**UNITED
      STATES**


**SECURITIES
      AND EXCHANGE COMMISSION**


**Washington,
      D.C. 20549**





**FORM
      10-QSB**





**[
                X ]**
            **QUARTERLY
                REPORT UNDER SECTION 13 0R 15(****d****)
                OF THE SECURITIES EXCHANGE ACT OF
                1934**





For
      the
      quarterly period ended  **June
      30, 2005**





**[
                 ]**
            **TRANSITION
                REPORT UNDER SECTION 13 0R 15(****d****)
                OF THE SECURITIES EXCHANGE ACT OF
                1934**





For
      the
      transition period from __________ to
      _________








**Commission
      file number** **000-33309**








**GLOBETRAC
                INC.**(Exact
                name of small business issuer as specified in its
                charter)








Incorporated
                in the State of Delaware
              (State
                or other jurisdiction of incorporation or organization)
            33-0953557
              (I.R.S.
                Employer Identification No.)1100
                Melville Street, Suite 600, Vancouver, British Columbia, V6E
                4A6
              (Address
                of principal executive offices)1-800-648-4287
              (Issuer’s
                telephone number)(Former
                name, former address and former fiscal year, if changed since last
                report)











**APPLICABLE
      ONLY TO CORPORATE ISSUERS**





State
      the
      number of shares outstanding of each of the issuer’s classes of common equity,
      as of the latest practicable date.





**Class**
            **Outstanding
                at August 10, 2005**Common
                Stock - $0.001 par value
            22,190,000





Transitional
      Small Business Disclosure Format (Check one): **Yes
      [   ] No [ X ]**





***Page
          - 1***


**PART
      I - FINANCIAL INFORMATION**





**Item
      1.**  **Financial
      Statements.**







**GLOBETRAC
      INC.**





**CONSOLIDATED
      FINANCIAL STATEMENTS**








**As
      at June 30, 2005 and December 31, 2004 and**


**for
      the three months and six months ended June 30, 2005 and 2004**


**Unaudited**













**CONSOLIDATED
      BALANCE SHEETS**





**CONSOLIDATED
      STATEMENTS OF OPERATIONS** **AND
      COMPREHENSIVE INCOME**





**CONSOLIDATED
      STATEMENTS OF CHANGES IN STOCKHOLDERS’ DEFICIT AND COMPREHENSIVE
      INCOME**





**CONSOLIDATED
      STATEMENTS OF CASH FLOWS**





**NOTES
      TO CONSOLIDATED FINANCIAL STATEMENTS**





***Page
          - 2***




**GLOBETRAC
                    INC.****CONSOLIDATED
                    BALANCE SHEETS****UNAUDITED**
  **June
                    30,**
                
                
                **December
                    31,****2005**
                
                
                **2004****ASSETS****CURRENT
                    ASSETS**Cash
                $
                6,568
                
                $
                1,342Accounts
                    receivableNet
                    of allowance for doubtful accounts of $1,042 and $nil
                
                125,188
                
                
                63,866**TOTAL
                    ASSETS**
                $
                131,756
                
                $
                65,208**LIABILITIES
                    AND STOCKHOLDERS' DEFICIT****CURRENT
                    LIABILITIES**Accounts
                    payable and accrued liabilities
                $
                120,230
                
                $
                142,322Advances
                    payable
                
                16,385
                
                
                -Convertible
                    notes payable on demand
                
                1,671,914
                
                
                1,605,730Due
                    to related parties
                
                608,325
                
                
                571,275Note
                    payable to related party
                
                500,000
                
                
                500,0002,916,854
                
                
                2,819,327Commitment
                    and Contingencies**STOCKHOLDERS'
                    DEFICIT**Share
                    capitalAuthorized200,000,000
                    common shares, $0.001 par value5,000,000
                    preferred shares, $0.001 par valueIssued
                    and outstanding:22,190,000
                    common shares
                
                22,190
                
                
                22,190Additional
                    paid in capital
                
                1,167,085
                
                
                1,167,085Accumulated
                    deficit
                
                (3,999,040
                )
                
                (3,963,224
                )Other
                    comprehensive income:Foreign
                    currency translation adjustment
                
                24,667
                
                
                19,830**Total
                    Stockholders' Deficit**
                
                (2,785,098
                )
                
                (2,754,119
                )**TOTAL
                    LIABILITIES AND STOCKHOLDERS' DEFICIT**
                $
                131,756
                
                $
                65,208The
                    accompanying notes are an integral part of these consolidated
                    financial
                    statements






***Page
          - 3***




**GLOBETRAC
                    INC.****CONSOLIDATED
                    STATEMENTS OF OPERATIONS****UNAUDITED**
  **Three
                    Months Ended**
                
                **Six
                    Months Ended****June
                    30,**
                
                **June
                    30,****2005**
                
                **2004**
                
                **2005**
                
                **2004****REVENUE**Royalty
                    income
                $
                82,143
                
                $
                -
                
                $
                94,484
                
                $
                -**OPERATING
                    EXPENSES**Administrative
                    expenses
                
                16,704
                
                
                172,781
                
                
                27,949
                
                
                348,635Selling
                    expenses
                
                4,180
                
                
                1,922
                
                
                11,023
                
                
                4,664Total
                    Operating Expenses
                
                20,884
                
                
                174,703
                
                
                38,972
                
                
                353,299Income
                     (Loss) From Operations
                
                61,259
                
                
                (174,703
                )
                
                55,512
                
                
                (353,299
                )**OTHER
                    EXPENSES**Foreign
                    exchange transaction gains
                
                (141
                )
                
                (767
                )
                
                (74
                )
                
                (869
                )Interest
                    expense
                
                (44,021
                )
                
                (22,435
                )
                
                (91,254
                )
                
                (45,498
                )Total
                    Other Expenses
                
                (44,162
                )
                
                (23,202
                )
                
                (91,328
                )
                
                (46,367
                )Net Income
                    (Loss) for the period before discontinued operations
                
                17,097
                
                
                (197,905
                )
                
                (35,816
                )
                
                (399,666
                )**DISCONTINUED
                    OPERATIONS**Loss
                    from discontinued operations
                
                -
                
                
                (177,254
                )
                
                -
                
                
                (262,974
                )**NET
                    INCOME(LOSS) FOR THE PERIOD**
                $
                17,097
                
                $
                (375,159
                )
                $
                (35,816
                )
                $
                (662,640
                )**BASIC
                    AND DILUTED EARNINGS (LOSS) PER SHARE:**Continuing
                    operations
                $
                0.01
                
                $
                (0.01
                )
                $
                (0.01
                )
                $
                (0.02
                )Discontinued
                    operations
                
                -
                
                
                (0.01
                )
                
                -
                
                
                (0.01
                )$
                0.01
                
                $
                (0.02
                )
                $
                (0.01
                )
                $
                (0.03
                )**WIEGHTED
                    AVERAGE SHARES OUTSTANDING**
                
                22,190,000
                
                
                21,040,000
                
                
                22,190,000
                
                
                21,040,000The
                    accompanying notes are an integral part of these consolidated
                    financial
                    statements






***Page
          - 4***




**GLOBETRAC
                    INC.****CONSOLIDATED
                    STATEMENTS OF CHANGES IN STOCKHOLDERS' DEFICIT AND COMPREHENSIVE
                    INCOME****FOR
                    THE SIX MONTHS ENDED JUNE 30, 2005 AND 2004****UNAUDITED**
  **Common
                    Stock Issued**
                
                **Common
                    Stock****Subscribed**
                
                
                
                **Accumulated****Additional**
                
                
                
                
                
                
                
                **Other****Number
                    of**
                
                
                
                
                
                **Paid-in**
                
                
                **Number
                    of**
                
                
                
                
                
                **Accumulated**
                
                
                **Comprehensive****Shares**
                
                
                **Amount**
                
                
                **Capital**
                
                
                **Shares**
                
                
                **Amount**
                
                
                **Deficit**
                
                
                **Income**
                
                
                **Total****Balance,
                    January 31, 2004**
                
                
                **21,940,000**
                
                
                **21,940**
                
                
                **917,335**
                
                
                **250,000**
                
                
                **250,000**
                
                
                **(2,599,335**
                **)**
                
                **22,736**
                
                
                **(1,387,324**
                **)**Reg
                    S, Private Placement, shares issued****for
                    cash, June 9, 2004
                
                
                250,000
                
                
                250
                
                
                249,750
                
                
                (250,000
                )
                
                (250,000
                )Net
                    loss for the six month period endedJune
                    30, 2004
                
                
                -
                
                
                -
                
                
                -
                
                
                -
                
                
                -
                
                
                (662,640
                )
                
                -
                
                
                (662,640
                )Foreign
                    currency translation adjustments
                
                
                -
                
                
                -
                
                
                -
                
                
                -
                
                
                -
                
                
                -
                
                
                (5,063
                )
                
                (5,063
                )**Balance,
                    June 30, 2004**
                
                
                **22,190,000**
                
                
                **22,190**
                
                
                **1,167,085**
                
                
                **-**
                
                
                **-**
                
                
                **(3,261,975**
                **)**
                
                **17,673**
                
                
                **(2,055,027**
                **)**Net
                    loss for the six month period endedDecember
                    31, 2004
                
                
                -
                
                
                -
                
                
                -
                
                
                -
                
                
                -
                
                
                (701,249
                )
                
                -
                
                
                (701,249
                )Foreign
                    currency translation adjustments
                
                
                -
                
                
                -
                
                
                -
                
                
                -
                
                
                -
                
                
                -
                
                
                2,157
                
                
                2,157**Balance,
                    December 31, 2004**
                
                
                **22,190,000**
                
                
                **22,190**
                
                
                **1,167,085**
                
                
                **-**
                
                
                **-**
                
                
                **(3,963,224**
                **)**
                
                **19,830**
                
                
                **(2,754,119**
                **)**Net
                    loss for the six month period endedJune
                    30, 2005
                
                
                -
                
                
                -
                
                
                -
                
                
                -
                
                
                -
                
                
                (35,816
                )
                
                -
                
                
                (35,816
                )Foreign
                    currency translation adjustments
                
                
                -
                
                
                -
                
                
                -
                
                
                -
                
                
                -
                
                
                -
                
                
                4,837
                
                
                4,837**Balance,
                    June 30, 2005**
                
                
                **22,190,000**
                
                **$**
                **22,190**
                
                **$**
                **1,167,085**
                
                **$**
                **-**
                
                **$**
                **-**
                
                **$**
                **(3,999,040**
                **)**
                **$**
                **24,667**
                
                **$**
                **(2,785,098**
                **)**The
                    accompanying notes are an integral part of these consolidated
                    financial
                    statements





***Page
          - 5***




**GLOBETRAC
                    INC.****CONSOLIDATED
                    STATEMENTS OF CASH FLOWS****UNAUDITED**
  **Six
                    Months Ended****June
                    30,****2005**
                
                
                **2004****CASH
                    FLOWS USED IN OPERATING ACTIVITIES**Net
                    loss for the period
                $
                (35,816
                )
                $
                (662,640
                )Adjustment
                    to reconcile net loss to net cash used in operating
                    activities:Depreciation
                
                -
                
                
                1,598Change
                    in operating assets and liabilities:Increase
                    in accounts receivable
                
                (61,322
                )
                
                (242,337
                )Decrease
                    in inventory
                
                -
                
                
                195,362Decrease
                    in prepaids
                
                -
                
                
                5,097(Decrease)
                    Increase in accounts payable
                
                (22,092
                )
                
                75,220Increase
                    in accrued interest payable to related party
                
                24,795
                
                
                24,863(Decrease)
                    Increase in accounts payable to related parties
                
                (11,011
                )
                
                174,924Increase
                    in accrued interest payable on convertible notes
                
                66,184
                
                
                26,823**NET
                    CASH USED IN OPERATING ACTIVITIES**
                
                (39,262
                )
                
                (401,090
                )**CASH
                    FLOWS PROVIDED BY FINANCING ACTIVITIES**Increase
                    in convertible notes payable on demand
                
                -
                
                
                472,470Increase
                    in advances payable to related party
                
                23,266
                
                
                -Increase
                    in advances payable
                
                16,385
                
                
                -**CASH
                    FLOWS PROVIDED BY FINANCING ACTIVITIES**
                
                39,651
                
                
                472,470**NET
                    CASH USED IN INVESTING ACTIVITIES**Purchase
                    of fixed assets
                
                -
                
                
                (2,209
                )Effect
                    of exchange rate changes on cash
                
                4,837
                
                
                (5,063
                )Increase
                    in cash
                
                5,226
                
                
                64,108Cash,
                    beginning of period
                
                1,342
                
                
                8,810**CASH,
                    END OF PERIOD**
                **$**
                **6,568**
                
                **$**
                **72,918**Supplemental
                    disclosure of cash flow information:Cash
                    paid during the period for:Interest
                $
                -
                
                $
                51,686Non-cash
                    financing transactions:Conversion
                    of advances payable to convertible notes payable
                $
                -
                
                $
                378,474The
                    accompanying notes are an integral part of these consolidated
                    financial
                    statements





***Page
          - 6***


**GLOBETRAC
      INC.**


**NOTES
      TO CONSOLIDATED FINANCIAL STATEMENTS**


**(Unaudited)**


**June
      30, 2005**





**NOTE
      1 - NATURE OF OPERATIONS AND BASIS OF PRESENTATION**





**Nature
      of Operations**


The
      Company was incorporated in the state of Delaware on March 2, 2000, and its
      principal executive offices are headquartered in Vancouver, Canada.





The
      Company was in the business of selling, marketing, distributing and installing
      global wireless tracking and telematics equipment in Europe until November
      1,
      2004 when they exchanged certain assets and certain liabilities in Globetrac
      Limited and their rights to the global wireless tracking and telematics business
      in Europe for a six percent royalty on gross sales of all existing and qualified
      potential customers that the Company has in Europe. As a result of terminating
      its operations in Europe, the Company is seeking new business opportunities.





**Basis
      of Presentation**


The
      unaudited consolidated financial statements included herein have been prepared
      in accordance with generally accepted accounting principles for interim
      financial information and with the instructions to Form 10-QSB and Item 310(b)
      of Regulation S-B. In the opinion of management, all adjustments (consisting
      of
      normal recurring accruals) considered necessary for a fair presentation have
      been included. Operating results for the three month and six month periods
      ended
      June 30, 2005 and 2004 are not necessarily indicative of the results that may
      be
      expected for any interim period or the entire year. For further information,
      these consolidated financial statements and the related notes should be read
      in
      conjunction with the Company’s audited financial statements for the year ended
      December 31, 2004 included in the Company’s annual report on Form
      10-KSB.





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





A
      summary
      of the Company’s significant accounting policies is included in the Company’s
      2004 Annual Report. Additional significant accounting policies which affect
      the
      Company or which have been developed since December 31, 2004 are summarized
      below:





**Principles
      of Consolidation**


The
      consolidated financial statements include the accounts of the Company and its
      wholly owned subsidiary Global Axxess Corporation Limited (“Global Axxess”).
      Investment in Global Axxess is carried at cost and all intercompany balances
      and
      transactions have been eliminated.





**Foreign
      Currency**


The
      financial statements of the Company’s foreign subsidiary are measured using
      British Pounds and the Euro as the functional currencies. Assets and liabilities
      of these subsidiaries are translated at exchange rates as of the balance sheet
      date. Revenues and expenses are translated at the average exchange rates for
      the
      period. The resulting cumulative translation adjustments have been recorded
      as a
      separate component of stockholder’s equity. Foreign currency transaction gains
      and losses are included in consolidated net losses.





**Comprehensive
      Income**


Comprehensive
      income reflects changes in equity that result from transactions and economic
      events from non-owner sources. Comprehensive income for the current period
      represents foreign currency translation items associated with the Company’s
      English and Irish operations.





**Discontinued
      Operations**


SFAS
      No.
      146 requires that a liability for a cost associated with an exit or disposal
      activity be recognized and measured initially at fair value only when the
      liability is incurred, not when it is planned. The Company’s termination of
      their global wireless tracking and telematics equipment business in Europe
      during November of 2004 caused the Company to reclassify and disclose separately
      the costs associated with the disposal on the statement of operations and
      comprehensive income for the three and six months ended June 30, 2004.


***Page
          - 7***


**GLOBETRAC
      INC.**


**NOTES
      TO CONSOLIDATED FINANCIAL STATEMENTS**


**(Unaudited)**


**June
      30, 2005**





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





**Reclassifications**


Certain
      prior year amounts in the accompanying financial statements have been
      reclassified to conform to current year presentation. These reclassifications
      had no effect on the results of operations or financial position for any
      year/period presented.





**NOTE
      3 -** **ADVANCES
      PAYABLE**





At
      June
      30, 2005 and December 31, 2004, the Company had advances payable of $16,385
      and
      $nil. These advances are unsecured, bear no interest or terms of
      repayment.





**NOTE
      4 - CONVERTIBLE NOTES PAYABLE**





At
      June
      30, 2005 and December 31, 2004, the Company had a note payable in the amount
      of
      $162,149. At June 30, 2005 and December 31, 2004, $19,422 and $12,990 in
      interest had been accrued on this note. This note is unsecured, bears interest
      at 8%, is payable on demand and at the option of the Company is convertible
      into
      common shares of the Company at $0.50 per share.





At
      June
      30, 2005 and December 31, 2004, the Company had notes payable totalling
      $511,660. At June 30, 2005 and December 31, 2004, $61,210 and $40,933 in
      interest had been accrued on these notes. These notes are unsecured, bear
      interest at 8% are payable on demand and at the option of the Company are
      convertible into common shares of the Company at $0.50 per share.





At
      June
      30, 2005 and December 31, 2004, the Company had notes payable totalling
      $835,940. At June 30, 2005 and December 31, 2004, $81,532 and $42,058 in
      interest had been accrued on these notes. These notes are unsecured, bear
      interest at 10% are payable on demand and at the option of either the Company
      or
      the lender are convertible into common shares of the Company at $0.15 per share.





**NOTE
      5 - DUE TO RELATED PARTIES**





At
      June
      30, 2005 and December 31, 2004, the Company was indebted to a company sharing
      a
      common officer with the Company in the amount of $4,755. This debt is unsecured,
      non-interest bearing and has no fixed terms of repayment.




At
      June
      30, 2005 and December 31, 2004, the Company was indebted to a company controlled
      by an officer of the Company in the amounts of $188,727 and $139,227. This
      debt
      is unsecured, non-interest bearing and has no fixed terms of repayment. During
      the six month periods ended June 30, 2005 and 2004, this same company was paid
      $nil and $120,000 in administrative fees.




During
      the six month periods ended June 30, 2005 and 2004 a related party was paid
      $nil
      and $15,000 for management fees.





At
      June
      30, 2005 and December 31, 2004, the Company was indebted to a company sharing
      a
      common director in the amounts of $14,426 and $15,418. This debt is unsecured,
      non-interest bearing and has no fixed terms of repayment.





At
      June
      30, 2005 and December 31, 2004, the Company was indebted to an officer of the
      Company in the amount of $239,090. This debt is unsecured, non-interest bearing
      and has no fixed terms of repayment. During the six month period ended June
      30,
      2005 and 2004, this related party provided management services to the Company
      amounting to $nil and $124,998. As well, during the six month periods ended
      June
      30, 2005 and 2004, the Company paid rent on behalf of this related party in
      the
      amounts of $nil and $18,667.





At
      June
      30, 2005 and December 31, 2004, the Company was indebted to a company controlled
      by an officer of the Company in the amounts of $17,971 and $27,990. This debt
      is
      unsecured, non-interest bearing and has no fixed terms of repayment. During
      the
      six month periods ended June 30, 2005 and 2004, this related party provided
      consulting services to the Company amounting to $nil and $50,081.


***Page
          - 8***


**GLOBETRAC
      INC.**


**NOTES
      TO CONSOLIDATED FINANCIAL STATEMENTS**


**(Unaudited)**


**June
      30, 2005**





**NOTE
      5 - DUE TO RELATED PARTIES, Continued**





At
      June
      30, 2005 and December 31, 2004, the Company was indebted to a director of the
      Company in the amount of $13,766 and $nil. This debt is unsecured, non-interest
      bearing and has no fixed terms of repayment.





During
      the six month periods ended June 30, 2005 and 2004 a related party was paid
      $nil
      and $87,422 for wages.





**NOTE
      6 - NOTE PAYABLE TO RELATED PARTY**





At
      June
      30, 2005 and December 31, 2004, the Company had a note payable to a director
      of
      the Company in the amount of $500,000, plus accrued interest of $129,589 and
      $104,755. This note is unsecured, bears interest at 10% and was due November
      27,
      2004.





**NOTE
      7 - COMMON STOCK**





On
      August
      8, 2003, the directors of the Company approved a private placement for up to
      1
      million units at $1 per unit, under Regulation S of the United States Securities
      Act of 1933. Each unit consists of one restricted common share of the Company
      and one non-transferable share purchase warrant. Each warrant entitles the
      subscriber to purchase one additional restricted common share of the Company
      at
      a price of $1.10 per share. On November 25, 2003, the directors of the Company
      approved an increase in the private placement to 2 million units.





On
      August
      22, 2003, the Company entered into two Regulation S private placement agreements
      whereby the Company agreed to issue 750,000 restricted units at $1 per unit,
      consisting of 750,000 restricted common shares and one share purchase warrant
      exercisable by the holder at $1.10 per share for up to 750,000 restricted common
      shares of the Company, until August 26, 2005.





On
      October 1, 2003, the Company entered into a Regulation S private placement
      agreement whereby the Company agreed to issue 150,000 restricted units at $1
      per
      unit, consisting of 150,000 restricted common shares and one share purchase
      warrant exercisable by the holder at $1.10 per share for up to 150,000
      restricted common shares of the Company, until October 7, 2005.





On
      November 21, 2003, the Company entered into two Regulation S subscription
      agreements whereby the Company agreed to issue 250,000 restricted units at
      $1
      per unit, consisting of 250,000 restricted common shares and one share purchase
      warrant exercisable by the subscriber at $1.10 per share for up to 150,000
      and
      100,000 restricted common shares of the Company, until November 28, 2005 and
      December 1, 2005.





**NOTE
      8 - COMMITMENT AND CONTINGENCIES**





The
      Company was in the business of selling, marketing, distributing and installing
      global wireless tracking and telematics equipment in Europe until November
      1,
      2004 when they exchanged their rights to sell, market, distribute and install
      global wireless tracking and telematics equipment in Europe as well as all
      of
      their fixed assets and inventory, offset by a trade account payable to the
      acquirer, for a royalty of 6% on future gross sales to current customers and
      qualified potential customers in Europe. There is no cap on the royalties and
      royalties are to be paid for the duration of eleven years. The Company has
      accumulated a deficit of $3,999,040 since inception and additional financing
      will be required by the Company to fund and support its operations. Management
      plans to mitigate its losses in future years by significantly reducing its
      operating expenses and seeking out new business opportunities. However, there
      is
      no assurance that the Company will be able to obtain additional financing,
      reduce their operating expenses or be successful in locating or acquiring a
      viable business. The financial statements do not include any adjustments that
      might result from the outcome of those uncertainties.


***Page
          - 9***


**GLOBETRAC
      INC.**


**NOTES
      TO CONSOLIDATED FINANCIAL STATEMENTS**


**(Unaudited)**


**June
      30, 2005**





**NOTE
      9 - DISCONTINUED OPERATIONS**





On
      November 26, 2004, the Company entered into a letter agreement whereby they
      agreed to discontinue, effective November 1, 2004, marketing, distributing
      and
      installing global wireless tracking and telematics equipment in Europe, which
      was carried on through its wholly-owned subsidiary, Globetrac Limited, in
      exchange for certain assets and liabilities and a six percent royalty to be
      paid
      to GlobeTrac Inc. on gross sales of all existing and qualified potential
      customers that the Company has in Europe. Revenues for the wireless tracking
      and
      telematics business were $817,732 for the six month period ended June 30, 2004.
      Net loss in the wireless tracking and telematics business for the six month
      period ended June 30, 2004 of $262,974, has been recorded in the loss from
      discontinued operations section, of the statements of operations and
      comprehensive income.





***Page
          - 10***


**Item
      2 - Management’s Discussion and Analysis of Results of Operations and Financial
      Condition**





THE
      FOLLOWING IS A DISCUSSION AND ANALYSIS THAT MANAGEMENT BELIEVES IS RELEVANT
      TO
      AN ASSESSMENT AND UNDERSTANDING OF THE CONSOLIDATED RESULTS OF OPERATIONS AND
      FINANCIAL CONDITION OF GLOBETRAC AND ITS SUBSIDIARIES (COLLECTIVELY, “GLOBETRAC”
      OR THE “COMPANY”) FOR THE THREE AND SIX MONTH PERIODS ENDED JUNE 30, 2005 AND
      2004. THE FOLLOWING SHOULD BE READ IN CONJUNCTION WITH THE CONSOLIDATED
      FINANCIAL STATEMENTS AND RELATED NOTES APPEARING ELSEWHERE HEREIN AND
      MANAGEMENT’S DISCUSSION AND ANALYSIS INCLUDED IN GLOBETRAC’S ANNUAL REPORT ON
      FORM 10-KSB FOR THE YEAR ENDED DECEMBER 31, 2004.





**Overview**





GlobeTrac
      was in the business of selling, marketing, distributing and installing global
      wireless tracking and telematics equipment. GlobeTrac was incorporated in the
      state of Delaware on March 2, 2000 and its principal executive offices are
      headquartered in Vancouver, Canada.





On
      November 1, 2004, GlobeTrac began to wind down its European operations and
      entered into negotiations with WebTech. In order not to affect existing
      customers/resellers, WebTech agreed to acquire all of GlobeTrac’s existing
      customers/resellers and portals effective November 1, 2004 based on a letter
      agreement dated November 26, 2004.





WebTech
      acquired specific assets and liabilities of GlobeTrac Limited and, in
      consideration for this and all of the time and effort expended by GlobeTrac
      Limited in launching the European market, WebTech has agreed to pay a six
      percent commission/royalty on gross sales. This royalty is based on both
      existing and qualified potential customers/resellers that GlobeTrac Limited
      had
      either procured or previously contacted. A list of customers/resellers,
      including qualified potential customers/resellers was provided to WebTech.
      Sales
      from qualified potential customers/resellers will be included for commission
      purposes if such business commences within 12 months of the signed agreement.
      There is no cap on the royalty payable to the Company and royalties are to
      be
      paid by WebTech for 11 years from November 1, 2004.





GlobeTrac
      management believes that due to slower than expected sales, warranty issues,
      faulty product, insufficient funding, insufficient margins and the potential
      risk of becoming insolvent this agreement is in the best interest of both
      parties and will allow GlobeTrac the ability to seek new business
      opportunities.





GlobeTrac
      has accumulated a deficit of approximately $4 million to date and will require
      additional financing to continue to operate and to seek out new business
      opportunities. GlobeTrac plans to mitigate its losses in future years by the
      closing of its European operations, through receipt of the royalty payments
      from
      WebTech and reducing certain operating expenses that were associated with their
      European operations. However, there is no assurance that GlobeTrac will be
      able
      to obtain additional financing or that they will be successful in seeking new
      business opportunities or that they will receive any royalties from WebTech
      or
      that they will be able to reduce operating expenses associated with closing
      down
      their European operations. The financial statements do not include any
      adjustments that might result from the outcome of those
      uncertainties.





**Results
      of Operations**





Revenues





Revenue
      increased by $82,143 from $nil for the three month period ended June 30, 2004
      to
      $82,143 for the three month period ended June 30, 2005. The increase was due
      to
      a 6% royalty, which relates to the letter agreement GlobeTrac entered into
      November 26, 2004. The prior year’s sales from the wireless tracking business
      have been reclassified as part of loss from discontinued
      operations.





Revenue
      increased by $94,484 from $nil for the six month period ended June 30, 2004
      to
      $94,484 for the six month period ended June 30, 2005. The increase was due
      to a
      6% royalty, which relates to the letter agreement Globetrac entered into on
      November 26, 2004. The prior year’s sales from the wireless tracking business
      have been reclassified as part of loss from discontinued
      operations.





Revenue
      increased by $258,316 or 452% from $57,180 for the three-month period ended
      June
      30, 2003 to $315,496 for the three-month period ended June 30, 2004. The
      increase in revenue was achieved through the continuation of GlobeTrac’s sales
      and marketing programs aimed at gaining market share through brand recognition.




***Page
          - 11***




Revenue
      increased by $685,107 or 517% from $132,625 for the six-month period ended
      June
      30, 2003 to $817,732 for the six-month period ended June 30, 2004. The increase
      in revenue was achieved through the continuation of GlobeTrac’s sales
      and marketing programs aimed at gaining market share through brand
      recognition.





Cost
      of Sales





Cost
      of
      sales remained at $nil for the three and six month periods ended June 30, 2004
      and June 30, 2005. Due to the letter of agreement GlobeTrac entered into on
      November 26, 2004, cost of sales for the three and six-month periods ended
      June
      30, 2004, were reclassified to loss from discontinued operations.


Cost
      of
      sales increased by $189,767 or 468% from $40,588 for the three-month period
      ended June 30, 2003 to $230,355 for the three-month period ended June 30, 2004.
      The increase was due to an increase in sales during the period. GlobeTrac’s
      gross margin increased $68,549 or 413% from $16,592 for the three month period
      ended June 30, 2003 to $85,141 for the three-month period ended June 30, 2004.
      As a percentage of revenue, GlobeTrac’s gross margin was 27% for the three-month
      period ended June 30, 2004 compared to a gross margin of 29% for the three-month
      period ended June 30, 2003.





Cost
      of
      sales increased by $459,102 or 509% from $90,195 for the six-month period ended
      June 30, 2003 to $549,297 for the six-month period ended June 30, 2004. The
      increase was due to an increase in sales during the period. GlobeTrac’s gross
      margin increased $226,004 or 533% from $42,430 for the six month period ended
      June 30, 2003 to $268,434 for the six-month period ended June 30, 2004. As
      a
      percentage of revenue, GlobeTrac’s gross margin was 33% for the six-month period
      ended June 30, 2004 compared to a gross margin of 32% for the six-month period
      ended June 30, 2003.





Operating
      Expenses





Operating
      expenses decreased by $153,819 or 88% from $174,703 for the three-month period
      ended June 30, 2004 to $20,884 for the three-month period ended June 30, 2005.
      The decrease was primarily due to decreases of $64,341 in professional fees,
      $18,007 in consulting fees, $419 in office expenses, $2,665 in bank charges,
      $70,333 in management fees, and $1,384 in telephone offset by increases of
      $243
      in filing fees, $2,257 in advertising and marketing, and of $830 in
      depreciation. Due to the November 26, 2004 letter agreement, whereby GlobeTrac
      disposed of their wireless tracking business, the June 30, 2004 expenses
      associated with the wireless tracking business have been reclassified to loss
      from discontinued operations.





Operating
      expenses decreased by $ 314,327 or 89 % from $353,299 for the six-month period
      ended June30, 2004 to $38,972 for the three-month period ended June 30, 2005.
      The decrease was primarily due to decreases of $140,069 in professional fees,
      $34,969 in consulting fees, $3,988 in office expenses, $146 in bank charges,
      $282 in filing fees, $139,998 in management fees, and $1,384 in telephone offset
      by an increase of $6,359 in marketing, and $150 in depreciation. Due to the
      November 26, 2004 letter agreement, whereby GlobeTrac disposed of their wireless
      tracking business, the June 30, 2004 expenses associated with the wireless
      tracking business have been reclassified to loss from discontinued
      operations





Operating
      expenses increased by $33,545 or 8% from $401,517 for the three-month period
      ended June 30, 2003 to $435,062 for the three-month period ended June 30, 2004.
      The increase was primarily due to increases of $11,214 in office expenses,
      $357
      in depreciation, $1,277 in rent, $34,413 in marketing and advertising, $17,989
      in travel and $74,240 in wages offset by decreases of $22,211 in professional
      fees, $17,833 in management fees, $1,273 in telephone, $41,321 in consulting
      fees, $16,353 in installation expenses, $76 in bank charges, $61 in filing
      fees,
      $4,114 in bad debts and $2,703 in foreign exchange. The increase in operating
      costs was primarily caused by increased marketing costs and the hiring of sales
      and marketing people. As a percentage of sales GlobeTrac’s operating expenses
      decreased by 564% from 702% for the three month period ended June 30, 2003
      to
      138% for the three-month period ended June 30, 2004.





Operating
      expenses increased by $111,642 or 15% from $767,746 for the six-month period
      ended June 30, 2003 to $879,388 for the six-month period ended June 30, 2004.
      The increase was primarily due to increases of $25,584 in office expenses,
      $49
      in bank charges, $826 in depreciation, $464 in filing fees, $15,891 in rent,
      $1,930 in telephone, $196,815 in wages, $27,070 in marketing and advertising
      and
      $6,302 in travel, offset by decreases of $5,467 in professional fees $87,819
      in
      consulting fees, $46,312 in installation expenses, $14,833 in management fees,
      $4,114 in bad debts and $4,743 in foreign exchange. As a percentage of sales
      GlobeTrac’s operating expenses decreased by 472% from 581% for the six month
      period ended June 30, 2003 to 109% for the six-month period ended June 30,
      2004.




***Page
          - 12***





Interest
      Expense





Interest
      expense increased by $21,586 or 96% from $22,435 for the three-month period
      ending June 30, 2004 to $44,021 for the three-month period ending June 30,
      2005.
      This was primarily due to interest on convertible notes payable and the note
      payable to a related party. Interest expense will increase during 2005 if
      GlobeTrac receives more funding through promissory notes, however it may
      decrease if any of the debt is repaid or if the convertible debt is converted
      to
      common stock of GlobeTrac.





Interest
      expense increased by $45,756 or 101% from $45,498 for the six-month period
      ending June 30, 2004 to $91,254 for the six-month period ending June 30, 2005.
      This was primarily due to interest on convertible notes payable and the note
      payable to a related party. Interest expense will increase during 2005 if
      GlobeTrac receives more funding through promissory notes, however it may
      decrease if any of the debt is repaid or if the convertible debt is converted
      to
      common stock of GlobeTrac.





Interest
      expense increased by $696 or 3% from $24,542 for the three months ended at
      June
      30, 2003 to $25,238 for the six months ended June 30, 2004 primarily due to
      interest on convertible notes payable and the note payable to a related
      party.





Interest
      expense increased by $3,188 or 7% from $48,498 for the six months ended at
      June
      30, 2003 to $51,686 for the six months ended June 30, 2004 primarily due to
      interest on convertible notes payable and the note payable to a related party.





**Liquidity
      and Capital Resources**





GlobeTrac
      had cash of $6,568 and a working capital deficit of $2,785,098 at June 30,
      2005.
      During the six month period ended June 30, 2005, cash used in operating
      activities was $39,262. This was primarily due to an operating loss of $35,816,
      as well as a decrease of $22,092 in accounts payable, a decrease of $11,011
      in
      accounts payable to related parties and an increase of $61,322 in accounts
      receivable offset by an increase of $66,184 in accrued interest payable on
      convertible debt, and an increase of $24,795 in accrued interest and accounts
      payable to related parties. Cash used in operations of $39,262 was financed
      by
      increases in advances payable to a related party of $23,266, advances payable
      of
      $16,385 and the effect of exchange rate changes on cash of $4,837. A decrease
      in
      working capital of $30,979 was due to an increase in current assets of $66,548
      offset by an increase in current liabilities of $97,527. GlobeTrac has
      accumulated a deficit of $3,999,040 since inception and has a stockholders’
      deficiency of $2,785,098. GlobeTrac has no contingencies or long-term
      commitments.





GlobeTrac
      had cash of $72,918 and a working capital deficit of $2,060,590 at June 30,
      2004. During the six month period ended June 30, 2004, we used $401,090 in
      cash
      for operating activities, primarily due to an operating loss of $662,640, an
      increase in accounts receivable of $242,337, offset by depreciation of $1,598,
      a
      decrease in inventory of $195,362, a decrease in prepaid expenses of $5,097,
      an
      increase in accounts payable and accrued liabilities of $75,220, an increase
      in
      accrued interest payable to a related party of $24,863, an increase in accounts
      payable to related parties of $174,924 and an increase in accrued interest
      payable on convertible debt of $26,823. Cash used in operations of $401,090
      was
      financed by an increase in convertible notes payable on demand of $474,470
      offset by an equipment purchase of $2,209 and the effect of exchange rate
      changes on cash of $5,063. A decrease in working capital of $1,046,788 was
      due
      to an increase in current assets of $105,986 offset by an increase in current
      liabilities of $1,152,774. GlobeTrac has accumulated a deficit of $3,261,975
      since inception and has a stockholders’ deficit of $2,055,027.





**Plan
      of Operation for the Next Twelve Months**





Over
      the
      next twelve months Globetrac plans to seek new business opportunities and
      collect royalty payments from WebTech.





GlobeTrac
      anticipates funding its working capital needs for the next 12 months through
      the
      royalty payments from WebTech, the equity capital markets, private advances,
      and
      loans. Although the foregoing actions are expected to cover its anticipated
      cash
      needs for working capital and capital expenditures for at least the next 12
      months, no assurance can be given that GlobeTrac will be able collect any
      royalty payments or raise sufficient cash to meet these cash requirements.





***Page
          - 13***





GlobeTrac
      plans to cover operating costs until such time as a new business opportunity
      is
      located, by receiving royalty payments from WebTech raising additional capital
      through private placements of stock, private advances, and loans.





GlobeTrac
      is not currently conducting any research and development activities. GlobeTrac
      does not anticipate conducting such activities in the near future. If GlobeTrac
      seeks out a new business opportunity, GlobeTrac may be required to hire
      additional employees, independent contractors as well as purchase or lease
      additional equipment.





GlobeTrac
      anticipates continuing to rely on equity sales of Common Stock to fund its
      operations and seek out new business opportunities; the issuance of any
      additional Common Stock will result in dilution to existing shareholders of
      GlobeTrac.





**Critical
      Accounting Policies**





GlobeTrac’s
      financial statements and accompanying notes are prepared in accordance with
      accounting principles generally accepted in the United States of America.
      Preparing financial statements requires management to make estimates and
      assumption that affect the reported amounts of assets, liabilities, revenue
      and
      expenses. The following paragraphs include a discussion of accounting policies
      critical to GlobeTrac:





Accounts
      Receivable





Receivables
      represent valid claims against debtors for sales arising on or before the
      balance sheet date and are reduced to their estimated net realizable value.
      An
      allowance for doubtful accounts is based on an assessment of the collectability
      of all past due accounts.





Foreign
      Currency





The
      financial statements of GlobeTrac’s English and Irish subsidiaries are measured
      using the British Pound and Euro as the functional currencies. Assets and
      liabilities of these subsidiaries are translated at exchange rates as of the
      balance sheet date. Revenues and expenses are translated at average exchange
      rates for the year. The resulting cumulative translation adjustments have been
      recorded as a separate component of stockholders’ equity. Foreign currency
      transaction gains and losses are included in consolidated net
      income.





Comprehensive
      Income





Comprehensive
      income reflects changes in equity that result from transactions and economic
      events from non-owner sources. Comprehensive income for the current period
      represents foreign currency translation items associated with GlobeTrac’s UK and
      Irish operations.





Discontinued
      Operations





SFAS
      No.
      146 requires that a liability for a cost associated with an exit or disposal
      activity be recognized and measured initially at fair value only when the
      liability is incurred, not when it is planned. GlobeTrac’s termination of its
      global wireless tracking and telematics equipment business in Europe during
      November of 2004 caused GlobeTrac to reclassify and disclose separately the
      costs associated with the disposal on the statement of operations and
      comprehensive income for the three and six month periods ended June 30, 2004.





Reclassifications





Certain
      prior year amounts in the accompanying financial statements have been
      reclassified to conform to current year presentation. These reclassifications
      had no effect on the results of operations or financial position for any
      year/period presented.


***Page
          - 14***





**Contractual
      Obligations**





The
      following table provides a summary of GlobeTrac’s debt obligation as of June 30,
      2005. GlobeTrac has not included repayments of notes payable because these
      notes
      are repayable on demand and GlobeTrac does not know when or if payment will
      be
      demanded.





Contractual
      Payments Due By YearCurrently Due





Note
      and
      Accrued Interest Payable to Related Party  $629,589





**Internal
      and External Sources of Liquidity**





GlobeTrac
      has funded its operations principally from issuance and subscription for Common
      Stock and borrowings in the form of advances payable, demand loans and funds
      received from related parties.





**Inflation**





GlobeTrac
      does not believe that inflation will have a material impact on its future
      operations.





**Uncertainties
      relating to Forward Looking Statements**





This
      Form
      10-QSB Quarterly Report contains “forward-looking statements” within the meaning
      of the Private Securities Litigation Reform Act of 1995. These statements may
      be
      identified by their use of words like “plans”, “expect”, “aim”, “believe”,
“projects”, “anticipate”, “intend”, “estimate”, “will”, “should”, “could” and
      other expressions that indicate future events and trends. All statements that
      address expectations or projections about the future, including statements
      about
      GlobeTrac’s strategy for growth, locating a new business opportunity,
      expenditures and financial results are forward-looking statements.





Forward-looking
      statements in this Form 10-QSB include statements regarding the following
      expectations:





1.
      WebTech will pay GlobeTrac a six percent commission/royalty on gross sales.


2.
      GlobeTrac will receive the six percent commission/royalty from WebTech for
      eleven years.


3.
      The
      WebTech agreement is in the best interest of both parties.


4.
      GlobeTrac will be successful in locating a new business
      opportunity.


5.
      GlobeTrac will require additional financing.


6.
      GlobeTrac will reduce operating expenses.


7.
      GlobeTrac will be able to fund its working capital needs for the next 12 months
      through receipt of royalty payments, the equity capital markets, private
      advances and loans.


8.
      GlobeTrac will cover operating costs through receipt of royalty payments,
      raising additional capital through private placements of stock, private advances
      and loans.


9.
      GlobeTrac will have to hire additional employees, independent contractors and
      purchase or lease additional equipment.


10.
      Inflation will not have a material impact on GlobeTrac’s future
      operations.





All
      forward-looking statements are made as of the date of filing of this Form 10-QSB
      and GlobeTrac disclaims any duty to update such statements.





Certain
      parts of this Form 10-QSB may contain “forward-looking statements” within the
      meaning of the Securities Exchange Act of 1934 based on current managements
      expectations. Actual results could differ materially from those in the forward
      looking statements due to a number of uncertainties including, but not limited
      to, those discussed in this section. Factors that could cause future results
      to
      differ from these expectations include general economic conditions, particularly
      related to GlobeTrac locating a new business opportunity; changes in business
      direction or strategy. As a result, the identification and interpretation of
      data and other information and their use in developing and selecting assumptions
      from and among reasonable alternatives requires the exercise of judgment. To
      the
      extent that the assumed events do not occur, the outcome may vary substantially
      from anticipated or projected results, and accordingly, no opinion is expressed
      on the achievability of those forward-looking statements. No assurance can
      be
      given that any of the assumptions relating to the forward-looking statements
      specified in the following information are accurate.





***Page
          - 15***








GlobeTrac
      may, from time to time, make oral forward-looking statements. GlobeTrac strongly
      advises that the above paragraph and the risk factors described in this annual
      report and in GlobeTrac’s other documents filed with the United States
      Securities and Exchange Commission should be read for a description of certain
      factors that could cause the actual results of GlobeTrac to materially differ
      from those in the oral forward-looking statements. GlobeTrac disclaims any
      intention or obligation to update or revise any oral or written forward-looking
      statements whether as a result of new information, future events or
      otherwise.





**Item
      3. Controls and Procedures.**





Based
      on
      their most recent evaluation, which was completed within 90 days of the filing
      of this Form 10-QSB, GlobeTrac’s Chief Executive Officer and Chief Financial
      Officer believe GlobeTrac’s disclosure controls and procedures (as defined in
      Exchange Act Rules 13a-14 and 15d-14) are effective to ensure that information
      required to be disclosed GlobeTrac in this report is accumulated and
      communicated to GlobeTrac’s management, including its principal executive
      officer and principal financial officer, as appropriate, to allow timely
      decisions regarding required disclosure. There were no significant changes
      in
      GlobeTrac’s internal controls or other factors that could significantly affect
      these controls subsequent to the date of their evaluation and there were no
      corrective actions with regard to significant deficiencies and material
      weaknesses.








**PART
      II - OTHER INFORMATION**





**Item
      1. Legal Proceedings.**





GlobeTrac
      is not a party to any pending legal proceedings and, to the best of GlobeTrac’s
      knowledge, none of GlobeTrac’s assets are the subject of any pending legal
      proceedings.





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





During
      the quarter of the fiscal year covered by this report, (i) GlobeTrac did not
      modify the instruments defining the rights of its shareholders, (ii) no rights
      of any shareholders were limited or qualified by any other class of securities,
      and (iii) GlobeTrac did not sell any unregistered equity securities.





**Item
      3. Defaults Upon Senior Securities.**





During
      the quarter of the fiscal year covered by this report, no material default
      has
      occurred with respect to any indebtedness of GlobeTrac. Also, during this
      quarter, no material arrearage in the payment of dividends has
      occurred.





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





No
      matter
      was submitted to a vote of security holders through the solicitation of proxies
      or otherwise, during the quarter of the fiscal year covered by this
      report.





**Item
      5. Other Information.**





During
      the quarter of the fiscal year covered by this report, no information was
      required to disclosed in a report on Form 8-K, which was not reported.


***Page
          - 16***


**Item
      6. Exhibits**





**(a)**
            **Exhibits**





All
      Exhibits required to be filed with the Form 10-QSB are incorporated by reference
      to GlobeTrac’s previously filed Form SB-2 and Form 10-KSB.





**Exhibit**
            **Description**
            **Status****3.1**
            Articles
                of Incorporation filed as an Exhibit to GlobeTrac’s registration statement
                on Form SB-2 filed on August 2, 2001, and incorporated herein by
                reference.
            Filed**3.2**
            Bylaws
                filed as an Exhibit to GlobeTrac’s registration statement on Form SB-2
                filed on August 2, 2001, and incorporated herein by
                reference.
            Filed**3.3**
            Certificate
                of Amendment to Articles of Incorporation changing the Issuer’s name to
                GlobeTrac Inc. filed as an exhibit to GlobeTrac’s Form 10-KSB filed on
                April 15, 2003, and incorporated herein by reference.
            Filed**10.1**
            Master
                Distributorship Agreement dated June 19, 2002 among WebTech Wireless
                International, WebTech Wireless Inc. and Global Axxess Corporation
                Limited
                filed as an attached exhibit to GlobeTrac’s Form 8-K (Current Report)
                filed on September 11, 2002, and incorporated herein by
                reference.
            Filed**10.2**
            Loan
                Agreement dated November 27, 2002 between GlobeTrac Inc. and David
                Patriquin with attached promissory note dated November 27, 2002 filed
                as
                an exhibit to GlobeTrac’s Form 10-KSB filed on April 15, 2003, and
                incorporated herein by reference.
            Filed**10.3**
            Amendment
                Letter Agreement dated June 4, 2003, between WebTech Wireless
                International Inc. and Globetrac Limited for the purpose of amending
                terms
                of the Master Distributorship Agreement filed as an exhibit to GlobeTrac’s
                Form 10-KSB filed on April 7, 2004, and incorporated herein by
                reference.
            Filed**10.4**
            Amendment
                Letter Agreement dated March 8, 2004 between WebTech Wireless
                International Inc. and Globetrac Limited for the purpose of amending
                terms
                of the Master Distributorship Agreement filed as an exhibit to GlobeTrac’s
                Form 10-KSB filed on April 7, 2004, and incorporated herein by
                reference.
            Filed**31**
            Certifications
                pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
            Included**32**
            Certification
                pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section
                906 of
                the Sarbanes-Oxley Act of 2002.
            Included**99.1**
            Code
                of Ethics filed as an exhibit to GlobeTrac’s Form 10-KSB filed on April
                15, 2003, and incorporated herein by reference.
            Filed








***Page
          - 17***











**SIGNATURES**





In
      accordance with the requirements of the Securities Exchange Act of 1934,
      GlobeTrac has caused this report to be signed on its behalf by the undersigned
      duly authorized person.





**GLOBETRAC
      INC.**


*By:/s/
      Jim Pratt*     ******




Name:  **Jim
      Pratt**


Title **:**  **Director
      and CEO**


Dated:  **August
      12, 2005**








*By:/s/
      John daCosta*      ******





Name:  **John
      daCosta**


Title **:**  **CFO**


Dated:  **August
      12, 2005**





***Page
          - 18***





**Exhibit
      31**








***Page
          - 19***




**GLOBETRAC
      INC.**


**CERTIFICATIONS
      PURSUANT TO**


**SECTION
      302 OF THE SARBANES-OXLEY ACT OF 2002**




**CERTIFICATION**




I,
      Jim
      Pratt, certify that:




1.
       
      I have reviewed this quarterly report on Form 10-QSB of GlobeTrac Inc.;




2.
       
      Based on my knowledge, this quarterly report does not contain any untrue
      statement of a material fact or omit to state a material fact necessary to
      make
      the statements made, in light of the circumstances under which such statements
      were made, not misleading with respect to the period covered by this quarterly
      report;




3.
       
      Based on my knowledge, the financial statements, and other financial information
      included in this quarterly report, fairly present in all material respects
      the
      financial condition, results of operations and cash flows of the registrant
      as
      of, and for, the periods presented in this quarterly report;




4.
       
      The registrant’s other certifying officer and I are responsible for establishing
      and maintaining disclosure controls and procedures (as defined in Exchange
      Act
      Rules 13a-14 and 15d-14) for the registrant and we have:




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




b)
       
      evaluated the effectiveness of the registrant’s disclosure controls and
      procedures as of a date within 90 days prior to the filing date of this
      quarterly report (the “Evaluation Date”); and




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




5.
       
      The registrant’s other certifying officer and I have disclosed, based on our
      most recent evaluation, to the registrant’s auditors and the audit committee of
      registrant’s board of directors (or persons performing the equivalent function):




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




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




6.
       
      The registrant’s other certifying officer and I have indicated in this quarterly
      report whether or not there were significant changes in internal controls or
      in
      other factors that could significantly affect internal controls subsequent
      to
      the date of our most recent evaluation, including any corrective actions with
      regard to significant deficiencies and material weaknesses.




Date:
      August 12, 2005




*/s/
      Jim Pratt*


Jim
      Pratt


Chief
      Executive Officer







***Page
          - 20***




**GLOBETRAC
      INC.**


**CERTIFICATIONS
      PURSUANT TO**


**SECTION
      302 OF THE SARBANES-OXLEY ACT OF 2002**




**CERTIFICATION**




I,
      John
      daCosta, certify that:




1.
       
      I have reviewed this quarterly report on Form 10-QSB of GlobeTrac Inc.;




2.
       
      Based on my knowledge, this quarterly report does not contain any untrue
      statement of a material fact or omit to state a material fact necessary to
      make
      the statements made, in light of the circumstances under which such statements
      were made, not misleading with respect to the period covered by this quarterly
      report;




3.
       
      Based on my knowledge, the financial statements, and other financial information
      included in this quarterly report, fairly present in all material respects
      the
      financial condition, results of operations and cash flows of the registrant
      as
      of, and for, the periods presented in this quarterly report;




4.
       
      The registrant’s other certifying officer and I are responsible for establishing
      and maintaining disclosure controls and procedures (as defined in Exchange
      Act
      Rules 13a-14 and 15d-14) for the registrant and we have:




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




b)
       
      evaluated the effectiveness of the registrant’s disclosure controls and
      procedures as of a date within 90 days prior to the filing date of this
      quarterly report (the “Evaluation Date”); and




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




5.
       
      The registrant’s other certifying officer and I have disclosed, based on our
      most recent evaluation, to the registrant’s auditors and the audit committee of
      registrant’s board of directors (or persons performing the equivalent function):




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




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




6.
       
      The registrant’s other certifying officer and I have indicated in this quarterly
      report whether or not there were significant changes in internal controls or
      in
      other factors that could significantly affect internal controls subsequent
      to
      the date of our most recent evaluation, including any corrective actions with
      regard to significant deficiencies and material weaknesses.






Date:
      August 12, 2005






*/s/
      John daCosta*


John
      daCosta


Chief
      Financial Officer




***Page
          - 21***





**Exhibit
      32**





***Page
          - 22***







**CERTIFICATION
      PURSUANT TO**


**18
      U.S.C. SECTION 1350,**


**AS
      ADOPTED PURSUANT TO**


**SECTION
      906 OF THE SARBANES-OXLEY ACT OF 2002**








In
      connection with the Quarterly Report of GlobeTrac Inc. (“GlobeTrac”) on Form
      10-QSB for the period ending June 30, 2005 as filed with the Securities and
      Exchange Commission on the date hereof (the “Report”), I, Jim Pratt, President,
      Chief Executive Officer of GlobeTrac and a member of the Board of Directors,
      certify, pursuant to s.906 of the Sarbanes-Oxley Act of 2002, that:




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




(2)
        The information contained in the Report fairly represents, the financial
      condition and result of operations of GlobeTrac.








*/s/
      Jim Pratt*


Jim
      Pratt


Chief
      Executive Officer


August
      12, 2005






***Page
          - 23***







**CERTIFICATION
      PURSUANT TO**


**18
      U.S.C. SECTION 1350,**


**AS
      ADOPTED PURSUANT TO**


**SECTION
      906 OF THE SARBANES-OXLEY ACT OF 2002**








In
      connection with the Quarterly Report of GlobeTrac Inc. (“GlobeTrac”) on Form
      10-QSB for the period ending June 30, 2005 as filed with the Securities and
      Exchange Commission on the date hereof (the “Report”), I, John daCosta,
      Secretary, Treasurer, and Chief Financial Officer of GlobeTrac, certify,
      pursuant to s.906 of the Sarbanes-Oxley Act of 2002, that:




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




(2)
        The information contained in the Report fairly represents, the financial
      condition and result of operations of GlobeTrac.






*/s/
      John daCosta*


John
      daCosta


Chief
      Financial Officer


August
      12, 2005







***Page
          - 24***