are effective for fiscal years beginning after
      December 15, 2006. The Company is currently evaluating the potential effect
      that
      the adoption of FIN 48 will have on the Company's financial statement
      presentation and disclosures.




9





In
      February 2007, the FASB issued SFAS 159 The Fair Value Option for Financial
      Assets and Financial Liabilities. SFAS 159 permits the measurement of certain
      financial instruments at fair value. Entities may choose to measure eligible
      items at fair value at specified election dates, reporting unrealized gains
      and
      losses on such items at each subsequent reporting period. SFAS 159 is effective
      for fiscal years beginning after November 15, 2007. The Company has not
      evaluated the potential impact of the fair value option.





**2.** **Notes
      payable–related parties**





On
      April
      3, 2006, we arranged a 30 day bridge loan in the amount of $350,000 from a
      non-principal shareholder. The loan bears interest at eight percent (8%) per
      annum plus an additional five points, or $17,500, which was recorded as interest
      expense. The loan is secured by all assets, including any intellectual assets,
      of the Company. Additional consideration included the issuance of warrants
      to
      purchase 35,000 shares of our common stock. The warrants are exercisable at
      $4.50 per share for two years from the date of repayment. The Company determined
      the fair value of the warrants to be $49,245 based
      upon a Black-Scholes option pricing model with the following assumptions:
      expected volatility of 50%, a risk-free interest rate of 4.8%, an expected
      term
      of 2 years, and 0% dividend yield. The $49,245 was recorded
      as additional interest expense The loan is currently in default and the Company
      is negotiating an extension of this note. In July 2006, $100,000 of principal
      was repaid. The loan is guaranteed by the President of the Company and a
      Director of the Company who was also the former Chief Technology Officer of
      the
      Company.





In
      April
      and May of 2006, we arranged a series of 3 loans aggregating $290,000 from
      a
      Director of the Company. Two loans aggregating $190,000 are demand loans. The
      third loan for $100,000 is due July 18, 2006 and was repaid on its due date.
      The
      loans are unsecured and bear interest of 8% plus an additional five points,
      aggregating $14,500, due at maturity, which was expensed as additional interest
      expense in 2006.





**3.** **Shareholders’
      Equity**





At
      June
      30, 2006, our authorized capital consists of One Hundred Twenty Million
      (120,000,000) shares, consisting of Common Stock in the amount of One Hundred
      Million (100,000,000) shares, $0.0001 par value and Preferred Stock in the
      amount of Twenty Million (20,000,000) shares, $0.0001 par value.





**Media
      Agreement** **.** On
      September 30, 2005, we entered into a three year contract for media production
      and distribution services with Global Media Fund, LLC, which will provide
      nationally syndicated newspaper and radio features about us, our BEST food
      processing systems and food safety issues to 10,000 newspapers and 6,000 radio
      stations. The total cost for the contract is $4,500,000. The Company agreed
      to
      pay (i) $2,250,000 in cash or unrestricted common stock of the Company and
      (ii)
      $2,250,000 in shares of restricted common stock of Company. The $2,250,000
      payable in shares of restricted common stock are to be paid in shares valued
      at
      90% of market price at the time of issuance (but not less than the market price
      of the unrestricted shares) in 12 quarterly installments which began in January
      2006.





During
      the three and six months ended June 30, 2006, and in accordance with the media
      agreement, 81,482 and 162,964 shares, respectively, of unrestricted common
      stock
      valued at $366,668 and $733,340, respectively, were issued. In addition 37,037
      and 46,296 shares, respectively, of restricted common stock valued at $187,500
      and $375,000, respectively, were issued. The total of $554,168 and $1,108,338,
      respectively, was charged to marketing expense at the date the common shares
      were issued.





10




**Warrants** **.** At
      June
      30, 2006, there were 2,232,814 warrants outstanding. There were 75,479 warrants
      issued in the three and six months ended June 30, 2006 to investors in
      conjunction with sales of common stock for cash. No warrants have been
      exercised.





**Private
      Placements** **.** On
      April
      5, 2006, we commenced a private placement of our securities to accredited
      investors in conformity with Rule 506 of Regulation D of the Securities Act
      of
      1933, as amended. The offering consists of 500,000 units, each consisting of
      two
      shares of Common Stock and one warrant to purchase one share of Common Stock
      for
      a maximum offering price of $4,500,000. The warrants have a two-year exercise
      period with an exercise price of $4.50 per share. This private placement is
      ongoing, and as of June 30, 2006, $679,508 was raised, resulting in the issuance
      of 150,958 shares of common stock and 75,479 stock purchase
      warrants.




In
      May
      2006, we met with a group of our current stockholders in London, England in
      conjunction with the Brussels Seafood Show. Certain shareholders, without
      solicitation from GFT, expressed an interest in adding to their investment,
      resulting in 22 shareholders investing $592,240 by June 30, 2006. Subsequently,
      and additional 4 shareholders invested $38,311, for a total of $630,551
      resulting in the issuance of 137,895 shares. These sales of common stock were
      made at a price of $4.50 per share and were conducted under the provisions
      of
      SEC Regulation S.





**4.**  **Subsequent
      Events**





The
      Company continues to sell its common shares in reference to its April 5, 2006
      private placement of its securities to accredited investors in conformity with
      Rule 506 of Regulation D of the Securities Act of 1933, as amended. In addition,
      we continue to sell Common Stock to non-US persons in Regulation S offerings
      to
      investors residing in foreign countries. During the period July 1, 2006 through
      June 27, 2007, the Company sold 937,350 shares of its common stock for net
      proceeds of $4,070,127.




Common
      Stock continues to be issued in accordance with the Media Agreement described
      in
      Note 3. During the period July 1, 2006 to April 1, 2007, a total of 166,668
      shares of common stock valued at $750,000 were issued under the media agreement.





In
      July
      2006, the month to month lease for our facilities in Hanford, California was
      put
      into a written lease by the City of Hanford, our landlord. All terms remain
      the
      same except that a remaining term of two years was established by setting an
      expiration date of June 30, 2008. The base rent increase of 5%, and
      recalculation of common area and utility allocation expense remain at July
      1 of
      each year. The current monthly payment is $2,468, including amortization of
      tenant improvements.





In
      August
      2006, additional consideration for the 3 loans from a Director of the Company
      was approved by the Board in the form of warrants to purchase 29,000 shares
      of
      our common stock. The warrants are exercisable at $4.50 per share for two (2)
      years from the date of repayment of the loans. The Company determined the fair
      value of the warrants to be $40,803 based
      upon a Black-Scholes option pricing model with the following assumptions:
      expected volatility of 50%, a risk-free interest rate of 4.8%, an expected
      term
      of 2 years, and 0% dividend yield. The $40,803 was recorded
      as additional interest expense. Also in August 2006 another loan for $100,000
      was made for 90 days from the Director’s IRA account at 8% interest and no
      additional consideration. The loan was rolled over in November 2006 for an
      additional six months maturing in May 2007. In May 2007, the loan was rolled
      over for an additional six months maturing in November, 2007. All loans are
      unsecured.




11





In
      March
      2007, the Board awarded stock grants to certain employees, consultants and
      advisors as compensation for services. A total of 174,322 shares were awarded
      with a fair market value of $784,449 which will be recorded as compensation
      expense in the first quarter of 2007. Of these shares 45,000 were awarded in
      the
      form of restricted stock under our Stock Incentive Plan - 2006. One advisor
      also
      received 150,000 warrants to purchase common stock at he price of $5.00 per
      share for a period of 5 years. This warrant has an imputed value of $308,827
      which will be recorded as compensation expense in the first quarter of
      2007





**ITEM
      2.**  **MANAGEMENT’S
      DISCUSSION AND ANALYSIS OR PLAN OF OPERATION**




The
      following presentation of Management’s Plan of Operation has been prepared by
      internal management and should be read in conjunction with the financial
      statements and notes thereto included in Item 1 of this Quarterly Report on
      Form
      10-QSB. Except for the historical information contained herein, the discussion
      in this report contains certain forward-looking statements that involve risks
      and uncertainties, such as statements of our business plans, objectives,
      expectations and intentions as of the date of this filing. The cautionary
      statements about reliance on forward-looking statements made below in this
      document should be given serious consideration with respect to all
      forward-looking statements wherever they appear in this report, notwithstanding
      that the “safe harbor” protections available to some publicly reporting
      companies under applicable federal securities law do not apply to us at this
      time. Our actual results could differ materially from those discussed here.





**Plan
      of Operation**





From
      the
      commencement of our research and development activities in 2001, we have raised
      substantial equity capital to fund the development of our BEST Seafood
      Processing System. The BEST Seafood Processing System has been re-branded as
      the *iPuraTM
      System* and is
      ready for market introduction as the embodiment of ***The*** **** ***iPura*** **TM** ***Food Safety Program*** ,
      although our other prospective products still require additional research and
      development. To date, we have not generated any revenues and we have incurred
      accumulated losses of $27,555,043 and used cash in operations of $20,572,740
      as
      of June 30, 2006. Research on our first generation prototype was completed
      in
      2004, and development and refinement on the commercial system design continued
      through 2005, especially adapting the system to processing salmon. Production
      has commenced on one unit of the current generation of the **** ***iPura*** **TM** ****** system,
      including the material handling components necessary for processing salmon,
      which we intend to use for our first commercial installation with a customer
      in
      Chile.





GFT
      began
      promoting the *iPuraTM* label
      through industry trade shows, trade publications, workshops, seminars, invited
      speaking engagements, and meetings sponsored on our behalf by various
      governmental agencies and industry trade associations. Through various media,
      we
      believe that we have aroused interest and countered price objections.
      The Company
      is executing its marketing strategy by promoting the *iPura* TM
brand
      to food processors and industry associations as the world’s first food safety
      label. **** In
      2008,
      we expect to begin marketing the *iPura* TM
brand
      to consumers. The *iPura* TM
label
      is **** anchored
      with a descriptive and lasting slogan: **** “ **The
      Highest Standard in Food SafetyTM”.**





·
            The
                science and marketing connect perfectly with world food safety issues.




12




·
            The*iPura*TM
                label is a tool which communicates that exceptional food safety measures
                have been taken to protect consumer health.


·
            The
                label will serve to identify food products that have a higher level
                of
                safety and quality.


·
            GFT
                has filed trade marks for its brand and slogan in every major food
                producing and food consuming nation.


·
            Trade
                marks are expected to be listed on the primary registry at the USPTO
                and
                internationally, as a global trademark search by counsel found no
                prior
                marks or obstructions.




The *iPuraTM* Food Safety
      Program is the constitution of the *iPuraTM* food
      safety brand, which is anticipated to include:





·
            An
                organic pathogenic and spoilage microorganism “kill step” prior to
                packaging.


·
            Intelligent
                packaging of product.


·
            Product
                traceability of handling and
                temperature.


·
            An independent third party certification of
                standards.


·
            A unique product insurance that follows the*iPura*TM
                labeled product throughout the distribution
                chain.


·
            A distribution chain and consumer “pull through” marketing program
                promoting*iPuraTM*as
                “The Highest Standard in Food SafetyTM.”





The *iPuraTM* Food
      Safety Program will help the food chain grow their margins by increasing the
      quality, safety, and economic value of their products by reducing or eliminating
      the waste and liability associated with the distribution of contaminated food,
      and by increasing shelf life.


We will
      aggressively promote the *iPura* TM brand
      utilizing an extensive media and educational campaign focusing on the health
      and
      economic benefits of *iPura* TM **** treated
      products and the increased profit margins available to the entire distribution
      chain. GFT has entered into a media-buying agreement, financed with common
      stock, with its strategic partner Global Media Fund LLC. The agenda includes
      regular distribution of feature articles in the U.S. to over 10,000 newspapers,
      news, wire services, and radio spots to more than 6,000 radio stations, over
      a
      24-month period. ** The
      estimated retail value of such media spots is $54 million. GFT’s pull-through
      marketing campaign will begin with “Ask your grocer for *iPuraTM* ”.
      F ood
      safety is public health news and the *iPuraTM* food safety
      brand is expected to be publicized as news in media across the globe.





Initially,
      we have targeted three major seafood markets: Chile, Vietnam, and China. Each
      is among
      the
      world’s top 10 seafood exporting
      markets and potential customers as well as certain government agencies in each
      country have expressed significant interest in installing *iPura* TM
      systems. With **** the
      official sponsorship of government and industry associations, GFT has presented
      to hundreds of processors in these countries, and will be ready to fill any
      orders that result from these presentations with large volume processors as
      soon
      as growth capital is secured. GFT anticipates expanding into other large seafood
      producing countries such as Norway, Thailand, India, Canada, and the United
      States in phase two. Seafood will be followed by poultry and pork, with plans
      to
      develop a system for meat and other food products marketed under the *iPura* TM
label.





We
      also
      intend to participate in the following industry conferences:




·
            Institute of Food Technologists
                Expo


·
            Food Marketing Institute Annual Business
                Conference


·
            Food Safety Conference (International Association for Food
                Protection)


·
            National Food Policy Conference





13




As
      of
      June 30, 2006, we had no debt other than trade indebtedness in the ordinary
      course of business and short tem loans of $640,000 from a Director and a
      shareholder. Based on our cash balance as of June 30, 2006, we estimate that
      we
      will need to raise additional capital in the amount of $7 million to cover
      our
      operating costs for the remainder of 2006 and for fiscal year 2007 and to build
      two units of ***The
      iPura*** **TM**  ***System*** .
      If
      additional units are required to meet customer demand, we will need to raise
      additional funds. Any additional capital we raise may involve issuing additional
      shares of common stock or other equity securities, or obtaining debt financing.
      However, at this point, we have not specifically identified the type or sources
      of this funding. We are aggressively exploring commercial and joint venture
      financing opportunities and relationships with potential processor/customers
      with sale and lease-back arrangements.





We
      believe that we have adequate plant capabilities and capacity and sufficient
      qualified personnel to achieve our planned operations over the next 12 months,
      although we do anticipate an investment in additional research and laboratory
      facilities to meet any accelerated or new product support requirements. In
      addition, an increase in the number of units of the ***iPura*** **TM**  ***System*** produced
      and installed beyond the next two units will likely require outsourcing of
      fabrication, integration and installation of the units, which will be supervised
      by our existing personnel. We will add non-technical support personnel as
      required to manage the increase in administrative activity.





**Critical
      accounting policies**





Use
      of
      estimates - The
      preparation of financial statements in conformity with U.S. generally accepted
      accounting principles requires management to make estimates and assumptions
      that
      affect the reported amounts of assets and liabilities and disclosure of
      contingent assets and liabilities at the date of the financial statements and
      the reported amounts of revenues and expenses during the reporting period.
      Actual results could differ from those estimates.





***iPuraTM*** (formerly
      the “BEST”) Seafood Processing System **–** The ***iPuraTM*** Seafood
      Processing System, the physical embodiment of our food processing technology,
      was completed, tested and available for commercial application (in a previous
      generation design) in 2005 and was capitalized at a construction cost of
      $3,157,111. Design, testing and support costs involved were expensed. In 2005,
      mechanical and software upgrades were implemented to optimize the mechanical
      process. The improvements were so substantial that this prior model was deemed
      inappropriate for installation in a customer’s processing facility. As a result,
      the Company recorded an asset impairment charge of $3,157,111 for the year
      ended
      December 31, 2005. A new model is being constructed with increased capacity
      and
      simplified operating and maintenance parameters. Design, testing and support
      costs incurred on this model through March 31, 2006 have been included in
      research and development costs.





Loss
      per share -
      Loss
      per share was computed using the weighted average number of shares of common
      stock equivalents outstanding during the period. Stock purchase warrants were
      not used in the computation as their effect would be antidilutive.





Stock-based
      compensation **–**
      Statement of Financial Accounting Standards No. 123, "Accounting for Stock-Based
      Compensation" ("SFAS No. 123"), established a fair value method of accounting
      for stock-based compensation plans and for transactions in which an entity
      acquires goods or services from non-employees in exchange for equity
      instruments. Through December 31, 2005, the Company accounted for stock-based
      compensation utilizing the fair value method of accounting prescribed in SFAS
      No. 123.




14





In
      December 2004, the Financial Accounting Standards Board (“FASB”) issued
      Statement of Financial Accounting Standards 123R, “Share-Based Payment” (“SFAS
      123R”). This statement requires that the cost resulting from all share-based
      payment transactions be recognized in the financial statements. This statement
      establishes fair value as the measurement objective in accounting for
      share-based payment arrangements and requires all entities to apply a fair-value
      based measurement method in accounting for share-based payment transactions
      with
      employees except for equity instruments held by employee share ownership plans.
      Effective January 1, 2006, the Company adopted the fair value recognition
      provisions of SFAS 123R, using the modified prospective method. Under this
      method, the provisions of SFAS 123R apply to all awards granted or modified
      after the date of adoption and all previously granted awards not yet vested
      as
      of the date of adoption. The initial adoption of this standard had no effect
      on
      the Company’s financial statements.





Shares,
      warrants and options issued to non-employees for services are accounted for
      in
      accordance with SFAS 123(R) and Emerging Issues Task Force Issue No. 96-18
      (“EITF 96-18”), “Accounting for Equity Instruments that are Issued to Other Than
      Employees for Acquiring or In Conjunction with Selling Goods or Services”
whereby the fair value of such option and warrant grants is determined using
      the
      Black-Scholes Model at the earlier of the date at which the non-employee’s
      performance is completed or a performance commitment is reached





**Recent
      accounting pronouncements**





In
      September 2006, the FASB issued SFAS No. 157, Fair Value Measurements. SFAS
      No.
      157 defines fair value, establishes a framework for measuring fair value in
      U.S.
      generally accepted accounting principles and expands disclosures about fair
      value measurements. SFAS No. 157 is effective for fiscal years beginning after
      November 15, 2006 and interim periods within those fiscal years. The Company
      is
      currently evaluating the effect that the adoption of SFAS No. 157 will have
      on
      its financial position and results of operations.





In
      June
      2006, the FASB issued FASB Interpretation No. 48, Accounting for Uncertainty
      in
      Income Taxes, an interpretation of FASB Statement No.109 (FIN 48). FIN 48
      provides criteria for the recognition, measurement, presentation and disclosure
      of uncertain tax positions that has an effect on a company's financial
      statements accounted for in accordance with SFAS No. 109, Accounting for Income
      Taxes, as a result of positions taken or expected to be taken in a company's
      tax
      return. A tax benefit from an uncertain position may be recognized only if
      it is
      "more likely than not" that the position is sustainable based on its technical
      merits. The provisions of FIN 48 are effective for fiscal years beginning after
      December 15, 2006. The Company is currently evaluating the potential effect
      that
      the adoption of FIN 48 will have on the Company's financial statement
      presentation and disclosures.





In
      February 2007, the FASB issued SFAS 159 The Fair Value Option for Financial
      Assets and Financial Liabilities. SFAS 159 permits the measurement of certain
      financial instruments at fair value. Entities may choose to measure eligible
      items at fair value at specified election dates, reporting unrealized gains
      and
      losses on such items at each subsequent reporting period. SFAS 159 is effective
      for fiscal years beginning after November 15, 2007. The Company has not
      evaluated the potential impact of the fair value option.




15





**Off
      Balance Sheet Arrangements**





We
      do not
      have any off-balance sheet arrangements.





**Cautionary
      Information Regarding “Forward-Looking Statements”**




This
      Quarterly Report on Form 10-QSB includes certain statements about us that may
      be
      deemed to be “forward-looking statements” within the meaning of the Private
      Securities Litigation Reform Act of 1995. These forward-looking statements
      relate to matters such as, among other things, product development and
      acceptance, our anticipated financial performance, business prospects,
      technological developments, new products, future distribution or license rights,
      international expansion, possible strategic alternatives, new business concepts,
      capital expenditures, consumer trends and similar matters.





Forward-looking
      statements necessarily involve known and unknown risks, uncertainties and other
      factors that may cause our actual results, levels of activity, performance
      or
      achievements to be materially different from any future results, levels of
      activity, performance or achievement expressed or implied by these
      forward-looking statements. In some cases, you can identify forward-looking
      statements by terminology such as “may,” “will,” “should,” “could,” “intend,”
“expect,” “anticipate,” “assume,” “hope,” “plan,” “believe,” “seek,” “estimate,”
“predict,” “approximate,” “potential,” “continue” or the negative of these
      terms. Statements including these words and variations of these words, and
      other
      similar expressions, are forward-looking statements. Although we believe that
      the expectations reflected in our forward-looking statements are reasonable
      based upon our knowledge of our business, we cannot absolutely predict or
      guarantee any future results, levels of activity, performance or achievements.
      Moreover, neither we nor any other person assumes responsibility for the
      accuracy and completeness of these statements.





We
      note
      that a variety of factors could cause our actual results and future experiences
      to differ materially from the anticipated results or other expectations
      expressed in these forward-looking statements. The risks and uncertainties
      that
      may affect our operations, performance, development and results include, but
      are
      not limited to, the following:




·
              whether
                  our system will perform as expected in commercial
                  applications;
  ·
              our
                  ability to enter into service contracts with food processors, the
                  time it
                  takes for us to enter into any of these contracts and the prices
                  we are
                  able to charge these customers;
  ·
              our
                  ability to obtain one or more third-party manufacturers for our
                  system
                  components and other products;
  ·
              the
                  cost at which we will be able to have our system components and
                  other
                  products manufactured, if at all, and the time it will take to
                  have our
                  system components and other products
                  manufactured;
  ·
              our
                  ability to obtain all required components for our systems on a
                  timely
                  basis and at the prices we
                  anticipate;
  ·
              whether
                  our systems and products are viewed as providing the benefits we
                  claim and
                  whether these benefits are marketable by any customers we may seek
                  to
                  obtain;
  ·
                our
                    systems and products performing in the manner we expect in customer
                    applications and without any material
                    modifications;


16




·
              our
                  ability to obtain all necessary governmental approvals for our
                  systems and
                  other products;
  ·
              whether
                  we will be able to apply our technology to products other than
                  fish or use
                  our technology in any other fields;
  ·
              the
                  pace at which we will utilize our existing working capital and
                  whether our
                  existing working capital will be sufficient for us to continue
                  to develop
                  our systems and products to the extent we
                  anticipate;
  ·
              whether
                  we will be able obtain additional financing to continue or expand
                  operations and the terms on which we will be able to obtain this
                  financing, if at all;
  ·
              our
                  ability to protect our intellectual property and obtain and maintain
                  patents and other protections for our intellectual
                  property.
  ·
              the
                  possible impact from competing products or
                  technologies;
  ·
              possible
                  reductions in consumer demand for fish and poultry, including as
                  a result
                  of any outbreaks of disease, including avian flu, or negative reports
                  regarding the health benefits of fish and poultry;
  ·
              our
                  ability to hire, train and retain a consistent supply of reliable
                  and
                  effective employees, both domestically and in any countries in
                  which we
                  might be able to install one of our processing
                  system;
  ·
              the
                  risk of non-payment by, and/or insolvency or bankruptcy of, our
                  customers
                  and others with indebtedness to us;
  ·
              the
                  costs of complying with applicable labor laws and requirements,
                  including,
                  without limitation, with respect to health
                  care;
  ·
              economic
                  and political instability in foreign countries or restrictive actions
                  by
                  the governments of foreign countries in which we may seek to conduct
                  our
                  business or obtain customers;
  ·
              changes
                  in tax laws or the laws and regulations governing food processing
                  and on
                  income generated outside the United
                  States;
  ·
              general
                  economic, business and social conditions in the United States and
                  in
                  foreign countries where we may conduct our
                  business;
  ·
              fluctuation
                  in interest rates, insurance, shipping, energy, fuel and other
                  business
                  utilities in any countries in which we conduct
                  business;
  ·
              the
                  stability of and fluctuations in currencies in which we conduct
                  business;
  ·
              threats
                  or acts of terrorism or war; strikes, work stoppages or slow downs
                  by
                  labor organizations in any countries in which we conduct business;
                  and




17




·
              natural
                  or man-made disasters that could adversely impact the industries
                  or
                  countries in which we conduct
                  business.


Forward-looking
      statements made by us are based upon a knowledge of our business and the
      environment in which we operate. However, because of the factors listed above,
      actual results may differ from those in the forward-looking statements.
      Consequently, these cautionary statements qualify all of the forward-looking
      statements made in this report. We cannot assure you that the results or
      developments we anticipate will be realized or, even if substantially realized,
      that those results or developments will result in the expected consequences
      or
      otherwise affect us, our business or operations in the ways expected. You are
      cautioned not to place undue reliance on these forward-looking statements,
      which
      speak only as of their dates, or on any subsequent written and oral
      forward-looking statements attributable to us or persons acting on our behalf,
      all of which are expressly qualified in their entirety by these cautionary
      statements. Except to the extent required by law, we do not undertake any
      obligation to release or publish any revisions to our forward-looking
      statements, including without limitation those contained in this report, to
      reflect events or circumstances after the date of this report or to reflect
      the
      occurrence of unanticipated events.




**ITEM
      3.**  **CONTROLS
      AND PROCEDURES**





As
      required by Rule 13a-15(b) under the Securities Exchange Act of 1934 (the
“Exchange Act”), we carried out an evaluation of the effectiveness of the design
      and operation of our disclosure controls as of the end of the period covered
      by
      this report, June 30, 2006. This evaluation was carried out under the
      supervision and with the participation of our President, Mr. Keith Meeks, and
      our Chief Financial Officer, Mr. Marshall Sparks (collectively, the “Certifying
      Officers”). Based upon that evaluation, our Certifying Officers concluded that
      as of the end of the period covered by this report, June 30, 2006, our
      disclosure controls and procedures are effective in timely alerting management
      to material information relating to us and required to be included in our
      periodic filings with the Securities and Exchange Commission (the “Commission”).





Disclosure
      controls and procedures are controls and procedures that are designed to ensure
      that information required to be disclosed in our periodic reports under the
      Exchange Act is recorded, processed, summarized and reported, within the time
      periods specified in the Commission's rules and forms. Disclosure controls
      and
      procedures include, without limitation, controls and procedures designed to
      ensure that information required to be disclosed in our periodic reports that
      we
      file under the Exchange Act is accumulated and communicated to our management,
      including our principal executive and principal financial officers, or persons
      performing similar functions, as appropriate to allow timely decisions regarding
      required disclosure.





**Internal
      Control Over Financial Reporting**





Further,
      as required by Rule 13a-15(d) of the Exchange Act and under the supervision
      and
      with the participation of our Certifying Officers, we carried out an evaluation
      as to whether there has been any change in our internal control over financial
      reporting during our fiscal quarter ended June 30, 2006. Based upon this
      evaluation, we have concluded that there has not been any change in our internal
      control over financial reporting during our fiscal quarter ended June 30, 2006,
      that has materially affected, or is reasonably likely to materially affect,
      our
      internal control over financial reporting.




18





Internal
      control over financial reporting is a process designed by, or under the
      supervision of, our principal executive and principal financial officers, or
      persons performing similar functions, and effected by our board of directors,
      management and other personnel, to provide reasonable assurance regarding the
      reliability of financial reporting and the preparation of financial statements
      for external purposes in accordance with generally accepted accounting
      principles. Internal control over financial reporting includes those policies
      and procedures that: (i) pertain to the maintenance of records that in
      reasonable detail accurately and fairly reflect the transactions and
      dispositions of our assets; (ii) provide reasonable assurance that transactions
      are recorded as necessary to permit preparation of financial statements in
      accordance with generally accepted accounting principles, and that our receipts
      and expenditures are being made only in accordance with authorizations of our
      management and directors; and (iii) provide reasonable assurance regarding
      prevention or timely detection of unauthorized acquisition, use or disposition
      of our assets that could have a material effect on the financial
      statements.




**PART
      II - OTHER INFORMATION**





**ITEM
      1. LEGAL PROCEEDINGS**





We
      are
      not a party to any material legal proceedings and, to our knowledge, no such
      proceedings are threatened or contemplated against us.





**ITEM
      2. UNREGISTERED SALES OF EQUITY SECURITIES**





**Sales
      of Unregistered Securities**





On
      April
      5, 2006, we commenced a private placement of our securities to accredited
      investors in conformity with Rule 506 of Regulation D of the Securities Act
      of
      1933, as amended. The offering consists of 500,000 units, each consisting of
      two
      shares of Common Stock and one warrant to purchase one share of Common Stock
      for
      a maximum offering price of $4,500,000. The warrants have a two-year exercise
      period with an exercise price of $4.50 per share. This private placement is
      ongoing, and as of June 30, 2006, $679,508 was raised, resulting in the issuance
      of 150,958 shares of common stock and 75,479 stock purchase
      warrants.




In
      May
      2006, we met with a group of our current stockholders in London, England in
      conjunction with the Brussels Seafood Show. Certain shareholders, without
      solicitation from GFT, expressed an interest in adding to their investment,
      resulting in 22 shareholders investing $592,240 by June 30, 2006. Subsequently,
      an additional 4 shareholders invested $38,311, for a total of $630,551 resulting
      in the issuance of 137,895 shares. These sales of common stock were made at
      a
      price of $4.50 per share and were conducted under the provisions of SEC
      Regulation S.





Common
      Stock continues to be issued in accordance with the Media Agreement with Global
      Media Fund. On January 1 and April 1, 2006, 81,482 shares were each issued
      for
      the initial commitment installments and 83,333 shares as the first two
      installments of the twelve quarterly commitments, for a total of 246,297 shares.
      On July 1, 2006, the final installment of 81,480 shares on the initial
      commitment and the third installment for 41,667 shares was made on the quarterly
      commitment.




19




We
      relied
      upon the exemption provided in Section 4(2) of the Securities Act, Regulation
      S
      and/or Rule 506 thereunder, which covers "transactions by an issuer not
      involving any public offering," to issue securities discussed above without
      registration under the Securities Act of 1933. All of the purchasers are
      believed by the Company to be “accredited investors” or “non-US persons” within
      the meaning of the Securities Act of 1933.





**Purchases
      of Equity Securities**





We
      are
      required by the Securities Act of 1933 to disclose, in tabular format, any
      repurchases of our securities during the three months ending June 30, 2006.
      We
      did not repurchase any of our securities during the three months ending June
      30,
      2006, and accordingly, we have eliminated such table.





**ITEM
      3. DEFAULTS UPON SENIOR SECURITIES**





None





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





None





**ITEM
      5. OTHER INFORMATION**





**(a)**  **Information
      Required To Be Disclosed In A Report On Form 8-K, But Not
      Reported**





**None**





**(b)**  **Item
      407(c)(3) of Regulation S-B**




During
      our fiscal quarter covered by this Quarterly Report on Form 10-QSB, there have
      not been any material change to the procedures by which our security holders
      may
      recommend nominees to our Board of Directors.


20





**ITEM
      6. EXHIBITS**





Exhibit
                No.
            
            Description3.1
                (1)
            
            Certificate
                of Amendment to Certificate of Incorporation dated August 18,
                2005.3.2
                (2)
            
            Certificate
                of Amendment to Certificate of Incorporation dated September 15,
                2005.3.3
                (3)
            
            Restated
                Certificate of Incorporation dated October 18, 2005.3.4
                (3)
            
            Second
                Amended and Restated Bylaws as of August 31, 2005.10.1*
            
            Office
                Lease Agreement dated July 1, 2006 between Global Food Technologies
                Inc.
                and City of Hanford31.1*
            
            Certification
                of Chief Executive Officer pursuant to Rules 13a-14(a) and 15d-14(a),
                as
                adopted pursuant to Section 302 of the Sarbanes-Oxley Act of
                2002.31.2**
            
            Certification
                of Chief Financial Officer pursuant to Rules 13a-14(a) and 15d-14(a),
                as
                adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.32.1**
            
            Certification
                of Chief Executive Officer and Chief Financial Officer pursuant to
                pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section
                906 of
                the Sarbanes-Oxley Act of 2002





*  Filed
      herewith


**  Furnished
      herewith


(1)
              Filed
                  on August 19, 2005 as an exhibit to Global Food’s Report on Form 8-K and
                  incorporated herein by reference.
 
 (2)
              Filed
                  on October 6, 2005 as an exhibit to Global Food’s Report on Form 8-K and
                  incorporated herein by reference.
 
 (3)
              Filed
                  on November 23, 2005 as an exhibit to Global Food’s Report on Form 10-QSB
                  and incorporated herein by reference.  21




SIGNATURES





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


GLOBAL
              FOOD
              TECHNOLOGIES, INC.Dated:
              August 1, 2007
            By:
            /s/ Keith
              MeeksKeith Meeks, President and
              Chief Executive Officer(PRINCIPAL
              EXECUTIVE OFFICER)  Dated:
              August 1, 2007
            By:
            /s/ Marshall
              F. SparksMarshall
              F. Sparks, Chief Financial Officer(PRINCIPAL
              ACCOUNTING OFFICER)





22