**SECURITIES
      AND EXCHANGE COMMISSION**





**WASHINGTON,
      D.C. 20549**





**____________________________________________________**





**FORM
        10-KSBA/2**




(Mark
      One)


x ANNUAL
      REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
      FOR THE FISCAL YEAR ENDED DECEMBER 31, 2005.





o TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE
      ACT
      OF 1934 FOR THE TRANSITION PERIOD FROM_______________ to
      _______________






Commission
      File No. 0-29987






**Global
      Links Corp.**


(Exact
      name of issuer as specified in its charter)





**Nevada**
            
            **88-0106514**(State
                or other jurisdiction of incorporation or organization)
            
            (I.R.S.
                Employer Identification No.)**3571
                East Sunset Rd**
            
            **89120****Las
                Vegas, Nevada**(Address
                of principal executive offices)
            
            (Zip
                Code)








Registrant's
      telephone number, including area code: **(702)
      436-7007**





Securities
                registered under Section 12(b) of theExchange Act:Securities
                registered under Section 12(g) of the Exchange Act:
            **Common
                stock, par value $0.001 per
                share**





Check
      whether the issuer is not required to file reports pursuant to Section 13 or
      15(d) of the Exchange Act. o





Note
      -
      Checking the box above will not relieve any registrant required to file reports
      pursuant to Section 13 or 15(d) of the Exchange Act from their obligations
      under
      those Sections.





Indicate
      by check mark whether the registrant (1) has filed all reports required to
      be
      filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
      the
      preceding twelve months (or such shorter period that the registrant was required
      to file such reports), and (2) has been subject to such filing requirements
      for
      the past 90 days. Yes x No o





Indicate
        by check mark if disclosure of delinquent filers pursuant to Item 405 of
        Regulation S-K is not contained herein, and will not be contained, to the
        best
        of registrant's knowledge, in definitive proxy or information statements
        incorporated by reference in Part III of this Form 10-KSBA/2 or any amendment
        to
        this Form 10-KSBA/2. x  **(A
        Development Stage Enterprise)**





State
      issuer's net revenues for its most recent fiscal year:
      $525,601.





The
      aggregate market value of the voting and non-voting common equity held by
      non-affiliates based on the average bid and asked price of such common equity,
      as of June 30, 2006 was $24,498.





The
        number of shares outstanding of each of the registrant’s classes of such common
        equity, as of August 28, 2006, was 86,672,086 shares
        of
        Common Stock and 13,760,000 shares of Series B Preferred Stock.





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













EXPLANATORY
        NOTE





This
        Amended Report of Form 10-KSBA/2 is being filed to include the
        following:





1.
              On
                  June 22, 2006, the Company issued an additional 2,857,000 shares
                  of common
                  stock at the request of the debtor, in consideration for a payment
                  in the
                  amount of $10,000 on its Debenture payable-Sunset building (See
                  Note 14 in
                  the financial statements).





2.
              Management
                  inadvertently capitalized $333,312 of land option deposits to "Buildings"
                  on the balance sheet, when purchasing their office building in
                  Las Vegas,
                  Nevada (See Note 4 in the financial statements). Consequently,
                  the Company
                  depreciated this amount over 14 months prior to Management realizing
                  this
                  error during its first quarter 2006 procedures. As of December
                  31, 2005,
                  the Company has reclassified these land option deposits from "Buildings"
                  to "Deposit on Land" on the balance sheet and reduced their depreciation
                  expense for the year ended December 31, 2005 by $12,963. Net loss
                  originally stated for the year ended December 31, 2005 was ($785,053);
                  the
                  new restated net loss for the year ended December 31, 2005 is
                  ($772,090).




3.
              On
                  August 23, 2006, the Company issued an additional 9,000,000 shares
                  of
                  registered S-8 employee common stock for
                  services.





**TABLE
      OF CONTENTS**





PART
                I
            3ITEM
              1
            DESCRIPTION
                OF THE BUSINESS
            3ITEM
              2
            DESCRIPTION
                OF PROPERTY
            3ITEM
              3
            LEGAL
                PROCEEDINGS
            5ITEM
              4
            SUBMISSION
                OF MATTERS TO A VOTE OF SECURITY
                HOLDERS.
            5PART
                II
            5ITEM
              5
            MARKET
                FOR REGISTRANT’S COMMON EQUITY AND RELATED STOCKHOLDER
                MATTERS
            5SELECTED
                FINANCIAL DATA
            5ITEM
              6
            MANAGEMENTS
                DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
                RESULTS OF OPERATIONS
            6ITEM
              7
            FINANCIAL
                STATEMENTS.
            10ITEM
              8
            Changes
                In and Disagreements With
                Accountants.
            28ITEM
              8a.
            Controls
                and Procedures
            29PART
                III
            29ITEM
              9.
            Directors,
                Executive Officers, Promoters, and Control
                Persons.
            29ITEM
              10
            Executive
                Compensation
            30ITEM
              11.
            Security
                Ownership Of Certain Beneficial Owners And
                Management.
            31ITEM
              12.
            Certain
                Relationships And Related
                Transactions.
            32ITEM
              13.
            Exhibits
                And Reports On Form 8-K.
            32ITEM
              14.
            Principal
                Account Fees And Services
            33





2
 *Table
            of Contents*





**PART
      I**




*ITEM
      1* *DESCRIPTION
      OF THE BUSINESS*





Organization
      and General History- Global Links Corp. (hereinafter referred to as "Global
      Links" or the "Company") was formed as a corporation under the laws of the
      State
      of Nevada in 1952 under the name "Blue Jacket Mining Company". In December
      1994
      the Company's shareholders approved a reverse merger with United Casino
      Corporation, a Nevada Corporation, and the Company's name was changed at that
      time to United Casino Corporation. In August, 2000, the Company's name was
      again
      changed to United Trading.Com, and in December 2001, the shareholders approved
      a
      name change to Global Links Corp. In 2002, the Company decided to pursue the
      business of marketing electronic transactions by offering a suite of
      comprehensive electronic products and proceeded to establish relationships
      with
      various companies which provide such products and others which specialize in
      the
      marketing of these products. In 2003, the Company transferred all of the assets
      and liabilities relating to the business of marketing electronic transactions
      to
      its wholly owned subsidiary, Global Links Card Services, Inc. ("GLCS"). In
      December, 2004, the Company sold all of its interests in GLCS to an unrelated
      corporation. Also in 2003, the Company merged with Capitol Group Holding
      Corporation, and in addition to the marketing of electronic transactions
      products, the Company entered the business of real estate acquisitions and
      development, real estate information services and international housing
      projects.





BUSINESS
      OF REGISTRANT


§
              The
                  company is currently focused in three markets; real estate acquisitions
                  and development, real estate information services and international
                  housing projects.
 §
              The
                  Company anticipates cash requirements to be approximately
                  $800,000for
                  operations in 2006. Management believes that the Company will be
                  able to
                  generate sufficient revenue from continuing the sale of option
                  deposits on
                  the Arizona land (See Note 4), closing the Sunset expansion of
                  land in
                  Nevada, and through the sale of non-performing assets, specifically
                  the
                  land held for development in
                  Arizona.
 §
              The
                  Company does not currently rely on the availability of any raw
                  materials.
                  The Company intends to apply for patents and copyrights when deemed
                  appropriate.
 §
              During
                  the Company's current stage of development there are no governmental
                  approvals required for any of the Company's
                  activities.
 §
              The
                  Company expended $125,000 in research and development of its R-E
                  Info
                  Internet site in 2004. The Company expects to incur an additional
                  $18,000
                  (estimates from programmers) on this project in 2006 to get the
                  project
                  fully operational. The delay is due to the need for funds on this
                  particular project. The Company anticipates the website to be up
                  and
                  running by 2007.
 §
              The
                  Company does not believe that its current or near term planned
                  operations
                  will require approval under existing environmental
                  laws.
 §
              The
                  Company currently has five employees. The Company expects a requirement
                  for one additional individual in 2006 for administrative
                  duties.




*Item
      2* *DESCRIPTION
      OF PROPERTY*




LOCATION
      & CONDITION OF PROPERTY


A.
              Sunset
                  Office Building, 3571 East Sunset Road, Las Vegas, Nevada 89120.
                  Property
                  is a professional office building, subject to a mortgage with a
                  principal
                  balance of approximately
                  $1,264,594.
 B.
              Undeveloped
                  residential lots (approximately 996 lots) at the Valle Vista Subdivision
                  in Kingman, Arizona. These are residential lots that have not yet
                  been
                  developed. The property is subject to a mortgage with a principal
                  balance
                  of approximately $200,000 plus accrued interest of $48,000, and
                  delinquent
                  actual property taxes of approximately
                  $4,186,500.




REAL
      ESTATE INVESTMENT POLICIES


The
      Company has no formal policies regarding investment in real estate, real estate
      mortgages, or securities of or interests in persons primarily engaged in real
      estate activities. However, there are no plans to invest in real estate
      mortgages or securities of or interests in persons primarily engaged in real
      estate activities. The Company does plan to acquire assets for both possible
      capital gain and for income. Policies regarding real estate investments may
      be
      made and/or revised by Company management without a vote of security
      holders.





3
 *Table
            of Contents*





*Item* *2* *DESCRIPTION
      OF PROPERTY (CONTINUED)*





DESCRIPTION
      OF REAL ESTATE AND OPERATING DATA


A.
            Sunset
                office building


1.
            This
                office building comprises 9,300 square feet and is in excellent condition
                as an A+ office building. The Company acquired the building as an
                empty
                shell in June 2004 and completed tenant improvements in October 2004.


2.
            This
                building (mentioned above in #1) is subject to a mortgage with a
                principal
                balance of approximately $1,264,594 as of December 31, 2005. This
                mortgage
                is payable at 8% interest per annum and is due and payable on November
                30,
                2008. The balance due at maturity will be
                $1,231,604.


3.
              The
                    Company plans to fully exercise two options to acquire the properties
                    identified as 3587 East Sunset Road (Property A) and 3611 East
                    Sunset Road
                    (Property B). Property A is being acquired for $1,000,000.Seller
                    has
                    received a non-refundable deposit of $175,000. Upon closing the
                    seller
                    will carry a mortgage for the remaining $825,000 at 7.25% interest
                    per
                    annum, amortized over a 30 year period and due in 4 years. A
                    principal
                    payment of $250,000 will be due at the end of 24 months. Property
                    B is
                    being acquired for $1,100,000. The seller has received a non-refundable
                    deposit of $175,000. The seller will carry a mortgage for the
                    remaining
                    $925,000 at 7.25% interest per annum, amortized over a 30 year
                    period and
                    due in 4 years. A principal payment of $250,000.00 will be due
                    at the end
                    of 24 months. As of December 31, 2005 the Company has made additional
                    option payments in the amount of $71,249,resulting
                    in a total of $421,249 in deposits on
                    land.


4.
            Company
                intends to develop Property A and Property B into two separate office
                buildings. Leases are currently in negotiations to assist the construction
                financing.


5.
            The
                existing Sunset Building is of a quality above any existing local
                competition. The superior overall quality of this property will greatly
                assist the Company in being able to continue to keep the property
                fully
                occupied.


6.
            The
                property is, in the opinion of management, adequately insured. In
                addition
                to the Company’s own insurance the tenant also holds a policy which names
                Global Links as a named insured.


7.
            The
                Sunset Office Building is currently 100% occupied. The Company occupies
                15% of the building; the remaining 85% is occupied by Southwest Title
                Company. The Southwest Title Company lease is a 5 year lease with
                four 5
                year extensions. Southwest Title also has an option to relocate to
                one of
                the new buildings when they are completed, occupying 9,300 square
                feet.
                The Company is in the business of acquiring, renovating and managing
                real
                estate projects. Southwest Title Company is a full service title
                company
                with 7 offices in the Las Vegas area. In addition to a title office,
                Southwest Title also has their title plant located at the Sunset
                Office
                Building. The average effective annual rent is $20.40 per square
                foot.


8.
            In
                addition to the commercial lease discussed above, as of August 1,
                2005
                there was also two addendums made. The addendums stated the company
                would
                make 4 additional offices available for the existing tenant. The
                terms of
                the addendum would be on a month to month
                basis.


a.
            Number
                of tenants whose leases will expire: 1, expires October 31, 2009
                (2014
                after 5 year extension)


b.
            Total
                area in square feet covered by such lease:
                5,800


c.
            Annual
                rental represented by such lease:
                $118,320


d.
            Percent
                of gross annual rental by such lease:
                100%


e.
            Federal
                Tax basis: Building: $1,382,000


f.
            Building
                improvements: $238,000


g.
            Land:
                $541,705


h.
            Rate:
                Building: 3.33% per year


i.
            Building
                improvements: 10% per year


j.
            Method:
                Straight line


k.
            Life
                claimed: Building: 30 years


l.
            Building
                improvements: 10 years


m.
            Annual
                taxes: Property taxes are $13,416


B.
            Undeveloped
                Residential Lots


1.
            Valle
                Vista Subdivision, Kingman, AZ. The Company owns approximately 996
                undeveloped residential lots in the Valle Vista Subdivision. The
                Company
                intends to develop these lots into a senior housing development.
                The
                emphasis of this project is high quality senior housing that is offered
                for sale at a very affordable price. The affordable senior housing
                market
                is the fastest growing segment in the real estate
                market.


2.
            This
                land consists of residential lots that have not yet been developed.
                This
                property is subject to a mortgage with a principal balance of
                approximately $200,000 and accrued interest of $48,000 at 12% per
                annum,
                and is also subject to delinquent property taxes of approximately
                $4,186,500.


3.
            There
                are no leases applicable to this
                property.


4.
            The
                Company intends to develop the residential lots as a priority project
                in
                the near future.


5.
            There
                is no financing in place at this
                time.


6.
            Annual
                property taxes are currently approximately
                $295,965.




4
 *Table
            of Contents*




*Item
      3* *LEGAL
      PROCEEDIN* *GS*





A.
            First
                American Title


As
      of the
      date of this report, First American Title has filed suit against the Company
      claiming failure to pay contractual obligations for the Company’s R-E Info
      project (See Note 10 to the financial statements). The Company expects to settle
      the lawsuit and proceed with the original terms of the agreement as the R-E
      Info
      database/ website is currently being modified. R-E Info will be a free service
      which includes advertising banners. The Company anticipates the R-E info will
      be
      re-launched in 2007.





*Item4* *SUBMISSION
      OF MATTERS TO A VOTE OF SECURITY HOLDERS.*





No
      matters were submitted during the fourth quarter of 2005 to a vote of security
      holders through the solicitation of proxies or otherwise.





**PART
      I** **I**





*Item5* *MARKET
      FOR REGISTRANT’S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS*





As
      of
      December 31, 2005, the Company's stock was traded under the symbol GLKC. During
      the first quarter 2006, the Company switched symbols and is now traded under
      GLLC. Quotations for the Company's stock are published on the OTC Bulletin
      Board.





The
      low
      and high sales prices for each quarter for the years ended December 31, 2004
      and
      2005 adjusted for all forward and reverse splits were as follows:





Low
                **
            
            High
                **March
                31, 2004
            
            $
            0.019
            
            $
            0.024June
                30, 2004
            
            $
            0.005
            
            $
            0.0063September
                30, 2004
            
            $
            0.0007
            
            $
            0.0007December
                31, 2004
            
            $
            0.0005
            
            $
            0.0006March
                31, 2005
            
            $
            0.06
            
            $
            0.07June
                30, 2005
            
            $
            0.085
            
            $
            0.12September
                30, 2005
            
            $
            0.18
            
            $
            0.20December
                31, 2005 *
            
            $
            0.05
            
            $
            0.08






*
      Date
      fell on a Saturday, the preceding work day was used for the
      calculation


*
      *
      Prices adjusted for a 1-for-40 reverse split effective April 16, 2003, a
      1-for-350 reverse split effective October 7, 2004 and again on February 1,
      2005,
      and a 3-for-1 forward split on April 7, 2006 - as well as any other available
      exemptions from registration





Quotations
      for Global Link's common stock reflect inter-dealer prices, without retail
      markups, markdowns or commissions and may not represent actual
      transactions.





*SELECTED
      FINANCIAL DATA*





*Holders*


The
      number of holders of the Company's common stock as of December 31, 2005, was
      approximately 140. This does not include an indeterminate number of stockholders
      whose shares may be held by brokers in street name.





*Dividends*


(1)
            No
                cash dividends have been declared on any stock of the Registrant
                in the
                last two fiscal years.


(2)
            The
                Registrant does not plan to pay dividends on common equity in the
                foreseeable future.





5
 *Table
            of Contents*





*SELECTED
      FINANCIAL DATA (CONTINUED)*





*Recent
      Sales of Unregistered Securities*





The
      Table
      below summarizes the information required for all the sales of unregistered
      securities by Registrant for the past 3 years.





Mar
                - 2003
            
            18,244
            
            Section
                4(2) of the Act
            
            James
                G. Brewer An Individual Director and Officer
            
            As
                reimbursement for expenses and loans to the company in the amount
                of
                $15,637April
                - 2004
            
            1,400,000
            
            Section
                4(2) of the
            
            Former
                share holders of Capitol Group
            
            Acquisition
                of Capitol Group HoldingsJuly
                - 2004
            
            11,665,000Preferred
                Shares
            
            Act
                Section 4(2) of the Act
            
            Frank
                J. Dobrucki Company officer
            
            Consulting
                Services





*Prices
      adjusted for a 1-for-40 reverse split effective April 16, 2003, a 1-for-350
      reverse split effective October 7, 2004 and again on February 1, 2005, and
      a
      3-for-1 forward split on April 7, 2006 - as well as any other available
      exemptions from registration





*Item* *6* *MANAGEMENTS
      DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
      OPERATIONS*





The
      following discussion and analysis of our financial condition and results of
      operations should be read in conjunction with our consolidated financial
      statements and related notes included elsewhere in this report. References
      in
      this section to "Global Links Corp," the "Company," "we," "us," and "our" refer
      to Global Links Corp. and our direct subsidiaries on a consolidated basis unless
      the context indicates otherwise.





This
      annual report contains forward looking statements relating to our Company's
      future economic performance, plans and objectives of management for future
      operations, projections of revenue mix and other financial items that are
      based


on
      the
      beliefs of, as well as assumptions made by and information currently known
      to,
      our management. The words "expects, intends, believes, anticipates, may, could,
      should" and similar expressions and variations thereof are intended


to
      identify forward-looking statements. The cautionary statements set forth in
      this
      section are intended to emphasize that actual results may differ materially
      from
      those contained in any forward looking statement.





EXECUTIVE
      SUMMARY





*“Our
      vision is to change the global housing market and provide affordable housing
      through the partnerships of quality home builders. We fulfill this vision by
      providing free real estate information of property to the general public and
      by
      providing innovative and affordable solutions to senior citizens through
      projects such as “Valle Vista”-a development where all seniors can call home”...
the Management.*





DEVELOPMENT
      OF OUR BUSINESS





Global
      Links Corp. (hereinafter referred to as "Global Links" or the "Company") was
      formed as a corporation under the laws of the State of Nevada in 1952 under
      the
      name "Blue Jacket Mining Company". In December 1994 the Company's shareholders
      approved a reverse merger with United Casino Corporation, a Nevada Corporation,
      and the Company's name was changed at that time to United Casino Corporation.
      In
      August, 2000, the Company's name was again changed to United Trading.Com, and
      in
      December 2001, the shareholders approved a name change to Global
      Links Corp.





The
      Company had 2 contracts each outstanding for the licensed use of its casino
      and
      sports book software at March 31, 2001. These contracts were cancelled effective
      June 30, 2001, and replaced by a License Agreement calling for 7 1/2% of the
      net
      revenues from the Licensee's use of the Software for its own account or from
      any
      sub-license of the software, while the holder of the 7 1/2% net revenues license
      agreement has reported an increase in receipts from player activity on its
      Internet site, there have been no net revenues to date. Subject to the 2003
      merger, this license agreement no longer exists. In 2002, the Company's
      management determined that their objective of acquiring an operating business,
      or merging with an operating business was meeting with no success and therefore
      decided to pursue the business of marketing electronic transactions by offering
      a suite of comprehensive electronic products.




6
 *Table
            of Contents*





*Item* *6* *MANAGEMENTS
      DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
      (CONTINUED)*





In
      2003,
      the Company transferred all of the assets and liabilities relating to the
      business of marketing electronic transactions to its wholly owned subsidiary,
      Global Links Card Services, Inc. ("GLCS"). In December, 2004, the Company sold
      all of its interests in GLCS to an unrelated corporation. Also in 2003, the
      Company merged with Capitol Group Holding Corporation and in addition to the
      marketing of electronic transactions products, the Company entered the business
      of real estate acquisitions and development, real estate information services
      and international housing projects.





In
      2004,
      the company completed renovations on its Sunset office building and the premium
      office space was available for lease.





CRITICAL
      ACCOUNTING POLICIES





*Concentrations*





The
      Company currently has a high concentration of customers in the real estate
      industry in Southern Nevada. The Company’s finished office building is occupied
      primarily by one tenant. The Company does not believe a loss of its predominant
      tenant would negatively impact the Company’s operations, due to the fact that
      the building is marketable and would have no issue obtaining another tenant
      in a
      short period of time.





*Revenue
      Recognition*





Revenue
      from housing and other real estate sales are recognized when sales are closed
      and title passes to the buyer. Sales are closed when all of the following
      conditions are met: a sale is consummated, a significant down payment is
      received, the earnings process is complete and the collection of any remaining
      receivables is reasonably assured. Any amounts received from buyers in excess
      of
      revenues recognized are classified as other liabilities.





Construction
      income is recognized when the project is complete and costs are expensed when
      incurred. Construction costs under costs of good sold for the year ended
      December 31, 2005 are mainly subcontractor fees on the project. The construction
      income for the year ended December 31, 2005 was generated by one small project.





Rental
      income from the professional office building in Southern Nevada is recognized
      in
      the month it is earned. Any amounts received from tenants in excess of revenues
      recognized are classified as other liabilities.





Revenue
      from the sale of land options are recognized when the agreement is signed by
      both parties, due to the fact that the earning process is complete once signed.
      The earnings process is deemed complete because the monies are non-refundable,
      the Company has the option to repurchase plus interest the option payment,
      and
      should the Company not perform the option can be converted at the Company’s
      discretion to common stock (the conversion price is determined upon written
      request by the Company and each request shall be less than 5% of the outstanding
      issued common stock of the Company).





*Fair
      Value*





The
      carrying amount of the Company's financial instruments, which include cash,
      deposits, prepaid expenses, accounts receivable, inventory asset, deposit on
      land, account payable, property tax payable, accrued interest payable, notes
      payable and rent deposits approximate their fair values.





NEW
      ACCOUNTING PRONOUNCEMENTS





In
      December 2004, the FASB issued SFAS No. 123 (revised 2004), "Share-Based
      Payment." SFAS No. 123R replaced SFAS No. 123 and superseded Accounting
      Principles Board Opinion No. 25. SFAS No. 123R will require compensation costs
      related to share-based payment transactions to be recognized in the financial
      statements. The effective date of SFAS No. 123R is the first reporting period
      beginning after December 15, 2005, for small business issues. The Company anticipates
      adopting SFAS 123R in the first quarter 2006. The adoption of SFAS No. 123
      (revised 2004) should have a significant impact on the Company's financial
      position. The company is currently under going the necessary measurements to
      implement SFAS no 123r and value stock compensation at the fair market value
      during the time of grant beginning in the first quarter of 2006.





7
 *Table
            of Contents*





*Item* *6* *MANAGEMENTS
      DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
      (CONTINUED)*





RESULTS
      OF OPERATIONS FOR THE YEAR ENDED DECEMBER 31, 2005 COMPARED WITH THE YEAR
      ENDED DECEMBER 31, 2004





Results
      of operations consist of the following:


December
                    31, 2005
                
                December
                    31, 2004
                
                Difference
                
                PercentNet
                    revenues
                
                $
                525,601
                
                $
                113,183
                
                $
                412,418
                
                
                364
                %Cost
                    of goods sold
                
                
                15,014
                
                
                125,000
                
                
                (109,986
                )
                
                -88
                %Gross
                    profit
                
                
                510,587
                
                
                (11,817
                )
                
                522,404
                
                
                -4421
                %Operating
                    expense (*)
                
                
                1,268,202
                
                
                3,931,799
                
                
                (2,663,597
                )
                
                -68
                %Net
                    Loss
                
                
                (772,090
                )
                
                (3,660,576
                )
                
                2,888,486
                
                
                79
                %




*Operating
      expenses were calculated using “Total Expenses” and “Total Other Income
      (Expense)” on the Consolidated Statement of Operations.





The
      364%
      increase in net revenues from 2004 to 2005 is attributable to a full year of
      rental income received in the amount of $148,301 or 28% of total revenue and
      the
      amount of land option income received for 2005 was $360,000 or 68% of total
      revenue compared to $0 in 2004.





The
        amount of total operating expenses decreased $2,663,597 from 2004 to 2005.
        The
        decrease was mainly attributed to the decrease in officer compensation and
        consulting fees.





The
      Company received $218,739 from the sale of S-8 registered shares of common
      stock
      in 2005 compared to $1,832,325 in 2004.





The
      Company issued 162,720,000 shares of S-8 common stock in 2005 compared to
      224,500,000 shares of common stock in 2004.





The
      change in position of cash, current liabilities and current receivables consist
      of the following:





December
                  31,
                2005
              
              December
                  31,
                2004
              
              Difference
              
              PercentCash
              
              $
              63,159
              
              $
              4,339
              
              $
              58,820
              
              
              1356
              %Current
                  liabilities
              
              
              4,745,091
              
              
              4,447,922
              
              
              297,169
              
              
              7
              %Current
                  receivables
              
              
              4,938
              
              
              -
              
              
              4,938
              
              
              100
              %





Cash
      increased 1356% due to the land option payments received during December 2005
      in
      the amount of $60,000.





Our
      total
      amount of current liabilities has remained relatively constant as we maximize
      our available cash resources for daily operating expenditures.





Management
      believes that it is moving toward profitability. We plan to attain profitability
      and meet cash flow needs going forward as follows:





1.
      We are
      seeking additional investors in the Kingman, Arizona “Valle Vista” project
      through the form of land option payments. (See Note 2 to the financial
      statements)





2.
      We are
      actively seeking financing through additional debt.





3.
      We are
      seeking to control overall operating expenses while increasing our gross revenue
      on our daily operations.





4.
      In
      2006, the Company has a $1,000,000 note receivable from the sale of 100 lots
      in
      Kingman, Arizona which should bring over $6,800 a month into operations. (See
      Note 4 to the financial statements)





8
 *Table
            of Contents*





*Item* *6* *MANAGEMENTS
      DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
      (CONTINUED)*





LIQUIDITY
      AND CAPITAL RESOURCES





As
      of
      December 31, 2005, the Company does not have sufficient cash to meet the
      projected needs for the next twelve months and will therefore needs to raise
      additional capital. The Company expects to raise such cash needs by additional
      borrowing, the sale of the Company's common and/or preferred stock, and the
      sale
      of selected parcels in its Arizona development project.





The
      Company expects to spend $18,000 in additional research and development funds
      on
      its R-E Info website, with the site fully operational by the end of 2007.





On
      March
      22, 2005 the Company was issued a refund and cancelled plans to acquire the
      Utah
      real estate as disclosed in filed Form 8K. This is due to the strain that has
      been placed on the Company by the naked shorting that occurred in February
      and
      March of 2005.





The
      Company owns 996 residential lots in Arizona, which are planned for development
      in 2007. The project “Valle Vista” is a master planned community with over 1,600
      homes available as affordable senior citizen housing.





The
        Company has an option to acquire two adjacent lots to its office building
        in Las
        Vegas, Nevada. The project: “Global Links Corp Center” anticipates raising the
        necessary funding through additional borrowing and/or equity financing. Closing
        on these properties is expected to take place on or before December 31, 2006.
        As
        of December 31, 2005 the Company has an investment of $421,249, consisting
        of
        $350,000 land option deposit and $71,249 of option payments for the future
        project.





The  Company
      received a copyright for "The Domain" on April 13, 2005. “The Domain” project is
      independent of the Kingman, Arizona project. The Company plans to break ground
      on the first phase of this project in 2006. "The Domain", is a futuristic living
      environment. "The Domain” is different from most building concepts as it
      utilizes a rather small footprint to offer a large amount of usable living
      space. The footprint is approximately 4,000 square feet, which includes a
      2-story 2,400 square foot living environment, as well as 1,600 square feet
      of
      private patio and yard space. "The Domain" is surrounded by 8 feet concrete
      walls that provide for privacy and security. The project is planned to be built
      in an attached townhouse fashion, with 8 units in each cluster of buildings.
      The
      Company is currently in the development phase and negotiating on several parcels
      of real estate throughout the Las Vegas area, which will determine the start
      date for implementation of this project.





The
      Company does not have any off-balance sheet arrangement or contractual
      obligations that are likely to have or are reasonably likely to have a material
      current or future effect on the Company's financial condition, changes in
      financial condition, revenues or expenses, results of operations, liquidity,
      capital expenditures or capital resources that have not been disclosed in the
      Company's financial statements.





*Forward
      Looking Statements*


In
      connection with, and because it desires to take advantage of, the "safe harbor"
      provisions of the Private Securities Litigation Reform Act of 1995, the Company
      cautions readers regarding certain forward looking statements in the proceeding
      discussion and elsewhere in this report and in any other statement made by,
      or
      on the behalf of the Company, whether or not in future filings with the
      Securities and Exchange Commission. Forward looking statements are statements
      not based on historical information and which relate to future operations,
      strategies, financial results or other developments. Forward looking statements
      are necessarily based upon estimates and assumptions that are inherently subject
      to significant business, economic and competitive uncertainties and
      contingencies, many of which are beyond the Company's control and many of which,
      with respect to future business decisions, are subject to change. These
      uncertainties and contingencies can affect actual results and could cause actual
      results to differ materially from those expressed in any forward looking
      statements made by, or on behalf of, the Company. The Company disclaims any
      obligation to update forward looking statements.





9
 *Table
            of Contents*




*Item7* ** *FINANCIAL
      STATEMENTS.*





GLOBAL
      LINKS CORP. AND SUBSIDIARIES


CONSOLIDATED
      FINANCIAL STATEMENTS


DECEMBER
      31, 2005 AND 2004


WITH


REPORT
      OF


INDEPENDENT
      REGISTERD ACCOUNTING FIRM





To
      the
      Board of Directors of Global Links Corp.:





We
      have
      audited the accompanying consolidated balance sheet of Global Links Corp. (a
      Development Stage Enterprise) as of December 31, 2005, and the related
      consolidated statements of operations, stockholders’ equity, and cash flows for
      the year ended December 31, 2005 and the period March 28, 2002 (date of
      inception) through December 31, 2005. These financial statements are the
      responsibility of the Company’s management. Our responsibility is to express an
      opinion on these financial statements based on our audit.





We
      conducted our audit in accordance with the standards of the Public Company
      Accounting Oversight Board (United States). Those standards require that we
      plan
      and perform the audit to obtain reasonable assurance about whether the financial
      statements are free of material misstatement. An audit includes examining,
      on a
      test basis, evidence supporting the amounts and disclosures in the financial
      statements. An audit also includes assessing the accounting principles used
      and
      significant estimates made by management, as well as evaluating the overall
      financial statement presentation. We believe that our audits provide a
      reasonable basis for our opinion.





In
      our
      opinion, the financial statements referred to above present fairly, in all
      material respects, the financial position of Global Links Corp. (a Development
      Stage Enterprise) as of December 31, 2005, and the results of its operations
      and
      cash flows for the year then ended and for the period March 28, 2002 (inception)
      through December 31, 2005, in conformity with generally accepted accounting
      principles in the United States.





The
      accompanying financial statements have been prepared assuming that the Company
      will continue as a going concern. As discussed in Footnote 5 to the financial
      statements, the Company has limited operations and has not established a source
      of revenue. This raises substantial doubt about its ability to continue as
      a
      going concern. Management's plan in regard to these matters is also described
      in
      Footnote 5. The financial statements do not include any adjustments that might
      result from the outcome of this uncertainty.





/s/
      Lynda
      R. Keeton CPA, LLC





Lynda
      R.
      Keeton CPA, LLC


Las
      Vegas, NV


April
      18,
      2006





Except
        for Notes 7, 8 and 13 to which the date is August 10, 2006 and Notes 4 and
        14 to
        which the date is August 23, 2006.




10
 *Table
            of Contents*





**Global
      Links Corp**


**(A
      Development Stage Enterprise)**


**CONSOLIDATED
      BALANCE SHEET**








As
                  of
                December
                  31,2005ASSETSCURRENT
                  ASSETSCash
              
              $
              63,158Deposits
              
              
              27,187Prepaid
                  expenses
              
              
              3,705Accounts
                  receivable
              
              
              4,938Inventory
                  asset
              
              
              4,316Total
                  Current Assets
              
              
              103,304PROPERTY
                  AND EQUIPMENTLand
              
              
              502,767Buildings
                  (Net of depreciation of $69,747)
              
              
              1,257,053Furniture
                  and equipment (Net of depreciation of $18,269)
              
              
              46,968Total
                  Property and Equipment
              
              
              1,806,788OTHER
                  ASSETSDeposit
                  on land
              
              
              421,249Land
                  held for development
              
              
              3,747,948Total
                  Other Assets
              
              
              4,169,197**Total
                  Assets**
              
              **$**
              **6,079,289**LIABILITIES
                  AND STOCKHOLDERS' EQUITYCURRENT
                  LIABILITIESAccounts
                  payable
              
              $
              207,159Property
                  taxes payable
              
              
              4,186,506Current
                  portion of debtenture payable (net of discount $102,322)
              
              
              269,739Accrued
                  interest payable
              
              
              81,687Total
                  Current Liabilities
              
              
              4,745,091LONG
                  TERM LIABILITIESDebenture
                  payable- Sunset Building (net of discount $182,004)
              
              
              1,068,529Debenture
                  payable- Transix (net of discount $8,981)
              
              
              16,019Rent
                  deposits
              
              
              5,000Total
                  Long Term Liabilities
              
              
              1,089,548Commitments
                  and contingencies
              
              
              100,000Total
                  Liabilities
              
              
              5,934,639STOCKHOLDERS'
                  EQUITYPreferred
                  Stock par value $0.001 (100,000,000 shares authorized, 15,000,000
                  issued and outstanding)
              
              
              15,000Common
                  Stock par value $0.0001 (5,428,571 shares authorized, 4,678,362
                  issued and outstanding)
              
              
              468Additional
                  paid-in capital
              
              
              5,689,253Stock
                  subscriptions receivable
              
              
              (482
              )Accumulated
                  deficit - accumulated during development stage
              
              
              (5,559,589
              )Total
                  Stockholders' Equity
              
              
              144,650**Total
                  Liabilities and Stockholders' Equity**
              
              **$**
              **6,079,289**


11
 *Table
            of Contents*




**GLOBAL
      LINKS CORP.**


**(A
      Development Stage Enterprise)**


**CONSOLIDATED
      STATEMENT OF OPERATIONS**





Year
                  Ended
                December
                  31,2005
              
              Year
                  Ended
                December
                  31,2004
                (Restated)
              
              Period
                  from March 28, 2002
                (Date
                  of Inception) to
                December
                  31,2005REVENUESConsulting
                  fees
              
              $
              -
              
              $
              100,000
              
              $
              100,000Rental
                  income
              
              
              148,301
              
              
              12,775
              
              
              161,076Construction
                  income
              
              
              17,300
              
              
              -
              
              
              17,300Option
                  income
              
              
              360,000
              
              
              -
              
              
              360,000R-E
                  Info income
              
              
              -
              
              
              408
              
              
              408Total
                  Revenues
              
              
              525,601
              
              
              113,183
              
              
              638,784COST
                  OF GOODS SOLDConstruction
                  costs
              
              
              15,014
              
              
              -
              
              
              15,014Cost
                  of R-E Info
              
              
              -
              
              
              125,000
              
              
              125,00015,014
              
              
              125,000
              
              
              140,014Gross
                  Profit/ (Loss)
              
              
              510,587
              
              
              (11,817
              )
              
              498,770EXPENSESGeneral
                  and administrative
              
              
              137,270
              
              
              176,359
              
              
              806,105Consulting
                  fees
              
              
              135,293
              
              
              1,383,542
              
              
              2,116,725Property
                  tax expense
              
              
              356,570
              
              
              -
              
              
              356,570Officer
                  and employee compensation
              
              
              215,722
              
              
              1,987,502
              
              
              2,248,549Professional
                  fees
              
              
              63,406
              
              
              105,863
              
              
              169,269Depreciation
                  and amortization
              
              
              72,224
              
              
              14,351
              
              
              89,000Research
                  and development
              
              
              -
              
              
              125,000
              
              
              125,000Maintenance
                  expense
              
              
              36,188
              
              
              -
              
              
              36,188Total
                  Expenses
              
              
              1,016,673
              
              
              3,792,617
              
              
              5,947,406OTHER
                  INCOME/(EXPENSE)Interest
                  income
              
              
              512
              
              
              104
              
              
              616Interest
                  expense
              
              
              (252,041
              )
              
              (139,286
              )
              
              (414,931
              )Total
                  Other Income (Expense)
              
              
              (251,529
              )
              
              (139,182
              )
              
              (414,315
              )NET
                  LOSS BEFORE DISCONTINUED OPERATIONS
              
              
              (757,615
              )
              
              (3,943,616
              )
              
              (5,862,951
              )Discontinued
                  operations, net
              
              
              -
              
              
              (150,868
              )
              
              (116,071
              )(Loss)
                  on Judicial property seizure
              
              
              (13,662
              )
              
              -
              
              
              (13,662
              )(Loss)
                  gain on disposal of asset
              
              
              (813
              )
              
              433,908
              
              
              433,095NET
                  LOSS
              
              **$**
              **(772,090**
              **)**
              **$**
              **(3,660,576**
              **)**
              **$**
              **(5,559,589**
              **)**Net
                  loss per common share
              
              $
              (0.1964
              )
              $
              (0.2195
              )
              $
              (21.6073
              )Loss
                  per share before discontinued operations
              
              $
              (0.1964
              )
              $
              (0.2365
              )
              $
              (22.7863
              )Loss
                  per share of discontinued operations
              
              $
              -
              
              $
              (0.0090
              )
              $
              (0.451
              )Weighted
                  Average number of common shares outstanding, basic and diluted
                  adjusted
                  for previous splits
              
              
              3,930,437
              
              
              16,674,704
              
              
              257,302The
                  accompanying notes are an integral part of these financial statements





12
 *Table
            of Contents*





**GLOBAL
      LINKS CORP**


**(A
      Development Stage Enterprise)**


**CONSOLIDATED
      STATEMENT OF CASH FLOWS**





Year
                  Ended
                December
                  31,
                2005
              
              Year
                  Ended
                December
                  31,
                2004
                (Restated)
              
              Inception
                March
                  28,2002
                Thru
                December
                  31,2005OPERATING
                  ACTIVITESNet
                  loss
              
              $
              (772,090
              )
              $
              (3,660,576
              )
              $
              (5,559,589
              )Adjustments
                  to reconcile net loss to cash used in operating
                  activities:Depreciation
                  and amortization
              
              
              72,224
              
              
              14,351
              
              
              89,000Gain
                  on sale of subsidiary
              
              
              -
              
              
              (433,908
              )
              
              (433,908
              )Loss
                  on seizure of property
              
              
              13,662
              
              
              -
              
              
              13,662Loss
                  on the disposal of an asset
              
              
              813
              
              
              -
              
              
              813Consulting
                  and legal fees paid via stock
              
              
              27,450
              
              
              848,815
              
              
              1,268,453Officers
                  compensation paid via stock
              
              
              -
              
              
              1,483,200
              
              
              1,483,200Employee
                  stock incentive plan
              
              
              21,335
              
              
              284,204
              
              
              305,539Amortization
                  of beneficial conversion feature
              
              
              112,329
              
              
              59,923
              
              
              172,252Changes
                  in operating assets and liabilitiesIncrease
                  in inventory
              
              
              (4,316
              )
              
              -
              
              
              (4,316
              )Increase
                  in accounts receiveable
              
              
              (4,938
              )
              
              -
              
              
              (4,938
              )Increase
                  in prepaid expenses
              
              
              (3,462
              )
              
              (243
              )
              
              (3,705
              )Increase
                  in accounts payable
              
              
              17,821
              
              
              163,754
              
              
              207,159(Decrease)
                  increase in unearned revenue
              
              
              (50,000
              )
              
              50,000
              
              
              -Increase
                  in rent deposits
              
              
              -
              
              
              5,000
              
              
              5,000Increase
                  in deposits
              
              
              (25,187
              )
              
              (1,948
              )
              
              (27,187
              )Increase
                  in accrued liabilities
              
              
              32,940
              
              
              44,747
              
              
              474,687Increase
                  in liabilities of subsidiary sold
              
              
              -
              
              
              135,789
              
              
              135,789Increase
                  in property taxes payable
              
              
              331,896
              
              
              -
              
              
              331,896Increase
                  in commitments and continguences
              
              
              100,000
              
              
              -
              
              
              100,000Net
                  increase in assets/liabilities of
                  discontinued operations
              
              
              -
              
              
              -
              
              
              263,119Net
                  cash used in operating activities
              
              $
              (129,523
              )
              $
              (1,006,892
              )
              $
              (1,183,074
              )INVESTMENT
                  ACTIVITIESCash
                  paid for property plant and equipment
              
              $
              (34,199
              )
              $
              (573,995
              )
              $
              (608,194
              )Proceeds
                  from sale of subsidiary
              
              
              -
              
              
              35,000
              
              
              35,000Cash
                  paid for land expansion
              
              
              (48,999
              )
              
              (372,250
              )
              
              (421,249
              )Net
                  cash used in investment activities
              
              $
              (83,198
              )
              $
              (911,245
              )
              $
              (994,443
              )





13
 *Table
            of Contents*








**GLOBAL
      LINKS CORP**


**(A
      Development Stage Enterprise)**


**CONSOLIDATED
      STATEMENT OF CASH FLOWS**


**(CONTINUED)**





Year
                Ended
              December
                31,
              2005
            
            Year
                Ended
              December
                31,
              2004
              (Restated)
            
            Inception
              March
                28, 2002
              Thru
              December
                31,2005FINANCING
                ACTIVITIESCash
                proceeds from debt
            
            $
            65,000
            
            $
            140,000
            
            $
            205,000Cash
                paid to reduce debt
            
            
            (22,166
            )
            
            (15,240
            )
            
            (37,408
            )Release
                of common stock receivable
            
            
            22,501
            
            
            -
            
            
            22,501Issuance
                of common stock receivable
            
            
            (482
            )
            
            -
            
            
            (482
            )Cash
                proceeds for sale of common stock
            
            
            218,739
            
            
            1,832,325
            
            
            2,051,064Decrease
                in payable/loan to officer
            
            
            (12,052
            )
            
            (35,823
            )
            
            -Net
                cash provided by financing activities
            
            $
            271,540
            
            $
            1,921,262
            
            $
            2,240,675Increase(decrease)
                in cash
            
            
            58,819
            
            
            3,125
            
            
            63,158Cash
                at Beginning of Period
            
            
            4,339
            
            
            1,214
            
            
            -**Cash
                at End of Period**
            
            **$**
            **63,158**
            ****
            **$**
            **4,339**
            ****
            **$**
            **63,158**SUPPLEMENTAL
                DISCLOSURESCash
                payment for interest
            
            $
            85,081
            
            $
            53,113
            
            $
            138,194Cash
                payment for income taxes
            
            $
            -
            
            $
            -
            
            $
            -Non
                cash investing and financing activitiesBeneficial
                conversion feature
            
            $
            13,925
            
            $
            451,633
            
            $
            465,558Shares
                Issued for the conversion of debt
            
            $
            -
            
            $
            18,987
            
            $
            18,987Shares
                issued for the merger with Capitol Group
            
            $
            -
            
            $
            116,378
            
            $
            116,378Note
                for Sunset building
            
            $
            -
            
            $
            1,280,000
            
            $
            1,280,000Property
                tax payable released in tax seizure
            
            $
            1,390
            
            $
            -
            
            $
            1,390Reverse
                split on common stock
            
            $
            22,468
            
            $
            -
            
            $
            22,468See
                accompanying notes to the financial statements





14
 *Table
            of Contents*





**GLOBAL
      LINKS CORP**


**(A
      Development Stage Enterprise)**


**CONSOLIDATED
      STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY**





Common
                  Stock
              
              Preferred
                  Stock
              
              Paid-in
                  Capital
              
              Acc
                  Deficit
              
              Stock
                  Sub Receiveable
              
              Total
                  EquityShares
              
              Dollar
              
              Shares
              
              Dollar**Balance
                  as of March 28, 2002**
              
              
              **-**
              
              **$**
              **-**
              
              
              **-**
              
              **$**
              **-**
              
              **$**
              **-**
              
              **$**
              **-**
              
              **$**
              **-**
              
              **$**
              **-**Founder
                  shares
              
              
              27,800
              
              
              3
              
              
              -
              
              
              -
              
              
              9,727
              
              
              -
              
              
              -
              
              
              9,730Shares
                  issued in payment for land
              
              
              51,429
              
              
              5
              
              
              -
              
              
              -
              
              
              949,995
              
              
              -
              
              
              -
              
              
              950,000Shares
                  issued for services
              
              
              63,629
              
              
              6
              
              
              -
              
              
              -
              
              
              26,634
              
              
              -
              
              
              -
              
              
              26,640Net
                  loss
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              (58,767
              )
              
              -
              
              
              (58,767
              )**Balance
                  December 31, 2002**
              
              
              **142,858**
              
              
              **14**
              
              
              **-**
              
              
              **-**
              
              
              **986,356**
              
              
              **(58,767**
              **)**
              
              **-**
              
              
              **927,603**Shares
                  issued for Services
              
              
              19,939
              
              
              2
              
              
              -
              
              $
              -
              
              
              569,448
              
              
              -
              
              
              -
              
              
              569,450Shares
                  issued for conversion of debt
              
              
              1,117
              
              
              1
              
              
              335,000
              
              
              335
              
              
              18,651
              
              
              -
              
              
              -
              
              
              18,987Shares
                  issued for merger with Capitol Group
              
              
              85,714
              
              
              8
              
              
              3,000,000
              
              
              3,000
              
              
              113,370
              
              
              -
              
              
              -
              
              
              116,378Recapitalization
                  of common stock with merger of Capitol Group
              
              
              (141,991
              )
              
              (14
              )
              
              -
              
              
              -
              
              
              (1,190,577
              )
              
              -
              
              
              -
              
              
              (1,190,591
              )Net
                  loss
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              (1,068,155
              )
              
              -
              
              
              (1,068,155
              )**Balance
                  December 31, 2003 (Restated)**
              
              
              **107,637**
              
              
              **11**
              
              
              **3,335,000**
              
              
              **3,335**
              
              
              **497,248**
              
              
              **(1,126,922**
              **)**
              
              **-**
              
              
              **(626,328**
              **)**Shares
                  purchased by employees
              
              
              196,508,721
              
              
              19,650
              
              
              -
              
              $
              -
              
              
              2,119,552
              
              
              -
              
              
              -
              
              
              2,139,202Shares
                  issued for services
              
              
              28,705,186
              
              
              2,871
              
              
              11,665,000
              
              
              11,665
              
              
              2,317,307
              
              
              -
              
              
              -
              
              
              2,331,843Shares
                  split
              
              
              (1
              )
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              -Stock
                  subscription receivable
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              (22,501
              )
              
              (22,501
              )Beneficial
                  conversion of debenture
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              451,633
              
              
              -
              
              
              -
              
              
              451,633Net
                  loss
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              (3,660,576
              )
              
              **-**
              
              
              (3,660,576
              )**Balance
                  December 31, 2004 (Restated)**
              
              
              **225,321,543**
              
              
              **22,532**
              
              
              **15,000,000**
              
              
              **15,000**
              
              
              **5,385,740**
              
              
              **(4,787,498**
              **)**
              
              **(22,501**
              **)**
              
              **613,273**Release
                  of common stock receivable
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              22,501
              
              
              22,501Stock
                  subscription receivable
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              (482
              )
              
              (482
              )Shares
                  purchased by employees
              
              
              162,720,000
              
              
              16,272
              
              
              162,720
              
              
              -
              
              
              223,802
              
              
              -
              
              
              -
              
              
              240,074Shares
                  issued for services
              
              
              20,800,000
              
              
              2,080
              
              
              -
              
              
              -
              
              
              25,370
              
              
              -
              
              
              -
              
              
              27,450Reverse
                  split of common stock
              
              
              (404,163,181
              )
              
              (40,416
              )
              
              -
              
              
              -
              
              
              40,416
              
              
              -
              
              
              -
              
              
              -Beneficial
                  conversion of debenture
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              13,925
              
              
              -
              
              
              -
              
              
              13,925Net
                  loss
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              (772,090
              )
              
              -
              
              
              (772,090
              )**Balance
                  December 31, 2005**
              
              
              **4,678,362**
              
              **$**
              **468**
              
              
              **15,000,000**
              
              **$**
              **15,000**
              
              **$**
              **5,689,253**
              
              **$**
              **(5,559,589**
              **)**
              **$**
              **(482**
              **)**
              **$**
              **144,650**






Number
      of
      shares issued reflects a 1-for-350 reverse stock split and adjusted par value
      to
      $0.01 from $0.1 per share effected October 7, 2004.


Number
      of
      shares issued reflects a 1-for-350 reverse stock split effected Feburary 1,
      2005.





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




15
 *Table
            of Contents*





**GLOBAL
      LINKS CORP.**


**(A
      Development Stage Enterprise)**


**NOTES
      TO CONSOLIDATED FINANCIAL STATEMENTS**


**December
      31, 2005 and 2004**





**NOTE
      1 - DEVELOPMENT STAGE OPERATIONS**





Global
      Links Corp. (hereinafter referred to as "Global Links" or the "Company") was
      formed as a corporation under the laws of the State of Nevada in 1952 under
      the
      name "Blue Jacket Mining Company". In December 1994 the Company's shareholders
      approved a reverse merger with United Casino Corporation, a Nevada Corporation,
      and the Company's name was changed at that time to United Casino Corporation.
      In
      August, 2000, the Company's name was again changed to United Trading.Com, and
      in
      December 2001, the shareholders approved a name change to Global Links Corp.
      In
      2002, the Company decided to pursue the business of marketing electronic
      transactions by offering a suite of comprehensive electronic products and
      proceeded to establish relationships with various companies which provide such
      products and others which specialize in the marketing of these products. In
      2003, the Company transferred all of the assets and liabilities relating to
      the
      business of marketing electronic transactions to its wholly owned subsidiary,
      Global Links Card Services, Inc. ("GLCS"). In December, 2004, the Company sold
      all of its interests in GLCS to an unrelated corporation. Also in 2003, the
      Company merged with Capitol Group Holding Corporation, and in addition to the
      marketing of electronic transactions products, the Company entered the business
      of real estate acquisitions and development, real estate information services
      and international housing projects.





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





Principles
      of Consolidation





The
      accompanying consolidated financial statements include the Company and its
      subsidiaries, Global Links Card Services ("GLCS") and Capitol Group Holdings
      ("Capitol"). All significant inter-company transactions have been
      eliminated.





Cash
      Equivalents





For
      the
      purpose of the statement of cash flows, the Company considers all highly liquid
      debt instruments purchased with the original maturity of three months or less
      to
      be cash equivalents. The Company had no cash equivalents at December 31,
      2005.





Credit
      Concentrations





At
      times,
      the Company may exceed the FDIC limit of $100,000 in one banking institution.
      The Company's brokerage account of North American Clearing is not FDIC insured,
      and contained a cash balance of $4,280 at December 31, 2005 .





Concentration
      of Customers





The
      Company currently has a high concentration of customers in the real estate
      industry in Southern Nevada. The Company’s finished office building is occupied
      primarily by one tenant. The Company does not believe a loss of its predominant
      tenant would negatively impact the Company’s operations, due to the fact that
      the building is marketable and would have no issue obtaining another tenant
      in a
      short period of time.





Management
      Estimates





The
      presentation of consolidated financial statements in conformity with accounting
      principles generally accepted in the United States of America requires
      management to make estimates and judgments that affect the reported amounts
      of
      assets and liabilities, and related disclosure of contingent assets and
      liabilities at the date of the financial statements and reported amounts of
      revenues and expenses during the reporting period. On an ongoing basis, the
      Company evaluates its estimates, including those related to bad debts, remaining
      useful lives of property and equipment, income taxes, and contingent liabilities
      arising from litigation in the normal course of business. The Company bases
      its
      estimates on historical experience and on various other assumptions that are
      believed to be reasonable under the circumstances, the results of which form
      the
      basis for making judgments about the carrying values of assets and liabilities
      that are not readily apparent from the other sources. Actual results may differ
      from those estimates under different assumptions or conditions.





Reclassifications





Certain
      accounts in the prior-year financial statements have been reclassified for
      comparative purposes to conform to the presentation in the current-year
      financial statements.





16
 *Table
            of Contents*





**NOTE
      2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)**





Allowance
      for Doubtful Accounts





The
        Company uses the allowance method for doubtful receivables. As of December
        31,
        2005, all remaining trade receivables were considered collectible by management
        and, therefore, no allowance has been provided. During the first quarter
        of
        2005, the Company invested in a Utah project, the project was abandoned and
        the
        Company was refunded $23,740 of the escrow funds deposited, valued at
        approximately $33,000. The difference of approximately $9,000 was deemed
        to be
        uncollectible and charged to bad debt expense during 2005.





Property
      and Equipment





Property
      and equipment is recorded at the lower of cost or fair value and is depreciated
      by straight-line methods over their estimated useful lives as
      follows:





Estimated
                Useful LifeFurniture
                and Equipment
            
            3-5
                yearsBuilding
                Improvements
            
            10
                yearsBuilding
            
            30
                years





Depreciation
        expense for the years ended December 31, 2005 and 2004 is $72,224 and $14,351,
        respectively.





Additions
      and improvements are capitalized and depreciated, whereas repairs and
      maintenance costs are charged to expense as incurred.





Impairment
      of Long-Lived Assets





In
      accordance with Statement of Financial Accounting Standards (SFAS) No. 144, *Accounting
      for the Impairment or Disposal of Long-Lived Assets,* the
      Company records impairment losses on long-lived assets used in operations when
      indicators of impairment are present and the undiscounted cash flows estimated
      to be generated by those assets are less than the assets’ carrying amounts. SFAS
      No. 144 also addresses the accounting for long-lived assets that are expected
      to
      be disposed of.





Long-lived
      assets are reviewed by management for impairment whenever events or changes
      in
      circumstances indicate that the related carrying amount may not be recoverable.
      Recovery of assets to be held and used is measured by a comparison of the
      carrying amount of the assets to the future net cash flows expected to be
      generated by the asset. If such assets are considered to be impaired, the
      impairment to be recognized is measured by the amount of which the carrying
      amount of the assets exceeds the fair value of the assets. Assets to be disposed
      of are reported at the lower of the carrying amount or fair value less the
      cost
      to sell. As of December 31, 2005 and 2004 there were no impaired
      assets.





Acquisition,
      Development and Construction Costs





In
        accordance with Statement of Financial Accounting Standards (SFAS) No. 67, *Accounting
        for Costs and Initial Rental Operations of Real Estate
        Projects,* the
        Company capitalizes direct costs of acquiring the land plus certain costs
        incurred before and after the acquisition. Preacquisition costs, including
        but
        not limited to options to acquire land, and options payments are capitalized
        when all relevant conditions under SFAS No. 67 are met. The Company discloses
        its options to acquire land on the balance sheet under deposits on land.





Research
      and Development Costs





Research
      and development costs are charged to operations as they are
      incurred.





Inventory
      Asset





The
      Company records its model home furnishings as an inventory asset. The Company
      deems this account to be current because of the nature of the inventory. The
      inventory will be sold along with the model homes.





Prior
      Period Adjustments





During
      the year ended December 31, 2005, the following changes were made to the
      Company’s retained earnings:





·
            Beneficial
                conversion feature of debenture in the amount of $426,667 for convertible
                debt issued in 2004.


·
            Strike
                price of preferred stock issued to non-employees for services and
                officer’s compensation in the amount of $1,865,535 in
                2004.





17
 *Table
            of Contents*





**NOTE
      2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)**





Revenue
      Recognition





Revenue
      from housing and other real estate sales are recognized when sales are closed
      and title passes to the buyer. Sales are closed when all of the following
      conditions are met: a sale is consummated, a significant down payment is
      received, the earnings process is complete and the collection of any remaining
      receivables is reasonably assured. Any amounts received from buyers in excess
      of
      revenues recognized are classified as other liabilities.





Construction
      income is recognized when the project is complete and costs are expensed when
      incurred. Construction costs under costs of good sold for the year ended
      December 31, 2005 are mainly subcontractor fees on the project. The construction
      income for the year ended December 31, 2005 was generated by one small project.





Rental
      income from the professional office building in Southern Nevada is recognized
      in
      the month it is earned. Any amounts received from tenants in excess of revenues
      recognized are classified as other liabilities.





Revenue
      from the sale of land options are recognized when the agreement is signed by
      both parties, due to the fact that the earning process is complete once signed.
      The earnings process is deemed complete because the monies are non-refundable,
      the Company has the option to repurchase plus interest the option payment,
      and
      should the Company not perform the option can be converted at the Company’s
      discretion to common stock (the conversion price is determined upon written
      request by the Company and each request shall be less than 5% of the outstanding
      issued common stock of the Company).


.


Income
      Taxes





The
      Company has applied the provisions of SFAS No. 109, Accounting for Income Taxes,
      which requires the recognition of deferred tax assets and liabilities for the
      consequences of temporary differences between amounts reported for financial
      reporting and income tax purposes. SFAS No. 109 requires recognition of a future
      tax benefit of net operating loss carry-forwards and certain other temporary
      differences to the extent that realization of such benefits is more likely
      than
      not; otherwise, a valuation allowance is applied.





Disclosures
      about Fair Value of Financial Instruments





The
      carrying amount of the Company's financial instruments, which include cash,
      deposits, prepaid expenses, accounts receivable, inventory asset, deposit on
      land, account payable, property tax payable, accrued interest payable, notes
      payable and rent deposits approximate their fair values at December 31, 2005.
      Due to the short term and nature the method used to estimate fair values is
      not
      stated.





Stock-Based
      Compensation





SFAS
      No.
      123, "Accounting for Stock-Based Compensation", encourages, but does not require
      companies to record compensation costs for stock-based employee compensation
      plans at fair value. The Company has chosen to account for stock-based
      compensation using the intrinsic value method prescribed in Accounting
      Principles Board Opinion No. 25, "Accounting for Stock Issued to Employees",
      and
      related interpretations. Accordingly, compensation costs for stock options
      is
      measured as the excess, if any, of the quoted market price of the Company's
      stock at the date of the grant over the amount an employee must pay to acquire
      the stock.





During
      December 31, 2005 and 2004, the Company awarded stock options under its various
      employee stock compensation plans. The Company recognized $21,335 and $284,204
      during December 31, 2005 and 2004, respectively as employee bonuses representing
      the difference in the price of the underlying stock and the amount employees
      paid for the stock; the offset of this expense was credited to additional paid
      in capital. At December 31, 2005 and 2004, there were no unexercised grants
      outstanding.





Earnings
      (Loss) per Common Share





Net
      Loss
      per share is calculated in accordance with SFAS No. 128, "Earnings Per Share."
      The weighted-average number of common shares outstanding during each period
      is
      used to compute basic loss per share. Diluted loss per share is computed using
      the weighted averaged number of shares and dilutive potential common shares
      outstanding. Potentially dilutive common shares consist of employee stock
      options, warrants, and restricted stock, and are excluded from the diluted
      earnings per share computation in periods where the Company has incurred a
      Net
      Loss.





18
 *Table
            of Contents*





**NOTE
      3 - RECENT ACCOUNTING PRONOUNCEMENTS**





Interpretation
      No. 46





In
      January 2003, (as revised in December 2003) The Financial Accounting Standards
      Board ("FASB") issued Interpretation No. 46, "Consolidation of Variable Interest
      Entities", an interpretation of Accounting Research Bulletin ("ARB") No. 51,
      "Consolidated Financial Statements". Interpretation No. 46 addresses
      consolidation by business enterprises of variable interest entities, which
      have
      one or both of the following characteristics: (i) the equity investment at
      risk
      is not sufficient to permit the entity to finance its activities without
      additional subordinated support from other parties, which is provided through
      other interest that will absorb some or all of the expected losses of the
      entity; (ii) the equity investors lack one or more of the following essential
      characteristics of a controlling financial interest: the direct or indirect
      ability to make decisions about the entities activities through voting rights
      or
      similar rights; or the obligation to absorb the expected losses of the entity
      if
      they occur, which makes it possible for the entity to finance its activities;
      the right to receive the expected residual returns of the entity if they occur,
      which is the compensation for the risk of absorbing the expected losses.
      Interpretation No. 46, as revised, applies to small business issuers no later
      than the end of the first reporting period that ends after December 15, 2004.
      This effective date includes those entities to which Interpretation 46 had
      previously been applied. However, prior to the required application of
      Interpretation No. 46, a public entity that is a small business issuer shall
      apply Interpretation 46 or this Interpretation to those entities that are
      considered to be special-purpose entities no later than as of the end of the
      first reporting period that ends after December 15, 2003.





The
      Company has evaluated the impact of Interpretation No. 46 and noted that there
      was no significant effect on the Company’s consolidated financial statement
      presentation or disclosures.





Interpretation
      No. 47





In
      March
      2005, The Financial Accounting Standards Board ("FASB") issued Interpretation
      No. 47, "Accounting for Conditional Asset Retirement Obligations - an
      Interpretation of FASB Statement No. 143" (“FIN No. 47”). FIN No. 47 clarifies
      the timing of liability recognition for legal obligations associated with the
      retirement of a tangible long-lived asset when the timing and/or method of
      settlement are conditional on a future event. FIN No. 47 is effective for us
      no
      later than December 31, 2005.





The
      Company has evaluated the impact of Interpretation No. 47 and noted that there
      was no significant effect on the Company’s consolidated financial statement
      presentation or results of operations.





SFAS
      No. 123R





In
      December 2004, the FASB issued SFAS No. 123R, "Share-Based Payments". SFAS
      No.
      123R is a revision of SFAS No. 123, "Accounting for Stock Based Compensation",
      and supersedes APB 25. Among other items, SFAS No. 123R eliminates the use
      of
      APB 25 and the intrinsic value method of accounting, and requires companies
      to
      recognize the cost of employee services received in exchange for awards of
      equity instruments, based on the grant date fair value of those awards, in
      the
      financial statements. The effective date of SFAS No. 123R is the first reporting
      period beginning after June 15, 2005, which is the third quarter of the year
      ending December 31, 2005. We currently utilize a standard option pricing model
      (Black-Scholes) to measure the fair value of stock options granted to employees
      for disclosure purposes. While SFAS No. 123R permits entities to continue to
      use
      such a model, the standard also permits the use of a "lattice" model. We have
      not yet determined which model will be used to measure the fair value of awards
      of equity instruments to employees upon the adoption of SFAS No.
      123R.





On
      April
      14, 2005, the Securities and Exchange Commission issued an announcement amending
      the compliance dates for SFAS 123R. Under SFAS 123R, registrants would have
      been
      required to implement the standard as of the beginning of the first interim
      or
      annual period that begins after June 15, 2005. The Commission’s new rule will
      allow companies to implement SFAS 123R at the beginning of the next fiscal
      year
      after June 15, 2005. The Company anticipates adopting SFAS 123R in the first
      quarter of 2006.





The
      impact of SFAS No. 123R on our results of operations cannot be predicted at
      this
      time because it will depend on the number of equity awards granted in the
      future, as well as the model and assumptions used to value the awards.




19
 *Table
            of Contents*





**NOTE
        4 - LAND HELD FOR DEVELOPMENT AND DEPOSIT ON LAND**




Capitol
      Group Holdings Corp., a wholly owned subsidiary of the Company acquired 1,000
      lots in Mojave County Arizona through a merger (see Note 6). The lots are part
      of a development named Valle Vista Ranch, planned as an affordable, energy
      efficient senior development. The entire project is made up of a total of 1,624
      lots. The additional 624 lots not currently owned by the Company may be acquired
      by the Company at a later date.





During
      December 2005, Mojave County issued a Judicial seizure on the Company for
      delinquent property taxes. A total of four lots were seized with a total cost
      value of $15,052. At December 31, 2005 the Company shows a loss on Judicial
      property seizure of $13,662.





As
      of
      December 31, 2005, the Company official owned 996 lots in Mojave County
      Arizona.





Land
      held
      for development is stated at cost unless the carrying amount of the parcel
      is
      determined not to be recoverable, in which case the parcel (land) is written
      down to fair value.





The
      Company is currently selling options on this land held for development. These
      options are recognized as option income on the Consolidated Statement of
      Operations. Revenue from the sale of land options are recognized when the
      agreement is signed by both parties, due to the fact that the earning process
      is
      complete once signed. The earnings process is deemed complete because the monies
      are non-refundable, the Company has the option to repurchase plus interest
      the
      option payment, and should the Company not perform the option can be converted
      at the Company’s discretion to common stock (the conversion price is determined
      upon written request by the Company and each request shall be less than 5%
      of
      the outstanding issued common stock of the Company).





On
      March
      30, 2006, the Company sold 100 lots to an unrelated third party in exchange
      for
      a $1,000,000 note receivable. The note accrues interest at 8.25% per annum,
      with
      monthly interest only payments to the Company of $6,875 beginning on May 1,
      2006. The note matures on March 31, 2008 at which time the entire unpaid
      principal balance and any accrued interest is due. As of July 2006, the Company
      has not received the May payment on this note receivable.




The
          Company has an option to acquire two adjacent lots to its office building
          in Las
          Vegas, Nevada. The project: “Global Links Corp Center” anticipates raising the
          required funds through additional borrowing and/or equity financing in
          2006.
          Closing on these properties is expected to take place on or before December
          31,
          2006. As of December 31, 2005 the Company has an investment of $421,249,
          consisting of $350,000 land option deposit and $71,249 of option payments
          for
          the future project.


**NOTE
      5 - GOING CONCERN**





As
      shown
      in the accompanying financial statements, the Company incurred a net loss of
      $785,053 and $3,660,576 during the years ended December 31, 2005 and 2004,
      respectively, and as of that date, the Company’s current liabilities exceeded
      its current assets by $4,641,787 as of December 31, 2005. These factors create
      uncertainty about the Company’s ability to continue as a going concern.
      Management of the Company has a plan to raise additional monies by continuing
      the sale of land option deposits (See Note 2 - Revenue Recognition) and/or
      lots
      on the Arizona land, as well as the monthly payments on the $1,000,000 note
      receivable mentioned in Note 4 above. The ability of the Company to continue
      as
      a going concern is dependent on the success of the plan to raise monies. The
      financial statements do not include any adjustments that might be necessary
      if
      the Company is unable to continue as a going concern.





**NOTE
      6 - BUSINESS DEVELOPMENTS**





Effective
      June 30, 2003, the Company merged with Capitol Group Holdings, Corp, under
      a
      Plan and Agreement of Triangular Merger between Global Links Corp., Global
      Links
      Capital Group, Inc. and Capitol Group Holdings Corp., a Nevada corporation.
      The
      primary purpose of the combination was to enter the business of real estate
      acquisitions and development, real estate information services and international
      housing projects.





The
      Company exchanged 30,000,000 shares of common stock and 3,000,000 shares of
      Series B preferred stock for all of the outstanding common and preferred stock
      of Capitol Group Holdings, Corp. The combined 33,000,000 shares of stock
      represented 90% of the outstanding share voting power of the Company,
      establishing a change in control of the Company. It is the intention of the
      Company and Capitol Group Corp. that the transaction constitutes a tax-free
      reorganization as defined in the Internal Revenue Code of 1986, as amended.
      The
      Company closed the transaction with Capitol Group Holdings, Corp. with an
      effective date of June 30, 2003. As a result, Capitol Group Holdings, Corp.
      former stockholders exercised control over the Company. The transaction is
      accounted for retroactively as a public shell merger with a capital
      restructuring, with Capitol Group Holdings, Corp. the surviving business
      entity.





The
      accounting for the merger is identical to that resulting from a reverse merger,
      except no goodwill or other intangible assets are recorded. For accounting
      purposes, Capitol Group Holdings, Corp., has been treated as the accounting
      acquirer. In accordance with the merger document, the name of the Company
      remained Global Links Corp. The historical financial statements are those of
      Capitol Group Holdings, Corp.





20
 *Table
            of Contents*





**NOTE
      6 - BUSINESS DEVELOPMENTS (CONTINUED)**





Due
      to
      the related party relationship between Valle Vista Development Corp (original
      purchasing party) and Capitol Group Holdings, Corp, the value of the land held
      for development was accounted for at the historical cost of the original
      purchasing party and the property tax liability assumed as of the transfer
      date:





Original
                purchase price
            
            $
            950,000Property
                tax liability assumed
            
            $
            2,813,000Value
                of land held for development
            
            $
            3,763,000





As
      a
      result of the merger, the Company acquired the following assets and assumed
      the
      following liabilities:





Assets
                acquired:Land
                held for development
            
            $
            3,763,000Liabilities
                assumed:Note
                payable
            
            $
            200,000Property
                taxes payable
            
            $
            3,463,000





Sale
      of Subsidiary





The
      Company's subsidiary, Global Links Card Services, has been in the business
      of
      providing services to various entities desiring stored value cards and related
      products. The Company determined to withdraw from this business and in December
      2004, the Company sold its wholly-owned subsidiary, Global Links Card Services
      to an unrelated third party for the sum of $35,000, and the assumption of the
      Company's payable to the subsidiary of $292,837. The Company recognized a gain
      on the sale of $433,908. In 2004, through the sale of the subsidiary effective
      December 24, 2004, the subsidiary recorded pretax loss from operations of
      $150,868, and in the year ended December 31, 2003 the subsidiary recorded pretax
      income from operations of $34,797.





The
      following is the calculation of gain on sale of subsidiary as of December 31,
      2004:





Proceeds
                from sale of subsidiary
            
            $
            35,000Assumption
                of Company’s payable to the subsidiary
            
            $
            292,837Accumulated
                net loss from subsidiary *
            
            $
            116,701Gain
                on sale of subsidiary
            
            $
            433,908





*
      Presented on the Consolidated Statement of Operations as Discontinued
      Operations





**NOTE
      7 - DEBT**





The
      Company currently is obligated on a note related to B.E.I. for the purchase
      of
      the land held for development. The note for $200,000 and bears interest at
      12%
      per annum. The note is due December 31, 2005, and secured solely by the land
      in
      Arizona. The amount of interest accrued is $48,000 as of December 31,
      2005.





As
      part
      of the purchase of the Sunset Office Building, the Company executed Convertible
      Debenture secured by Long Form All-Inclusive Deed of Trust in the amount of
      $1,280,000. The original note bears interest at 8% per annum on the unpaid
      balance. At any time the payee may convert all or part of the remaining
      principal balance, plus accrued interest, of the debenture into the common
      stock
      of the Company at 80% of the average of the lowest three closing bid prices
      in
      the past 20 trading days immediately preceding any such conversion, providing
      that such conversions shall not exceed 4.99% of the then outstanding common
      stock of the Company. Payments are $9,392 per month beginning June 30, 2004,
      through May 30, 2006, at which time the unpaid balance is due and payable.
      At
      December 31, 2005, the outstanding principal balance of the note was $1,262,665
      and accrued interest due as of December 31, 2005 was $16,842. This note was
      modified on March 28, 2006. The modification agreement was replaced with a
      new
      maturity date of November 30, 2008, at which time the balloon payment is due.
      The modification agreement did not trigger debt extinguishment.





On
      August
      5, 2004 the Company executed a Convertible Debenture in the Amount of $120,000
      to Edify Capital Group, Inc. Under the revised terms of the debenture, interest
      accrues at 8.5% per annum with simple interest payable on the last day of each
      calendar quarter. At any time the payee may convert all or part of the remaining
      principal balance, plus accrued interest, of the debenture into the common
      stock
      of the Company at 80% of the average of the lowest three closing bid prices
      in
      the past 20 trading days immediately preceding any such conversion, providing
      that such conversions shall not exceed 4.99% of the then outstanding common
      stock of the Company. At December 31, 2005, the unpaid balance was $120,000
      and
      accrued interest was $14,336. At December 31, 2005, the Company was in
      compliance with all covenants under this debenture. During last quarter of
      2005,
      the company revised terms of the debt and a new maturity date was selected.
      The
      new conversion date of August 5, 2006 and change in interest of 8.5% did not
      trigger debt extinguishment.





21
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            of Contents*





**NOTE
      7 - DEBT (CONTINUED)**





During
      the second quarter of 2005, the company executed a convertible debenture to
      Transix in the amount of $25,000. The debenture accrues interest at 8.5% payable
      quarterly until April 30, 2007, at which time the remaining principle plus
      accrued interest is due and payable. At any time the payee may convert all
      or
      part of the remaining principal balance plus accrued interest of the debenture
      into common stock of the Company at 80% of the average of the lowest three
      closing bid prices in the past 20 trading days immediately preceding any such
      conversion, providing that such conversions shall not exceed 4.99% of the then
      outstanding common stock of the Company. At December 31, 2005, the amount of
      interest accrued was in the amount of $1,509.





The
      table
      below represents the amount of accrued interest for each outstanding note as
      of
      December 31, 2005:





Note
                Payable
            
            Accrued
                InterestDebenture
                payable- MAKJ
            
            $
            16,842Debenture
                payable- Edify
            
            
            14,336Debenture
                payable- Transix
            
            
            1,509Note
                Payable- BEI
            
            
            48,000Other
                payables
            
            
            1,000Accrued
                Interest- on loans and notes
            
            $
            81,687




The
      Company is required to make the following principal payments on its total debt,
      including the accreted value at maturity of the notes:




Year
                Ended December 31,
            
            Principal
                Payments
            
            Current
                Portion
            
            Long
                Term2006
            
            $
            372,061
            
            $
            372,061
            
            $
            -2007
            
            
            38,138
            
            
            -
            
            
            38,1382008
            
            
            1,237,395
            
            
            -
            
            
            1,237,3952009
            
            
            -
            
            
            -
            
            
            -Thereafter
            
            
            -
            
            
            -
            
            
            -Total
            
            $
            1,647,594
            
            $
            372,061
            
            $
            1,275,533Less
                Discounts
            
            
            (293,307
            )
            
            (102,322
            )
            
            (190,985
            )$
            1,354,287
            
            $
            269,739
            
            $
            1,084,548Long
                Term portion of Sunset
            
            
            
            
            
            
            
            
            1,068,529Long
                Term portion of Transix
            
            
            
            
            
            
            
            
            16,019$
            1,084,548




Beneficial
      Conversion Feature





In
      accordance with EITF 98-5, "Accounting for Convertible Securities with
      Beneficial Conversion Features or Contingently Adjustable Conversion Ratios",
      and EITF 00-27, “Application of Issue No. 98-5 to Certain Convertible
      Instruments”, the Company determined that a beneficial conversion feature
      existed at the commitment date. As disclosed in the Common Stock Certificate
      of
      Designation (as filed with the SEC), the shareholder does not have a mandatory
      hold period and that the conversion is at the option of the shareholder. As
      such
      the Company has charged the full amount of the calculated beneficial conversion
      feature of $451,663 to Additional Paid in Capital on the date of issue. This
      amount includes $426,666, $24,996, and $13,925, which respectively represents
      the discounts, applied to Note Payable- Sunset building, Note Payable- Edify
      and
      Note Payable- Transix, respectively at December 31, 2005.




22
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            of Contents*




**NOTE
      7 - DEBT (CONTINUED)**





The
      total
      unamortized balance for the beneficial conversion is $293,307. The period ended
      and the corresponding interest expense for each debenture is as
      follows:





Interest
                Expense by QuarterMAKJ
            
            Edify
            
            Transix
            
            Total
                Non Cash InterestJune
                30, 2004
            
            $
            7,020
            
            $
            -
            
            $
            -
            
            $
            7,020September
                30, 2004
            
            
            23,920
            
            
            1,915
            
            
            -
            
            
            25,836December
                31, 2004
            
            
            23,920
            
            
            3,146
            
            
            -
            
            
            27,067March
                31, 2005
            
            
            23,400
            
            
            3,078
            
            
            -
            
            
            26,478June
                30, 2005
            
            
            23,660
            
            
            3,112
            
            
            1,537
            
            
            28,310September
                30, 2005
            
            
            23,920
            
            
            3,146
            
            
            1,704
            
            
            28,770December
                31, 2005
            
            
            23,920
            
            
            3,146
            
            
            1,704
            
            
            28,770$
            172,252


**NOTE
      8 - INCOME TAXES**





The
      consolidated provision for federal income taxes for the year ended December
      31,
      2005 is as follows:





Current
            
            $
            -Deferred
            
            
            (233,000
            )Increase
                in valuation allowance
            
            
            233,000Income
                tax expense (benefit)
            
            $
            -





There
      were no amounts paid for federal income taxes during the years ended December
      31, 2005 and 2004.





The
      income tax provision differs from the expense that would result from applying
      statutory tax rates to income before taxes because of certain expenses that
      are
      not deductible for tax purposes and the effect of the valuation
      allowance.





As
      of
      December 31, 2005, the Company had federal net operating loss carryforwards
      of
      $6,315,000 that can be deducted against future taxable income. These tax
      carryforward amounts expire as follows:





December
                31, 2013
            
            $
            1,000December
                31, 2014
            
            
            32,000December
                31, 2015
            
            
            27,000December
                31, 2016
            
            
            30,000December
                31, 2017
            
            
            93,000December
                31, 2018
            
            
            17,000December
                31, 2019
            
            
            30,000December
                31, 2020
            
            
            190,000December
                31, 2021
            
            
            530,000December
                31, 2022
            
            
            406,000December
                31, 2023
            
            
            676,000December
                31, 2024
            
            
            3,599,000December
                31, 2025
            
            
            684,000Total
            
            $
            6,315,000





The
      Company accounts for income taxes in accordance with Statement of Financial
      Accounting Standards No. 109, whereby deferred taxes are provided on temporary
      differences arising from assets and liabilities whose bases are different for
      financial reporting and income tax purposes. Deferred taxes are attributable
      to
      the effects of the following items:





·
            Differences
                in calculating depreciation on property, plant and
                equipment


·
            Tax
                loss carryforwards




23
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            of Contents*




**NOTE
      8 - INCOME TAXES (CONTINUED)**





The
      Company’s total deferred tax assets and deferred tax liabilities at December 31,
      2005 are as follows:





Deferred
                tax asset - current
            
            $
            -Deferred
                tax asset - non current
            
            
            2,210,000Total
                deferred tax asset
            
            
            2,210,000Deferred
                tax liability - current
            
            
            -Deferred
                tax liability - non current
            
            
            (6,000
            )Total
                deferred tax liability
            
            
            (6,000
            )Current
                deferred tax asset (liability)
            
            
            -Non
                current deferred tax asset (liability)
            
            
            2,204,000Net
                deferred tax asset (liability)
            
            $
            2,204,000Valuation
                allowance
            
            
            (2,204,000
            )Net
                deferred tax asset (liability)
            
            $
            -





SFAS
      No.
      109 specifies that deferred tax assets are to be reduced by a valuation
      allowance if it is more likely than not that some portion or all of the deferred
      tax asset will not be realized. The valuation allowance increased $233,000
      during the year ended December 31, 2005, based upon management’s expectation of
      future taxable income. The Company will continue to assess the valuation
      allowance and to the extent it is determined that such allowance is no longer
      required; the tax benefit of the net deferred tax asset will be recognized
      in
      the future.





**NOTE
      9 - RELATED PARTY TRANSACTIONS**





Prior
      to
      and during 2003, an officer of the Company made cash loans to the Company and
      personally paid corporate costs. In September 2003, the officer agreed to forgo
      cash repayment of a total of $130,000 of these receivables in exchange for
      certain consulting services performed by the Company. As of December 31, 2003,
      $236,191 was due the officer, $225,889 of which was reflected in "Liabilities
      held for sale." As a result of the sale of the Company's subsidiary in December
      2004, the remaining unpaid liability reflected in "Liabilities held for sale"
      was assumed by a third party. As of December 31, 2004, the remaining balance
      due
      the officer was $11,700, which was payable on demand. As of December 31, 2005,
      the balance in the due to officer account is zero, due to the fact that the
      individual is no longer an officer of the Company; subsequently, the amount
      was
      reclassed to accounts payable during 2005.





At
      December 31, 2003, the Company had an obligation to another officer and
      stockholder of the Company in the amount of approximately $37,573 for operating
      expenses he paid on behalf of the Company.





**NOTE
      10 - COMMITMENTS AND CONTINGENCIES**





During
      the second quarter of the year ended December 31, 2005, First American Title
      has
      filed suit against the Company claiming failure to pay contractual obligations
      for the Company's R-E Info project. The Company expects to settle the suit
      by
      payment of an amount not in excess of $100,000 which has been classified as
      a
      commitment and contingency in these financial statements. Accordingly, the
      Company has determined not to accrue additional amounts for 2005. The current
      contract with American Title requires monthly payments of $25,000 per month.
      If
      the Company is required to eventually pay this $300,000 for the year ended
      December 31, 2005, the net effect of the additional payment would be as
      follows:





Net
                  loss as reported
              
              $
              (772,090
              )Additional
                  cost of R-E Info information
              
              
              (300,000
              )Net
                  loss adjusted for additional costs
              
              $
              (1,072,090
              )**Net
                  loss per common share (4,678,362 shares)**
              
              **$**
              **(0.2319**
              **)**




24
 *Table
            of Contents*





**NOTE
      11 - LESSOR LEASEING ARRANGEMENTS**





The
      Company leases office space to tenants. The current tenant leases space covering
      approximately 75% of the available space calling for lease payments of $13,683
      per month. The lease is a 5 year lease with four 5 year extensions. The tenant
      also has an option to relocate to one of the Company planned new buildings
      when
      completed, occupying 6,400 square feet. The cost and accumulated deprecation
      are
      not different than the amounts shown on the Balance sheet.





Minimum
      rental for the next five years:


Year
            
            Annual
                Rents2006
            
            $
            150,5132007
            
            $
            154,0352008
            
            $
            157,5572009
            
            $
            161,0802010
            
            $
            164,602





**NOTE
      12 - STOCK-BASED COMPENSATION**





During
      the years, 2002 through 2005 the Company issued stock registrations through
      seven registration statements of form S-8 registering a total of 787,734,017
      shares, 125,225,446 registered for the Company's Non-Employee Directors and
      Consultants Retainer Stock Plans, and 662,508,571 shares for the Company's
      Employee Stock Incentive Plans (adjusted for reverse stock splits in April
      2003,
      October 2004 and February 2005). As of December 31, 2005 there were 82,200,000
      and 383,280,000 shares available under the Non-Employee Directors and
      Consultants Retainer and Employee Stock Incentive Plans respectively. The table
      below represents the number of shares issued and dollar value for the twelve
      month period ended December 31, 2005.





Number
                ofshares
            
            Share
                Dollars
            
            Bonus
                Portion
            
            Shares
                at
              January
                1, 2005
            
            Shares
                at
              December
                31, 2005
            
            Added
                SharesS-8
                Employee Shares
            
            
            162,720,000
            
            $
            3,339,611
            
            $
            25,770
            
            
            46,000,000
            
            
            383,280,000
            
            
            500,000,000S-8
                Non Employee Shares
            
            
            20,800,000
            
            $
            24,000
            
            
            -
            
            
            3,000,000
            
            
            82,200,000
            
            
            100,000,000





The
      Company's Employee Stock Compensation Plans are intended to allow designated
      officers and employees of the Company and its Subsidiaries to receive certain
      options (the "Stock Options") to purchase common stock of the Company, par
      value
      $0.01 per share (the "Common Stock"), and to receive grants of the Common Stock
      subject to certain restrictions. The purpose of the Plans are to provide the
      employees, who make significant and extraordinary contributions to the long-term
      growth and performance of the Company, with equity-based compensation
      incentives, and to attract and retain Employees. The Plans are administered
      by
      the Compensation Committee of the Company which is made up of one or more of
      the
      Company's Board of Directors. The Committee has full and complete authority,
      in
      its discretion, but subject to the express provisions of the Plans (a) to
      approve the Employees nominated by the management of the Company to be granted
      Awards or Stock Options; (b) to determine the number of Awards or Stock Options
      to be granted to an employee; (c) to determine the time or times at which Awards
      or Stock Options shall be granted; to establish the terms and conditions upon
      which Awards or Stock Options may be exercised; (d) to remove or adjust any
      restrictions and conditions upon Awards or Stock Options; (e) to specify, at
      the
      time of grant, provisions relating to exercisability of Stock Options and to
      accelerate or otherwise modify the exercisability of any Stock Options; and
      (f)
      to adopt such rules and regulations and to make all other determinations deemed
      necessary or desirable for the administration of the Plans. Shares underlying
      any unexercised awards made under the plans are considered in the disclosure
      of
      fully diluted earnings per share unless such adjustments would be anti-dilutive.








25
 *Table
            of Contents*





**NOTE
      12 - STOCK-BASED COMPENSATION (CONTINUED)**





The
      Company's Non-Employee Directors and Consultants Retainer Stock Plans are
      intended to promote the interests of the Company and its stockholders by
      466,000,000 shares available under the Non-Employee Directors and Consultants
      Retainer and Employee Stock Incentive Plans respectively. The table below
      represents the number of shares issued and dollar value after adjustment for
      the
      1-for-40 reverse stock split affected on April 16, 2003, and the 1-for-350
      reverse stock split affected on October 7, 2004 and the 1-for-350 reverse split
      effect February 1, 2005.





**Non-employee
                Directors and Consultants**Non-Employee
                S-8 Shares
            
            Employee
                S-8 SharesNumber
                of
              Shares
            
            Dollars
            
            Shares
              Registered
            
            Number
                of
              Shares
            
            Dollars
            
            Registered2002
            
            
            321
            
            $
            84,100
            
            
            1,715
            
            
            -
            
            $
            -
            
            
            2,8572003
            
            
            19,939
            
            
            564,450
            
            
            198,870
            
            
            -
            
            
            -
            
            
            14,2862004
            
            
            28,705,186
            
            
            463,816
            
            
            125,024,861
            
            
            196,508,571
            
            
            2,139,030
            
            
            662,491,4282005
            
            
            20,800,000
            
            
            24,000
            
            
            225,024,000
            
            
            162,720,000
            
            
            3,339,611
            
            
            1,162,491,428**Total**
            
            
            **49,525,446**
            
            **$**
            **1,136,366**
            
            
            **350,249,446**
            
            
            **359,228,571**
            
            **$**
            **5,478,641**
            
            
            **1,824,999,999**





The
      Company's Non-Employee Directors and Consultants Retainer Stock Plans are
      intended to promote the interests of the Company and its stockholders by
      attracting and retaining non-employee Directors and Consultants capable of
      furthering the future success of the Company and by aligning their economic
      interests more closely with those of the Company's stockholders, by paying
      their
      retainer or fees in the form of shares of the Company's common stock. Each
      individual who is a Director or Consultant to the Company shall be participants
      in the Plans, in each case during such period as such individuals remains a
      Director or Consultant and are not employees of the Company or any of its
      subsidiaries. Shares underlying any unexercised awards made under the plans
      are
      considered in the disclosure of fully diluted earnings per share unless such
      adjustments would be anti-dilutive.





**NOTE
      13 - STOCK TRANSACTIONS**





During
      the year ended December 31, 2005 through 2003 the Company issued the following
      common shares of the Company:




Entity
                  or Group
              
              Number
                  of Shares*
              
              Per
                  share price determination2003
                  Various Corp. Consultants
              
              19,939
              
              $0.082
                  - Board Determination closing price previous trading
                  dayJames
                  Brewer Corp. Officer
              
              1,117
                  (Restricted)
              
              $14
                  - Board determination Closing price previous trading
                  dayAcquisition
                  of Capitol Group Holding Co (see footnote 6)
              
              85,714
                  (Restricted)
              
              $1.63
                  - Board determination Net Value of assets
                  acquired





No
      additional shares of common stock were issued during the years ended December
      31, 2005 or 2004, outside of the stock bonus plans discussed in Note
      12.





*Number
      of shares and share prices has been adjusted to reflect the 1-for-350 reverse
      stock split effected October 7, 2004 and the 1-for-350 reverse split effective
      February 1, 2005.





26
 *Table
            of Contents*





**NOTE
      13 - STOCK TRANSACTIONS (C0NTINUED)**





On
      December 14, 2001, the Board of Directors approved the establishment of
      5,000,000 shares of Series A Convertible Preferred Stock, and approved the
      issuance of 3,530,000 shares of such stock to Mr. James Brewer, the president
      and CEO of the Company, and 490,000 shares each to three other individuals,
      which have expired at December 31, 2004. In April, 2003, Mr. Brewer exercised
      his option to purchase 3,350,000 these shares. The Board of Directors
      subsequently authorized the issuance of Series B Convertible Preferred Stock
      and
      authorized Mr. Brewer to exchange the series A Convertible Preferred Stock
      for
      Series B Convertible Preferred Stock of the basis of one share of Series B
      for
      each 10 shares of Series A converted. The Series B Convertible Preferred Stock
      contains the following features:


·
            Series
                B Stock and Common Stock Liquidation Amount: $1


·
            Designation:
                5,000,000 shares


·
            Dividends
                declared and paid in the same manner as for Common Stock
                herein


·
            Voting
                Power: 20 votes for each share of Preferred "B", not voted as a Class
                conversion Rights


·
            Voluntary:
                may be converted into 10 shares of fully paid and non assessable
                shares of
                Common Stock Extraordinary Common Stock Events: Company cannot issue
                shares of CS as a dividend without express written consent of the
                Preferred "B" shareholders; and amount noted above ("Voluntary")
                may not
                be changed


·
            Fractional
                Shares: none shall be issued


·
            Partial
                Conversion: allowed


·
            Reservation
                of Common Stock: Company shall keep available out of its authorized
                but
                un-issued shares of Common Stock such shares necessary for effecting
                the
                conversion of the shares of Preferred "B", sufficient to effect the
                conversion of all outstanding shares of Preferred
                "B"





In
      the
      first quarter of 2006, additional shares of the Company's commons stock was
      issued to employees and consultants of the Company under the Company's S-8
      registrations statements, in the amount of 500,000,000 shares and 100,000,000
      shares respectively.





During
      the years ended December 31, 2003 through 2005, the Company issued the following
      preferred shares of the Company:





Entity
                or Group
            
            Number
                of Shares
            
            Per
                share price determination2003Series
                B preferredJames
                Brewer Corp.
              Officer
            
            335,000
                (Restricted)
            
            Exchange
                of Series A preferredAcquisition
                of Capitol Group Holding Co (see footnote 4)
            
            3,000,000
                (Restricted)
            
            $0
                1 - Board determination2004Various
                consultants to the Company
            
            1,625,000
                (Restricted)
            
            Board
                determination Consulting services valued at $1,625Frank
                J. Dobrucki,
              Officer
                and Director of the Company
            
            10,040,000
                (Restricted)
            
            Officer
                compensation valued at $1,483,2002005No
                preferred stock issued





The
      Company has no stock purchase warrants outstanding at December 31, 2005 and
      2004.


27
 *Table
            of Contents*


**NOTE
        14 - SUBSEQUENT EVENTS**
 
 Subsequent
        to December 31, 2005:
 
 ***Note
        Receivable***
 The
        Company entered into a promissory note receivable for $150,000 during the
        2 nd quarter
        of 2006. The note bears interest at 8% which is due in two annual installments
        beginning on December 31, 2006 with a balloon principal payment due on April
        7,
        2008.
 
 ***Sale
        of 100 lots***
 As
        disclosed in Note 4, on March 30, 2006, the Company sold 100 lots to an
        unrelated third party in exchange for a $1,000,000 note receivable. The note
        accrues interest at 8.25% per annum, with monthly interest only payments
        to the
        Company of $6,875 beginning on May 1, 2006. The note matures on March 31,
        2008
        at which time the entire unpaid principal balance and any accrued interest
        is
        due. As of July 2006, the Company has not received the May payment on this
        note
        receivable.
 
 ***Stock
        activity***
 On
          February 7, 2006, the Company increased authorized shares to 398,000,000
          shares, of which 100,000,000 are Preferred Shares and 298,000,000 are Common
          Shares.
 
 On
        March
        23, 2006, the Board of Directors granted Jim Brewer S-8 non employee consultant
        shares of common stock in lieu of payment of services preformed during 2005.
        The
        valuation was based on the strike price at the time of grant or $32,500 which
        also represents the outstanding payable balance at December 31,
        2005.
 
 During
          February 2006, the Board of Directors approved a 3-for-1 forward stock
          split for
          all shareholders of the Company as of April 10, 2006. The table below represents
          the stock activity from December 31, 2005 through June 30, 2006, which
          includes
          the 3-for-1 forward split with the effective date of April 7, 2006, and
          the
          conversion of preferred stock series B to common stock on March 27,
          2006.
 
 Common
                    stock
                
                Preferred
                    stock series BShares
                    at December 31, 2005
                
                
                4,678,362
                
                
                15,000,000Shares
                    issued after December 31, 2005 prior to forward split
                
                
                5,860,000
                
                
                -Converted
                    preferred to common (10 to 1) March 27, 2006
                
                
                12,400,000
                
                
                (1,240,000
                )Total
                    number of shares before 3-1 forward split
                
                
                22,938,362
                
                
                13,760,000Total
                    shares after 3-1 forward split
                
                
                68,815,086
                
                
                13,760,000Shares
                    issued on April 12, 2006
                
                
                6,000,000
                
                
                -Shares
                  issued on August 23, 2006
                
                
                9,000,000
                
                
                -Shares
                  issued for the conversion of debt June 16, 2006
                
                
                2,857,000
                
                
                -Total
                    shared outstanding
                
                
                86,672,086
                
                
                13,760,000




*Item
      8* **  *Changes In and Disagreements With Accountants.*





On
      February 1, 2005, the Registrant dismissed its independent auditor, William
      E.
      Costello CPA, certified public accountant ("Costello"), because Costello was
      not
      registered with the PCAOB. Costello's reports on the Registrant's financial
      statements for the fiscal years ended December 31, 2002 and 2003 did not contain
      an adverse opinion or a disclaimer of opinion, and were not qualified or
      modified as to uncertainty, audit scope, or accounting principles, except that
      Costello's reports on the Registrant's financial statements for the fiscal
      years
      ended December 31, 2003 and 2004 expressed doubt about the Company's ability
      to
      continue as a going concern.





The
      decision to dismiss Costello was recommended by the Company's Board of
      Directors.





During
      the two most recent fiscal years and any subsequent interim period through
      February 1, 2005 there have not been any disagreements between the Registrant
      and Costello on any matter of accounting principles or practices, financial
      statement disclosure, or auditing scope or procedure, which disagreements,
      if
      not resolved to the satisfaction of Costello, would have caused him to make
      reference to the subject matter of the disagreements in connection with his
      reports on the Registrant's financial statements for such periods.








28
 *Table
            of Contents*








On
      February 1, 2005, the Registrant engaged Lynda R. Keeton CPA, LLC ("Keeton")
      as
      the Registrant's independent accountants to report on the Registrant's balance
      sheet as of December 31, 2004, and the related combined statements of
      operations, stockholders' equity and cash flows for the years then ended. The
      decision to appoint Keeton was approved by the Registrant's Board of Directors.
      During the Registrant's two most recent fiscal years and any subsequent interim
      period prior to the engagement of Keeton, neither the Registrant nor anyone
      on
      the Registrant's behalf consulted with Keeton regarding either (i) the
      application of accounting principles to a specified transaction, either
      contemplated or proposed, or the type of audit opinion that might be rendered
      on
      the Registrant's financial statements or (ii) any matter that was either the
      subject of a "disagreement" or a "reportable event."




*Item
      8a. Controls and Procedures* .





The
      principal Executive and Financial Officer of the Company reviewed and evaluated
      the effectiveness of the design and operation of our disclosure controls and
      procedures (as defined in Exchange Act Rule 15d-15(e)) as of December 31, 2005
      and 2004. There are inherent limitations to the effectiveness of any system
      of
      disclosure controls and procedures, including the possibility of human error
      and
      the circumvention or overriding of the controls and procedures. Accordingly,
      even effective disclosure controls and procedures can only provide reasonable
      assurance of achieving their control objectives. Based upon and as of the date
      of the evaluation, our principal executive and financial officer concluded
      that
      the design and operation of our disclosure controls and procedures were
      effective in all material respects to provide reasonable assurance that
      information required to be disclosed in the reports we file and submit under
      the
      Securities Exchange Act of 1934 is recorded, processed, summarized and reported
      as and when required. There has been no change in our internal control over
      financial reporting during the fourth quarter of 2005 that has materially
      affected, or is reasonably likely to materially affect, our internal control
      over financial reporting.




Material
            Weakness Disclosure
 
 Management
            discovered in its preparation of its first quarter 10Q report, that an
            accounting error had occurred in the way that real estate option monies
            had been
            recorded. $333,312 was recorded as Buildings and subsequently depreciated,
            when
            in fact these monies should have been recorded as a Deposit on
            Land.
 
 The
            Statement of Operations included overstated Depreciation by $12,962,
            which
            overstated our Net Loss by the same amount ($12,962). We overstated Buildings
            by
            ($333,312), and understated Deposits on Land by the same amount ($333,
            312).
 
 The
            Company has hired an outside CPA with current knowledge of Generally
            Accepted
            Accounting Principles ("GAAP") to further aid in the higher-level GAAP
            issues,
            as well as drafting public filings. Management continues to diligently
            work
            toward transparent financial reporting.




*Item
      8b. Other Information* .





None





**PART** **III**





*Item* *9. -
      Directorsand Executive Officers of the
      Registrant.*




This
      table describes the Company's current Directors and Executive
      Officers.


NAME
            
            AGE
            
            TITLEFrank
                J. Dobrucki
            
            46
            
            Presidents,
                Chief Executive Officer and
                Director





Frank
      J.
      Dobrucki, President, CEO, acting CFO and Director. Mr. Dobrucki has been the
      chief executive officer and a director of the Company since April, 2003. He
      has
      been president, chief executive officer and a director of Capitol Group Holdings
      Corporation since March 2002. Mr. Dobrucki has over twenty years of experience
      in the real estate foreclosure industry, serving in executive management
      positions with several real estate trustee ventures and as a banking, loan
      dissolution consultant.





There
      are
      no family relationships among any of the Registrant's officers or directors.
      No
      director, executive officer, promoter or control person of the Company during
      the past five years has had any involvement in any legal proceedings as
      described in Item 401 (d) of Regulation S-B.





SECTION
      16(A) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE





All
      required reports have been filed timely.





CORPORATE
      CODE OF ETHICS.





In
      addition to the Code of Business Conduct and Ethics of Global Links Corp. (the
      "Company") that apply to all employees and directors of the Company, the CEO
      and
      all financial officers, including the principal financial officer and the
      principal accounting officer, are bound by the provisions set out
      below.





Collectively
      the Officers of the Company to whom this Code of Ethics applies are called
      "the
      Officers".


1.
      The
      Officers are responsible for full, fair, accurate, timely and understandable
      disclosure in all periodic reports and financial disclosures required to be
      filed by the Company with the SEC or disclosed to shareholders and/or the
      public.


2.
      Therefore, the Officers shall immediately bring to the attention of the Board
      of
      Directors, [or Disclosure Compliance Officer], any material information of
      which
      the employee becomes aware that affects the disclosures made by the Company
      in
      its public filings and assist the Board of Directors [or Disclosure Compliance
      Officer] in fulfilling its responsibilities for full, fair, accurate, timely
      and
      understandable disclosure in all periodic reports required to be filed with
      the
      SEC.





29
 *Table
            of Contents*





3.
      Each
      of the Officers shall immediately bring to the attention of the Board of
      Directors [or Disclosure Compliance Officer] any information he may have
      concerning:


(a)
      defects, deficiencies, or discrepancies related to the design or operation
      of
      internal controls which may affect the Company's ability to accurately record,
      process, summarize, report and disclose its financial data or


(b)
      any
      fraud, whether or not material, that involves management or other employees
      who
      have influential roles in the Company's financial reporting, disclosures or
      internal controls.


4.
      The
      Officers shall promptly notify the Company's General Counsel, or the CEO as
      well
      as the Board of Directors of any information he or she may have concerning
      any
      violation of the Company's Code of Ethics, including any actual or apparent
      conflicts of interest between personal and professional relationships, involving
      any management or other employees who have a significant role in the Company's
      financial reporting, disclosures or internal controls.


5.
      The
      Officers shall immediately bring to the attention of the General Counsel or
      the
      CEO and the Board of Directors any information he or she may have concerning
      evidence of a material violation of the securities or other laws, rules or
      regulation applicable to the Company and the operation of its business, by
      the
      Company or any agent of the Company.


6.
      The
      Board of Directors shall determine, or designate appropriate persons to
      determine, the appropriate actions to be taken in the event of a reported
      violation of the Code of Ethics. The actions taken shall be designed to deter
      wrongdoing and to promote accountability for adherence to the Code of Ethics.
      Such action may include a written notice to the individual involved that the
      Board has determined that there has been a violation, censure by the Board,
      demotion or re-assignment of the individual involved, suspension without pay
      or
      benefits (as determined by the Board) and termination of
      employment.


In
      determining what action should be taken, the Board, or its designee, shall
      take
      into account all relevant information, including


-
      the
      nature and severity of the violation,


-
      whether
      the violations was a single occurrence or repeated occurrences,


-
      whether
      the violation appears to have been intentional or inadvertent,


-
      whether
      the individual in question had been advised prior to the violation as to the
      proper course of action and


-
      whether
      or not the individual in question has committed other violation in the
      past.




*Item.
      10 Executive Compensation*





The
      following table sets forth the compensation of Global Links Corp.'s chief
      executive officer for the periods indicated.





SUMMARY
      COMPENSATION TABLE


Annual
                  Compensation
              
              
              
              
              
              Long-term
                  CompensationName
                  and
              
              Year
              
              Salary
                  $
              
              Bonus
              
              Compensation
              
              Stock
              
              Options/SAR's
              
              LTIPPrincipal
              
              
              
              
              
              
              
              
              
              Award(s)
              
              
              
              Payouts(a)
              
              (b)
              
              (c)
              
              (d)
              
              (e)
              
              (f)
              
              (g)
              
              (h)J.
                  Hancock
              
              July
                  24, 2001 Thru 2002
              
              $
              10,000
              
              
              -
              
              
              -
              
              $
              8,750
              
              
              -
              
              
              -President/CEO,
                  COOJ.
                  Brewer
              
              2002
              
              $
              135,000
              
              
              -
              
              $
              18,043
              
              $
              13,748
              
              
              -President,
                  CEO, CFO
              
              Thru April
                  30, 2003
              
              $
              45,000
              
              
              -
              
              $
              6,677
              
              
              -
              
              
              -
              
              
              -May
                  1, 2003 thru December 31, 2003
              
              
              -
              
              
              -
              
              
              -
              
              $
              4,000
              
              
              -F.
                  Dobrucki
              
              Thru
                  2004
              
              $
              143,627
              
              
              -
              
              
              -
              
              $
              1,479,200
              
              
              -
              
              
              -President,
                  CEO
              
              Thru
                  2005
              
              
              -
              
              
              -
              
              $
              94,500
              
              
              -
              
              
              -
              
              
              -





All
      restricted stock awards for Mr. Hancock and Mr. Brewer were terminated effective
      April 30, 2003.


Note:
      Mr.
      F. Dobrucki entered into a five year employment agreement with Capitol Group
      Holdings Corporation, dated July 1, 2002 calling for annual compensation of
      $156,000 plus a cash bonus of from $50,000 to $100,000 per year, which agreement
      was assumed by the Company in April, 2003. The Company and Mr. Dobrucki agreed
      in December 2003, to forgo the compensation for 2003 in exchange for 4,000,000
      shares of Series B Preferred Stock, and cancellation of the Agreement for the
      remaining contract period, to be replaced by a new agreement at a future date.
      At December 31, 2003, the shares had not been issued, but were issued in July,
      2004, along with an additional 6,040,000 shares valued at $483,200.





As
      of
      December 31, 2003, the valuation of preferred stock series B was based on par
      value, totaling $3,335. On January 1, 2004, the Company changed the valuation
      method to record preferred stock at strike price on the grant date.





30
 *Table
            of Contents*





Mr.
      James
      Brewer entered into a three year consulting agreement with the company Effective
      October 1, 2001, which agreement was cancelled on December 14, 2001 and replaced
      by a three year employment agreement effective December 1, 2001 calling for
      salary of $10,000 per month through September, 30, 2002, $11,250 per month
      from
      October 1, 2002 through September 30, 2003, $12,500 per month, from October
      1,
      2003 through September 30, 2004, and $15,000 per month from October 1, 2004
      through November 30, 2004. However, Mr. Brewer has resigned as an officer of
      the
      Company effective May 1, 2003, and the contract was canceled as of that date.
      No
      cash payments have been made to Mr. Brewer on either the consulting agreement
      or
      the employment agreement, however, Mr. Brewer received 1,117 shares of the
      Company's common stock equivalent to $15,637 as partial payment of amounts
      due
      Mr. Brewer under the employment agreement. Mr. Brewer also received an option
      to
      purchase 36 shares of the Company's common restricted stock at an option price
      of $1,400 per share (adjusted for reverse splits of the Company's common stock)
      exercisable at any time prior to December 15, 2006. Mr. Brewer agreed to
      terminate the option at the time of his resignation in April, 2003.





COMPENSATION
      OF DIRECTORS





Prior
      to
      December, 2001 there were no standard arrangements pursuant to which the
      Company's directors were to be compensated. In December, 2001 the Board of
      Directors approved a resolution under which non-employee directors are to be
      paid $500 per month for their services. In addition, Directors are entitled
      to
      reimbursement in accordance with the Company's policies for traveling,
      entertainment and any other expenses reasonably incurred and related to the
      performance of a Director's duties and responsibilities on behalf of
      Corporation. Such fees are in lieu of any payments for attendance at Directors'
      meetings. There are no other arrangements pursuant to which any of the Company's
      directors were otherwise compensated during the last four fiscal years for
      any
      service provided as director.




*Item11.
      Security Ownership Of Certain Beneficial Owners And
      Management.*





This
      table describes the ownership at December 31, 2005 of the Company's outstanding
      common stock by: (i) each of the Company's Officers and Directors; (ii) each
      person who is known by the Company to own more than 5% of the Company's
      outstanding common stock; and (iii) all of the Company's Officers and Directors
      as a group:




Name
                  and Address
              
              Number
                  of Shares
              
              Class
              
              Percentage
                  of ClassBeneficially
                  OwnedFrank
                  J. Dobrucki
              
              32
              
              Common
                Stock
              
              0.0007%Chief
                  Executive Officer and Chairman of the Board of Directors
              
              12,590,000
              
              Series
                B Preferred Stock
              
              84%Alexander
                  & Wade, Inc.(1)
              
              1,250,000
              
              Series
                B Preferred Stock
              
              8.3%




Note:
      Mr.
      F. Dobrucki entered into a five year employment agreement with Capitol Group
      Holdings Corporation, dated July 1, 2002 calling for annual compensation of
      $156,000 plus a cash bonus of from $50,000 to $100,000 per year, which agreement
      was assumed by the Company in April, 2003. The Company and Mr. Dobrucki agreed
      in December, 2003 to forgo the compensation for 2003 in exchange for 4,000,000
      shares of Series B Preferred Stock, and cancellation of the Agreement for the
      remaining contract period, to be replaced by a new agreement at a future date.
      At December 31, 2003, the shares had not been issued, but were issued in July,
      2004, along with an additional 6,040,000 shares valued at $483,200. The
      valuation of the issued stock on July 22, 2004 and August 14, 2004 was based
      on
      the converted strike price at the time of grant.





31
 *Table
            of Contents*





Equity
      Compensation Plan Information:




Number
                of Securities RemainingNumber
                of Securities to be Issued upon Exercise of Outstanding Options,
                warrants
                And rights
            
            Weighted-average
                exercise price of outstanding options, warrants and rights
            
            Number
                of securities remaining available for future issuance under equity
                compensation plans (excluding securities reflected in column
                (a))Plan
                category
            
            (a)
            
            (b)
            
            (c)Equity
                Compensation plans approved by security holders
            
            
            None
            
            
            .001
            
            $
            0.00Equity
                Compensation plans not approved by security holders (see Notes
                below)
            
            
            None
            
            
            .001
            
            $
            0.00Total
            
            
            None
            
            
            .001
            
            $
            0.00




*Item
      12. Certain Relationships and Related
      Transactions.*





During
      2002 and 2003, Mr. James Brewer made cash loans to the Company totaling
      approximately $63,000, and personally paid corporate costs totaling
      approximately $86,400. In September, 2003, Mr. Brewer agreed to forgo the
      repayment of a total of $130,000 of these receivables in exchange for certain
      consulting services by the Company. As of March 31, 2006, Mr. James Brewer
      received S-8 non-employee shares valued at $32,500, which was deemed by both
      parties to be paid in full for services rendered (See Note 14).





*Item13.
      Exhibits and Reports On Form 8-K.*





*a)
      Exhibits*




Exhibit
                  Number
              
              Description
                  **2.1*
              
              Plan
                  and Agreement of Triangular Merger between the registrant and its
                  wholly-
                  owned subsidiary, Global Links Capital Group, Inc., and Capitol
                  Group
                  Holdings Corporation dated June 16, 20033.1*
              
              Amended
                  and Restated Articles of Incorporation, For Global Links
                  Corp.3.2*
              
              By-Laws
                  as restated for Global Links Corp.4.1*
              
              Rights,
                  Preferences, Privileges and Restrictions Series "A" Convertible
                  Preferred
                  Stock4.2*
              
              Rights,
                  Preferences, Privileges and Restrictions Series "B" Convertible
                  Preferred
                  Stock10.1*
              
              United
                  Trading.Com Employee Stock Incentive Plan For The Year
                  2002
  32
 *Table
                of Contents*
 10.2*
              
              United
                  Trading.Com Non-Employee Directors And Consultants Retainer Stock
                  Plan For
                  The Year 200210.3*
              
              United
                  Trading.Com Non-Employee Directors And Consultants Retainer Stock
                  Plan For
                  The Year 2002 No. 310.4*
              
              Global
                  Links Corp. Employee Stock Incentive Plan for the Year
                  200310.5*
              
              Global
                  Links Corp. Non-Employee Directors and Consultants Retainer Stock
                  Plan for
                  Year 200310.6*
              
              Global
                  Links Corp. Employee Stock Incentive Plan for the Year
                  200410.7*
              
              Global
                  Links Corp. Non-Employee Directors and Consultants Retainer Stock
                  Plan for
                  Year 200410.8*
              
              Global
                  Links Corp. Employee Stock Incentive Plan for the Year 2004,
                  #210.9*
              
              Global
                  Links Corp. Non-Employee Directors and Consultants Retainer Stock
                  Plan for
                  Year 2004, #210.10*
              
              Global
                  Links Corp. Employee Stock Incentive Plan for the Year 2004,
                  #310.11*
              
              Global
                  Links Corp. Non-Employee Directors and Consultants Retainer Stock
                  Plan for
                  Year 2004, #319.1
              
              List
                  of subsidiaries


*
      Exhibits were previously filed.


**
      Summaries of all Exhibits contained within this Registration Statement are
      modified in their entirety by reference to these Exhibits.





(b)
      REPORTS ON FORM 8-K


There
      have been no reports of Form 8-K made during the quarter ended December 31,
      2003.





*Item* *14
      Principal Account Fees And Services*





Aggregate
      fees billed for each of the last two fiscal years for professional services
      rendered by the principal accountant for the audit of the registrant's annual
      financial statements and review of financial statements included in the
      registrant's Form 10Q or services that are normally provided by the accountant
      in connection with statutory and regulatory filings or engagements for those
      fiscal years are as follows:





December
                31,2005
            
            December
                31,2004Audit
                Fees
            
            $
            38,038
            
            $
            11,625Audit-Related
                Fees
            
            None
            
            NoneTax
                Fees
            
            To
              be determined
            
            to
              be determinedAll
                Other Fees
            
            None
            
            None





33
 *Table
          of Contents*




Audit
      Committee's pre-approval policies and procedures: Not applicable








SIGNATURES








In
      accordance with Section 13 or 15(d) of THE Exchange Act, the registrant caused
      this report to be signed on its behalf by the undersigned, thereunto duly authorized.




GLOBAL
                    LINKS CORP.(Registrant)By:
                s/Frank
                    J. Dobrucki, President and DirectorDate:
                August
                    28, 2006




34