UNITED STATES


SECURITIES AND EXCHANGE
COMMISSION


Washington, D.C.
20549







FORM 10-Q





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





For the quarterly period
ended March 31,
2008





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





For the transition period
from_______to_______.





Commission file number000-33309




GLOBETRAC
      INC.(Exact
      name of
      registrant asspecified in its
charter)




Delaware
              (State
      or other jurisdiction of
              incorporation
      or organization)
            33-0953557
              (I.R.S.
      Employer
              Identification
      No.)1100 Melville Street,
      Suite610,
      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)





Indicate by check markwhether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter
period that the registrant was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days.


[ X ] Yes [   ]
No


Indicate
by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer, or a smaller reporting
company.  See the definitions of “large accelerated filer”,
“accelerated filer” and “smaller reporting company in Rule 12b-2 of the Exchange
Act.
 Large
      accelerated filer
                o
                Accelerated
      filer
                oNon-accelerated
      filer
                o(Do not check if a smaller reporting
company)
                Smaller
      reporting company
                x


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


[   ] Yes [ X ] 
No




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 May 15, 2008Common
      Stock - $0.001 par value
            
            22,190,000




1




PART
I – FINANCIAL INFORMATION
 
 Item
1. Financial
Statements.
 GLOBETRAC
INC. CONSOLIDATED
BALANCE SHEETS
 March
      31,
                  
                  
                  December
      31,2008
                  
                  
                  2007UnauditedASSETSCurrent
      assetsCash
                  
                  $
                  57,062
                  
                  
                  $
                  16,922Accounts
      receivableNet
      of allowance for doubtful accounts of $7,327 and $7,327
                  
                  
                  15,882
                  
                  
                  
                  41,955Prepaids
                  
                  
                  4,319
                  
                  
                  
                  5,034Total
      current assets
                  
                  $
                  77,263
                  
                  
                  $
                  63,911LIABILITIES
      AND STOCKHOLDERS' DEFICITCurrent
      liabilitiesAccounts
      payable
                  
                  $
                  95,153
                  
                  
                  $
                  91,442Accrued
      professional fees
                  
                  
                  60,106
                  
                  
                  
                  64,885Convertible
      notes payable, including accrued interest
                  
                  
                  2,049,763
                  
                  
                  
                  2,015,576Advances
      payable
                  
                  
                  32,360
                  
                  
                  
                  32,346Due
      to related parties
                  
                  
                  414,406
                  
                  
                  
                  414,406Note
      payable to related party, including accrued interest
                  
                  
                  767,226
                  
                  
                  
                  754,795Total
      current liabilities
                  
                  
                  3,419,014
                  
                  
                  
                  3,373,450Commitments
      and contingenciesStockholders
      deficitPreferred
      stock $0.001 par value, 5,000,000 authorized, none issued
    andoutstanding
      at March 31, 2008 and December 31, 2007Common
      stock $0.001 par value, 200,000,000 common shares
    authorized,22,190,000
      issued and outstanding at March 31, 2008 and December 31,
    2007
                  
                  
                  22,190
                  
                  
                  
                  22,190Additional
      paid in capital
                  
                  
                  1,167,085
                  
                  
                  
                  1,167,085Accumulated
      deficit
                  
                  
                  (4,543,082
                  )
                  
                  
                  (4,511,922
                  )Accumulated
      other comprehensive income
                  
                  
                  12,056
                  
                  
                  
                  13,108Total
      stockholders' deficit
                  
                  
                  (3,341,751
                  )
                  
                  
                  (3,309,539
                  )Total
      liabilities and stockholders' deficit
                  
                  $
                  77,263
                  
                  
                  $
                  63,911
   The
accompanying notes are an integral part of these consolidated financial
statements
  2
 GLOBETRAC
INC.
 CONSOLIDATED
STATEMENTS OF OPERATIONS FOR
THE THREE MONTHS ENDED MARCH 31, 2008 AND 2007 (UNAUDITED)
 2008
                  
                  
                  2007Royalty
      income
                  
                  $
                  34,196
                  
                  
                  $
                  21,292Operating
      expenses:General
      and administrative
                  
                  
                  18,738
                  
                  
                  
                  24,781Operating
      (loss) income
                  
                  
                  15,458
                  
                  
                  
                  (3,489
                  )Interest
      expense
                  
                  
                  (46,618
                  )
                  
                  
                  (46,233
                  )Net
      loss before franchise tax
                  
                  
                  (31,160
                  )
                  
                  
                  (49,722
                  )Franchise
      tax
                  
                  
                  -
                  
                  
                  
                  (6,164
                  )Net
      loss
                  
                  $
                  (31,160
                  )
                  
                  $
                  (55,886
                  )Net
      loss per share - basic and diluted
                  
                  $
                  (0.00
                  )
                  
                  $
                  (0.00
                  )Weighted
      average number of shares outstanding - basic and diluted
                  
                  
                  22,190,000
                  
                  
                  
                  22,190,000
   The
accompanying notes are an integral part of these consolidated financial
statements
  3
 GLOBETRAC
INC.
 CONSOLIDATED
STATEMENT OF STOCKHOLDERS' DEFICIT AND COMPREHENSIVE INCOME FOR
THE THREE MONTHS ENDED MARCH 31, 2008 AND 2007 (UNAUDITED)
 AccumulatedCommon
      Stock Issued
                  
                  
                  Additional
                  
                  
                  
                  
                  
                  OtherNumber
      of
                  
                  
                  
                  
                  
                  Paid-in
                  
                  
                  Accumulated
                  
                  
                  ComprehensiveShares
                  
                  
                  Amount
                  
                  
                  Capital
                  
                  
                  Deficit
                  
                  
                  Income
      (Loss)
                  
                  
                  TotalBalance
      at January 1, 2007
                  
                  
                  22,190,000
                  
                  
                  
                  22,190
                  
                  
                  
                  1,167,085
                  
                  
                  
                  (4,310,003
                  )
                  
                  
                  19,123
                  
                  
                  
                  (3,101,605
                  )Net
      loss for the three monthended
      March 31, 2007
                  
                  
                  -
                  
                  
                  
                  -
                  
                  
                  
                  -
                  
                  
                  
                  (55,886
                  )
                  
                  
                  -
                  
                  
                  
                  (55,886
                  )Foreign
      currency exchange loss
                  
                  
                  -
                  
                  
                  
                  -
                  
                  
                  
                  -
                  
                  
                  
                  -
                  
                  
                  
                  (3,295
                  )
                  
                  
                  (3,295
                  )Comprehensive
      loss
                  
                  
                  -
                  
                  
                  
                  -
                  
                  
                  
                  -
                  
                  
                  
                  -
                  
                  
                  
                  -
                  
                  
                  
                  (59,181
                  )Balance
      at March 31, 2007
                  
                  
                  22,190,000
                  
                  
                  
                  22,190
                  
                  
                  
                  1,167,085
                  
                  
                  
                  (4,365,889
                  )
                  
                  
                  15,828
                  
                  
                  
                  (3,160,786
                  )Net
      loss for the nine months endedDecember
      31, 2007
                  
                  
                  -
                  
                  
                  
                  -
                  
                  
                  
                  -
                  
                  
                  
                  (146,033
                  )
                  
                  
                  -
                  
                  
                  
                  (146,033
                  )Foreign
      currency exchange loss
                  
                  
                  -
                  
                  
                  
                  -
                  
                  
                  
                  -
                  
                  
                  
                  -
                  
                  
                  
                  (2,720
                  )
                  
                  
                  (2,720
                  )Comprehensive
      loss
                  
                  
                  -
                  
                  
                  
                  -
                  
                  
                  
                  -
                  
                  
                  
                  -
                  
                  
                  
                  -
                  
                  
                  
                  (148,753
                  )Balance
      at December 31, 2007
                  
                  
                  22,190,000
                  
                  
                  
                  22,190
                  
                  
                  
                  1,167,085
                  
                  
                  
                  (4,511,922
                  )
                  
                  
                  13,108
                  
                  
                  
                  (3,309,539
                  )Net
      loss for the three months endedMarch
      31, 2008
                  
                  
                  -
                  
                  
                  
                  -
                  
                  
                  
                  -
                  
                  
                  
                  (31,160
                  )
                  
                  
                  -
                  
                  
                  
                  (31,160
                  )Foreign
      currency exchange loss
                  
                  
                  -
                  
                  
                  
                  -
                  
                  
                  
                  -
                  
                  
                  
                  -
                  
                  
                  
                  (1,052
                  )
                  
                  
                  (1,052
                  )Comprehensive
      loss
                  
                  
                  -
                  
                  
                  
                  -
                  
                  
                  
                  -
                  
                  
                  
                  -
                  
                  
                  
                  -
                  
                  
                  
                  (32,212
                  )Balance
      at March 31, 2008
                  
                  
                  22,190,000
                  
                  
                  $
                  22,190
                  
                  
                  $
                  1,167,085
                  
                  
                  $
                  (4,543,082
                  )
                  
                  $
                  12,056
                  
                  
                  $
                  (3,341,751
                  )
   The
accompanying notes are an integral part of these consolidated financial
statements
 4
 GLOBETRAC
INC.
 CONSOLIDATED
STATEMENTS OF CASH FLOWS FOR
THE THREE MONTHS ENDED MARCH 31, 2008 AND 2007 (UNAUDITED)
 2008
                  
                  
                  2007Cash
      flows from operating activities:Net
      loss
                  
                  $
                  (31,160
                  )
                  
                  $
                  (55,886
                  )Changes
      in operating assets and liabilities:Accounts
      receivable
                  
                  
                  26,073
                  
                  
                  
                  8,913Prepaids
                  
                  
                  715
                  
                  
                  
                  -Accounts
      payable
                  
                  
                  3,711
                  
                  
                  
                  (18,554
                  )Accrued
      professional fees
                  
                  
                  (4,779
                  )
                  
                  
                  1,878Accrued
      interest payable on convertible notes
                  
                  
                  34,187
                  
                  
                  
                  31,255Advances
      payable
                  
                  
                  14
                  
                  
                  
                  -Due
      to related parties
                  
                  
                  -
                  
                  
                  
                  (186
                  )Accured
      interest on note payable to related party
                  
                  
                  12,431
                  
                  
                  
                  12,328Net
      cash provided (used in) by operating activities
                  
                  
                  41,192
                  
                  
                  
                  (20,252
                  )Effect
      of foreign currency exchange
                  
                  
                  (1,052
                  )
                  
                  
                  (3,295
                  )Net
      increase (decrease) in cash
                  
                  
                  40,140
                  
                  
                  
                  (23,547
                  )Cash,
      beginning of period
                  
                  
                  16,922
                  
                  
                  
                  44,175Cash,
      end of period
                  
                  $
                  57,062
                  
                  
                  $
                  20,628Supplemental
      disclosure of cash flow information:Cash
      paid during the year for:Income
      taxes
                  
                  $
                  -
                  
                  
                  $
                  6,164Interest
                  
                  $
                  -
                  
                  
                  $
                  2,650Non-cash
      changes items:Advance
      receivable offset against accounts payable
                  
                  $
                  -
                  
                  
                  $
                  5,000
 The
accompanying notes are an integral part of these consolidated financial
statements
  5
  GLOBETRAC
INC.
 NOTES
TO CONSOLIDATED FINANCIAL STATEMENTS
 MARCH
31, 2007
 NOTE
1 – ORGANIZATION AND NATURE OF OPERATIONS
  Nature
of Operations
 
 GlobeTrac
Inc. (GlobeTrac or the Company) was incorporated in the state of Delaware on
March 2, 2000 as 411 Place.com Inc.  On February 28, 2001, the Company
changed its name to Artescope, Inc. and on July 29, 2002 changed its name to
GlobeTrac Inc.  The Company’s principal executive offices are
headquartered in Canada.  On August 27, 2002 the Company acquired 100%
of the shares of Global Axxess Corporation Limited (“Global Axxess”), a company
incorporated in Ireland.  Global Axxess owned 100% of the issued and
outstanding shares of Globetrac Limited (“Limited”), a company incorporated in
the United Kingdom, until March 20, 2007 when Limited was officially dissolved
and all of Limited’s assets and liabilities were assumed by GlobeTrac. As a
result of terminating its operations in Europe, the Company is seeking new
business opportunities.
 
 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 of their 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.
 
 Basis
of Presentation
 
 The
unaudited consolidated financial statements included herein have been prepared
in conformity with accounting principles generally accepted in the United States
for interim financial information and pursuant to the rules and regulations of
the Securities and Exchange Commission.  They do not include all
information and notes required by generally accepted accounting principles for
complete financial statements. However, except as disclosed herein, there have
been no material changes in the information disclosed in the notes
to  consolidated financial statements included in the Annual report on
Form 10-KSB of GlobeTrac for the year ended December 31, 2007. In the opinion of
management, all adjustments (including normal recurring accruals) considered
necessary for a fair presentation have been included. Operating results for the
three month period ended March 31, 2008 are not necessarily indicative of the
results that may be expected for any other interim period or the entire year.
For further information, these unaudited  consolidated financial
statements and the related notes should be read in conjunction with the
Company’s consolidated audited financial statements for the year ended December
31, 2007 included in the Company’s report on Form 10-KSB.
  NOTE
2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
 
 Reclassifications
 
 Certain
prior period amounts in the accompanying consolidated financial statements have
been reclassified to conform to the current period’s presentation. These
reclassifications had no effect on the consolidated results of operations or
financial position for any period presented.
 
 Recent
Accounting Pronouncements
 
 In
September 2006, the Financial Accounting Standards Board (FASB) issued
Statement of Financial Accounting Standards (SFAS) No. 157 (SFAS 157),
Fair Value
Measurements. SFAS 157 defines fair value, establishes a framework for
measuring fair value and enhances disclosures about fair value measures required
under other accounting pronouncements, but does not change existing guidance as
to whether or not an instrument is carried at fair value. SFAS 157 was effective
for the Company on January 1, 2008.  The adoption of SFAS 157 did not
have a significant impact on our consolidated financial statements.
  6
 GLOBETRAC
INC.
 NOTES
TO CONSOLIDATED FINANCIAL STATEMENTS
 MARCH
31, 2007
 NOTE
2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
 
 Recent
Accounting Pronouncements
 
 In
February 2007, the FASB issued SFAS No. 159 (SFAS 159), The Fair Value Option for Financial
Assets and Financial Liabilities—Including an amendment of FASB Statement
No. 115. SFAS 159 permits entities to choose to measure
many financial instruments and certain other items at fair value. Unrealized
gains and losses on items for which the fair value option has been elected will
be recognized in earnings at each subsequent reporting date. SFAS 159 was
effective for the Company on January 1, 2008. The adoption of SFAS 159 did
not have a material impact on the Company’s consolidated financial statements as
the Company did not elect the fair value option for any of its financial assets
or liabilities.
  In
June 2007, the Emerging Issues Task Force (EITF) of the FASB reached a
consensus on Issue No. 07-3 (EITF 07-3), Accounting for Nonrefundable Advance
Payments for Goods or Services Received for Use in Future Research and
Development Activities.  EITF 07-3 requires that non-refundable
advance payments for goods or services that will be used or rendered for future
research and development activities should be deferred and capitalized. As the
related goods are delivered or the services are performed, or when the goods or
services are no longer expected to be provided, the deferred amounts would be
recognized as an expense. This Issue is effective for financial statements
issued for fiscal years beginning after December 15, 2007 and earlier
application is not permitted. This consensus is to be applied prospectively for
new contracts entered into on or after the effective date. We adopted EITF 07-3
on January 1, 2008. The adoption of EITF 07-3 did not have a material impact on
our consolidated financial statements.
  In
February 2008 the FASB staff issued Staff Position No. 157-2 (FSP FAS 157-2)
effective date of FASB
Statement No.157.FSP FAS 157-2 delayed the effective date of
SFAS 157 for non-financial assets and non-financial liabilities, except for
items that are recognized or disclosed at fair value in the financial statements
on a recurring basis.  The provisions of FSP FAS 157-2 will be
effective for the Company on January 1, 2009.
  In
March 2008, the FASB issued SFAS No. 161 (SFAS 161), Disclosures about Derivative
Instruments and Hedging Activities – An Amendment of FASB Statement No. 133
(SFAS 133). This statement is intended to improve financial
reporting of derivative instruments and hedging activities by requiring enhanced
disclosures about (a) how and why an entity uses derivative instruments, (b) how
derivative instruments and related hedged items are accounted for under SFAS 133
and its related interpretations and (c) how derivative instruments and related
hedged items affect an entity’s financial position, financial performance and
cash flows. The provisions of SFAS 161 are effective for fiscal years beginning
after November 15, 2008.  SFAS 161 will be effective for the
Company on January 1, 2009.  The Company is currently evaluating the
impact adoption of SFAS 161 may have on its financial statement
disclosures.
  NOTE
3 – GOING CONCERN
 
 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 specific
assets and liabilities, 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 11 years, ending
October 31, 2015.  The Company has accumulated a deficit of $4,543,082
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 controlling its operating expenses and seeking out new
business opportunities.   However, there is no assurance that the
Company will be able to obtain additional financing, control their operating
expenses or be successful in locating or acquiring a viable
business.  The consolidated financial statements do not include any
adjustments that might result from the outcome of those
uncertainties.
  7
 GLOBETRAC
INC.
 NOTES
TO CONSOLIDATED FINANCIAL STATEMENTS
 MARCH
31, 2007
 NOTE
4 – CONVERTIBLE NOTES PAYABLE AND RELATED CONVERTIBLE ACCRUED INTEREST DUE ON
DEMAND
  March
      31,
                    2008
                  
                  
                  December
      31,
                    2007Notes
      payable due on demand, unsecured, bearing interest at 8% per annum,convertible
      into common shares of the Company at $0.50 per share at
theoption
      of the Company
                  
                  $
                  673,809
                  
                  
                  $
                  673,809Notes
      payable due on demand, unsecured, bearing interest at 10% per
    annum,convertible
      into common shares of the Company at the option of the Company
      orthe
      lender at market price less 20%, with a minimum conversion price of $0.15
      per share
                  
                  
                  835,940
                  
                  
                  
                  835,940Convertible
      accrued interest
                  
                  
                  540,014
                  
                  
                  
                  505,827Total
      convertible notes payable and related convertible accrued interest (Note
      8)
                  
                  $
                  2,049,763
                  
                  
                  $
                  2,015,576
 
 NOTE
5 – ADVANCES PAYABLE
 
 At March
31, 2008 and December 31, 2007, the Company had advances payable of $32,360 and
$32,346 respectively, to outside third parties.  These advances are
unsecured, non-interest bearing and have no fixed terms of
repayment.  (Note 8)
 
 NOTE
6 – DUE TO RELATED PARTIES
 
 March
      31,
                    2008
                  
                  
                  December
      31,
                    2007Due
      to companies sharing a common officer (a)
                  
                  $
                  161,550
                  
                  
                  $
                  161,550Advance
      payable to a director
                  
                  
                  13,766
                  
                  
                  
                  13,766Accrued
      management fees due to a director
                  
                  
                  239,090
                  
                  
                  
                  239,090Due
      to related parties (Note 8)
                  
                  $
                  414,406
                  
                  
                  $
                  414,406
 
 The above
amounts due to related parties are unsecured, non-interest bearing and have no
fixed terms of repayment.
 
 (a)  During
the three months ended March 31, 2008 and 2007 the Company paid $15,750 and
$15,900 respectively, in administrative fees to a company sharing a common
officer.
  8
 GLOBETRAC
INC.
 NOTES
TO CONSOLIDATED FINANCIAL STATEMENTS
 MARCH
31, 2007
   NOTE
7 – NOTE PAYABLE TO RELATED PARTY
 
 March
      31,
                    2007
                  
                  
                  December
      31, 2006Note
      payable, unsecured, bears interest at 10% per annum, note was due on
      November 27, 2004
                  
                  $
                  500,000
                  
                  
                  $
                  500,000Accrued
      interest
                  
                  
                  267,226
                  
                  
                  
                  254,795(Note 8)
                  
                  $
                  767,226
                  
                  
                  $
                  754,795
  NOTE
8 – SUBSEQUENT EVENT
 
 Subsequent
to March 31, 2008, negotiations are taking place for the potential conversion of
$923,089 in convertible notes payable, $16,385 in advances payable, $252,856 due
to related parties and the $500,000 note payable to a related party into
67,693,200 shares of the Company’s common stock at $0.025 per
share.  The Company is also negotiating the forgiveness of $586,660 in
convertible notes payable $540,014 in accrued interest on the convertible notes
payable, $156,796 due to related parties and $267,226 in interest on the note
payable to a related party. The Company has received written offers from these
creditors, which offers are under consideration by its Board. (Notes 4, 5, 6 and
7)
 9
  Item
2. Management’s
Discussion and Analysis or Plan of Operation
 
 Management’s
Discussion and Analysis or Plan of Operation
  Forward-Looking
Statements
  Certain
information included in this Form 10-Q and other materials filed or to be filed
by us with the Securities and Exchange Commission (as well as information
included in oral or written statements made by us or on our behalf), may contain
forward-looking statements about our current and expected performance trends,
growth plans, business goals and other matters.  These statements may be
contained in our filings with the Securities and Exchange Commission, in our
press releases, in other written communications, and in oral statements made by
or with the approval of one of our authorized officers.  Words or phrases
such as “believe,” “plan,” “will likely result,” “expect,” “intend,” “will
continue,” “is anticipated,” “estimate,” “project,” “may,” “could,” “would,”
“should,” and similar expressions are intended to identify forward-looking
statements.  These statements, and any other statements that are not
historical facts, are forward-looking statements within the meaning of the
Private Securities Litigation Reform Act of 1995, as codified in Section 27A of
the Securities Act of 1933 and Section 21E of the Securities Exchange Act of
1934, as amended from time to time (the “Act”).
  In
connection with the “safe harbor” provisions of the Act, we have identified and
filed important factors, risks and uncertainties that could cause our actual
results to differ materially from those projected in forward-looking statements
made by us, or on our behalf (see Part I, Item 1, “Risk Factors” included in our
Form 10-KSB for the fiscal year ended December 31, 2007). These cautionary
statements are to be used as a reference in connection with any forward-looking
statements. The factors, risks and uncertainties identified in these cautionary
statements are in addition to those contained in any other cautionary
statements, written or oral, which may be made or otherwise addressed in
connection with a forward-looking statement or contained in any of our
subsequent filings with the Securities and Exchange Commission. Because of these
factors, risks and uncertainties, we caution against placing undue reliance on
forward-looking statements. Although we believe that the assumptions underlying
forward-looking statements are reasonable, any of the assumptions could be
incorrect, and there can be no assurance that forward-looking statements will
prove to be accurate. Forward-looking statements speak only as of the date on
which they are made. We do not undertake any obligation to modify or revise any
forward-looking statement to take into account or otherwise reflect subsequent
events or circumstances arising after the date that the forward-looking
statement was made.
  General
  This
discussion and analysis should be read in conjunction with our interim unaudited
consolidated financial statements and related notes included in this Form 10-Q
and the audited consolidated financial statements and related notes thereto
included in our Annual Report on Form 10-KSB for the fiscal year ended December
31, 2007.  The inclusion of supplementary analytical and related
information herein may require us to make appropriate estimates and assumptions
to enable us to fairly present, in all material respects, our analysis of trends
and expectations with respect to our results of operations and financial
position taken as a whole.
  GlobeTrac
Inc. (GlobeTrac) and its subsidiary Global Axxess Corporation Limited (Global
Axxess) mean “we”, “us” or “our” and will be referred to as such throughout the
balance of this document.
 
 Our
Objectives and Areas of Focus
 
 At March
31, 2008, our only source of income is a six percent commission/royalty that we
receive from WebTech Wireless Inc. (“WebTech”), based on all qualified sales of
any product or service offered by WebTech. A qualified sale means all of
WebTech’s invoiced sales of products or services to a customer that has ordered
at least one product or service before November 26, 2005, whether sold by
WebTech or by a licensee, affiliate or agent of Webtech. A customer is a list of
customers that was provided to WebTech by GlobeTrac. There is no cap on the
royalty receivable and royalties are to be paid by WebTech for eleven years,
beginning November 1, 2004 and ending October 31, 2015.
  10
 
 We have
received letters from certaindebt holders who have agreed to convert approximately $1,692,330 debt
into shares and to forgive $1,550,696 in debt and interest.  We have
not yet agreed to or otherwise have accepted the terms of these
letters.
  Due to
limited operations, we are presently seeking new business
opportunities.
 
 Challenges
and Risks
 
 We have
accumulated a deficit of approximately $4.5 million to date and will require
additional debt or equity financing to continue operations and to seek out new
business opportunities. We plan to mitigate our losses in future years through
the receipt of the royalty payments from Webtech and locating a viable
business.
 
 There is
no assurance that we will be able to obtain additional financing, be successful
in seeking new business opportunities, receive any royalties from WebTech or
that we will be able to reduce operating expenses. Our consolidated financial
statements do not include any adjustments that might result from the outcome of
these uncertainties.
 
 Critical
Accounting Policies and Estimates
 
 An
appreciation of our critical accounting policies is necessary to understand our
financial results. These policies may require management to make difficult and
subjective judgments regarding uncertainties, and as a result, such estimates
may significantly impact our consolidated financial results. The precision of
these estimates and the likelihood of future changes depend on a number of
underlying variables and a range of possible outcomes. Other than our accounting
for our royalty revenue and allowance for doubtful accounts, our critical
accounting policies do not involve the choice between alternative methods of
accounting. We have applied our critical accounting policies and estimation
methods consistently.
  Reclassifications
  Certain
prior year amounts in the accompanying consolidated financial statements have
been reclassified to conform to the current year’s
presentation.  These reclassifications had no effect on the
consolidated results of operations or financial position for any period
presented. On the March 31, 2007 balance sheet, accounts payable and
accrued liabilities were reported on one line.  On the March 31, 2008
balance sheet, we reported the March 31, 2007 accounts payable and accrued
professional fees on separate lines.
 
 Recent
Accounting Pronouncements
 
 In
September 2006, the Financial Accounting Standards Board (FASB) issued
Statement of Financial Accounting Standards (SFAS) No. 157 (SFAS 157),
Fair Value
Measurements. SFAS 157 defines fair value, establishes a framework for
measuring fair value and enhances disclosures about fair value measures required
under other accounting pronouncements, but does not change existing guidance as
to whether or not an instrument is carried at fair value. SFAS 157 was effective
for us on January 1, 2008.  The adoption of SFAS 157 did not have a
significant impact on our consolidated financial statements.
 
 In
February 2007, the FASB issued SFAS No. 159 (SFAS 159), The Fair Value Option for Financial
Assets and Financial Liabilities—Including an amendment of FASB Statement
No. 115. SFAS 159 permits entities to choose to measure
many financial instruments and certain other items at fair value. Unrealized
gains and losses on items for which the fair value option has been elected will
be recognized in earnings at each subsequent reporting date. SFAS 159 was
effective for us on January 1, 2008. The adoption of SFAS 159 did not have
a material impact on our consolidated financial statements as we did not elect
the fair value option for any of our financial assets or
liabilities.
  11
  In
June 2007, the Emerging Issues Task Force (EITF) of the FASB reached a
consensus on Issue No. 07-3 (EITF 07-3), Accounting for Nonrefundable Advance
Payments for Goods or Services Received for Use in Future Research and
Development Activities.  EITF 07-3 requires that non-refundable
advance payments for goods or services that will be used or rendered for future
research and development activities should be deferred and capitalized. As the
related goods are delivered or the services are performed, or when the goods or
services are no longer expected to be provided, the deferred amounts would be
recognized as an expense. This Issue is effective for financial statements
issued for fiscal years beginning after December 15, 2007 and earlier
application is not permitted. This consensus is to be applied prospectively for
new contracts entered into on or after the effective date. We adopted EITF 07-3
on January 1, 2008. The adoption of EITF 07-3 did not have a material impact on
our consolidated financial statements.
  In
February 2008 the FASB staff issued Staff Position No. 157-2 (FSP FAS 157-2)
effective date of FASB
Statement No.157.FSP FAS 157-2 delayed the effective date of
SFAS 157 for non-financial assets and non-financial liabilities, except for
items that are recognized or disclosed at fair value in the financial statements
on a recurring basis.  The provisions of FSP FAS 157-2 will be
effective for us on January 1, 2009.
  In
March 2008, the FASB issued SFAS No. 161 (SFAS 161), Disclosures about Derivative
Instruments and Hedging Activities – An Amendment of FASB Statement No. 133
(SFAS 133). This statement is intended to improve financial
reporting of derivative instruments and hedging activities by requiring enhanced
disclosures about (a) how and why an entity uses derivative instruments, (b) how
derivative instruments and related hedged items are accounted for under SFAS 133
and its related interpretations and (c) how derivative instruments and related
hedged items affect an entity’s financial position, financial performance and
cash flows. The provisions of SFAS 161 are effective for fiscal years beginning
after November 15, 2008.  SFAS 161 will be effective for us
on January 1, 2009.  We are currently evaluating the impact that
adoption of SFAS 161 may have on our financial statement
disclosures.
  Financial
Condition
 
 During
the three months ended March 31, 2008, we had a net loss of
$31,160.  As of March 31, 2008, we had a cash balance of $57,062,
accounts receivable of $15,882, and prepaids of $4,319.  When these
current assets are offset against our current obligations of $95,153 in
accounts payable, $60,106 in accrued professional fees, $2,049,763 in
convertible notes payable (including accrued interest), $32,360 in advances
payable, $414,406 in amounts due to related parties and a $767,226 (including
accrued interest) note payable to a related party, we are left with a working
capital deficit of $3,341,751.
 
 The
majority of our debt holders have agreed in writing to convert their debt into
shares of our common stock or to debt forgiveness.  At the date of
filing this report we have not accepted the terms of these debt forgiveness and
debt settlement letter agreements.  If we accept the terms of these
letter agreements the following will occur:  $923,089 in convertible
notes payable, $16,385 in advances payable, $252,856 due to related parties and
the $500,000 note payable to a related party will be converted into 67,693,200
shares of our common stock at $0.025 per share; $586,660 in convertible notes
payable $540,014 in accrued interest on the convertible notes payable, $156,796
due to related parties and $267,226 in interest on the note payable to a related
party will be forgiven.
 
 We
believe that our cash as of the date of this filing is not sufficient to satisfy
our working capital needs for the next year.  We anticipate funding
our working capital needs for the next twelve months through royalty payments
from WebTech, equity capital markets, private advances and loans. Although the
foregoing actions are expected to cover our anticipated cash needs for working
capital and capital expenditures for at least the next twelve months, no
assurance can be given that we will be able collect any royalty payments or
raise sufficient cash to meet our cash requirements.
  12
 
 Over the
next twelve months we plan to seek out a viable new business
opportunity.  If we enter into a new business opportunity, will need
to raise additional working capital and we may be required to hire additional
employees, independent contractors as well as purchase or lease additional
equipment.  We plan to raise this additional working capital through
the private placement of shares, private advances and loans.
 
 We
anticipate continuing to rely on equity sales of common stock or the issuance of
convertible debt to fund our operations and to seek out or enter into new
business opportunities. The issuance of any additional shares will result in
dilution to our existing shareholders.
 
 We are
not currently conducting any research and development activities. We do not
anticipate conducting such activities in the near future.
 
 Related-Party
Transactions
 
 Included
in the $414,406 that is due to related parties at March 31, 2008 is $400,641 in unpaid
professional, consulting and management fees and a $13,765 advancepayable.  None of the amounts due to related parties bear
interest, have any fixed terms of repayment or are secured.   If
we accept the terms of the debt forgiveness and debt settlement letter
agreements, $239,090 in management fees and the $13,765 advance payable will be
converted into shares of our common stock at $0.025 per share and $156,796 in
consulting fees will be forgiven.
 
 The
$500,000 note payable to a related party bear’s interest at 10% is unsecured and
was payable November 27, 2004.  At March 31, 2008, $267,226 in
interest was accrued on this note.  If we accept the terms of the debt
forgiveness and debt settlement letter agreement from this related party, the
$500,000 note payable will be converted into shares of our common stock at
$0.025 per share and the accrued interest on the note will be
forgiven.
 
 COMPARISON
OF THE THREE MONTHS ENDED MARCH 31, 2008 AND 2007
 
 Overall
Results of Operations
  For the
three months ended March 31, 2008, we had a net loss of $31,160, which was a
decrease of $24,726 in net loss from our net loss of $55,886, for the three
months ended March 31, 2007.  The decrease  in net loss for
the three months ended March 31, 2008, as compared to the three months ended
March 31, 2007 was primarily the due to an increase in royalty
revenue.  Our royalty revenue increased due to WebTech securing some
large contracts. We expect that our revenue to remain the same if WebTech
continues to obtain revenue from these contracts.
  If we
accept the terms of the debt forgiveness and debt settlement letter agreements
and if we are not successful in acquiring a viable business, over the next year
we expect our net loss to be approximately $50,000.
  Revenues
 
 Our
revenue increased by $12,904 or 61% from $21,292 for the three months ended
March 30, 2007 to $34,196 for the three months ended March 31,
2008.
 
 All
of the revenue was the result of a 6% royalty which relates to the Termination
and Transfer Agreement signed on October 18, 2005. The increase in our revenue
was due to WebTech securing some large contracts during the
period.  We do not expect revenue to increase unless we locate a new
revenue generating business opportunity.
  13
 
 Operating
Expenses
 
 Our
operating expenses decreased by $6,043 or 24% from $24,781 for three months
ended March 31, 2007 to $18,738 for the three months ended March 31,
2008.  This decrease was primarily caused by a decrease in
professional fees and the results of our efforts to reduce our operating
costs.
 
 We expect
our operating costs to be approximately $110,000 over the next year, unless we
locate a new viable business.
 
 Interest
Expense
 
 Our
interest expense increased by $385 or 1% from $46,233 for the three months ended
March 31, 2007 to $46,618 for the three months ended March 31,
2008.
 
 If we
accept the terms of the debt forgiveness and debt settlement letter agreements
from our creditors, absent the incurring of new debt, we expect our interest
expense for the next year will be $0.
  Off-Balance-Sheet
Arrangements
 
 We have
no off-balance sheet arrangements that have or are reasonably likely to have a
current or future effect on our financial condition, changes in financial
condition, revenue or expenses, results of operations, liquidity, capital
expenditures or capital resources that we expect to be material to investors. We
do not have any non-consolidated, special-purpose entities.
 
 Liquidity
and Capital Resources
 
 As of
March 31, 2008, we had a cash balance of $57,062 and cash flow from operations
of $41,192 for the three months then ended. During the three months ended March
31, 2008, we primarily funded our operations with the royalty revenue we
received from WebTech.
 
 The notes
to our unaudited consolidated financial statements as of March 31, 2008, contain
footnote disclosure regarding our uncertain ability to continue as a going
concern. We have not generated sufficient revenues to cover our expenses, and we
have accumulated a deficit of $4,543,082. As of March 31, 2008, we had
$3,419,014 in current liabilities, when these liabilities are offset against our
current assets of $77,263 we are left with a working capital deficit of
$3,341,751 and as such we cannot assure that we will succeed in locating a
viable business opportunity or that we will be able to achieve a profitable
level of operations sufficient to meet our ongoing cash needs. We have, however,
successfully generated sufficient working capital and liquidity through royalty
revenues and advances of cash until the date of this filing and if we agree to
the terms of the debt forgiveness and debt settlement letter agreements our
working capital deficit will decrease.
  Below is
a discussion of our sources and uses of funds for the three months ended March
31, 2008.
 
 Net
Cash Used In Operating Activities
 
 Net cash
provided by operating activities during the three months ended March 31,
2008 was $41,192. This cash was primarily provided by a collection of $26,073 in
accounts receivable, utilization of $715 in prepaid expenses, increases of
$3,711 in accounts payable, $34,187 in accrued interest on notes payable, $14 in
advances payable and $12,431 in accrued interest on the note payable to a
related party. These amounts were offset by a payment of $4,779 in accrued
professional fees.
 
 Net
Cash Provided By Financing Activities
 
 We did
not have any financing activities during the three months ended March 31,
2008.
  14
 
 Net
Cash Used In Investing Activities
 
 We did
not have any investing activities during the three months ended March 31,
2008.
 
 Contingencies
and Commitments
 
 We had no
contingencies or long-term commitments at March 31, 2008.
 
 Contractual
Obligations
 
 The
following table provides a summary of our debt obligation as of March 31, 2008.
Our convertible notes payable have not been included below because these notes
are repayable on demand and we do not know when or if payment will be
demanded.  If we accept the terms of the debt forgiveness and debt
settlement letter agreements we will not have any contractual
obligations.
 
 Contractual
Payment Due by Period
  2008Note
      Payable to Related Party, including accrued interest
                  
                  $
                  767,226
 
 Internal
and External Sources of Liquidity
 
 We have
funded our operations principally from royalty revenue and advances from related
and other parties.
 
 Inflation
 
 We do not believe that inflation will
have a material impact on our future operations.
  Item
3. Quantitative and
Qualitative Disclosures About Market Risk.
 
 GlobeTrac
is a smaller reporting company as defined by Rule 12b-2 of the Exchange Act and
is not required to provide the information required under this
item.
 
 Item
4. Controls and
Procedures.
 
 Disclosure Controls and
Procedures
 
 Disclosure
controls and procedures are designed to ensure that information required to be
disclosed in the reports filed or submitted under the Exchange Act is recorded,
processed, summarized and reported, within the time period specified in the
SEC’s rules and forms.  Disclosure controls and procedures include,
without limitation, controls and procedures designed to ensure that information
required to be disclosed in the reports filed under the Exchange Act is
accumulated and communicated to management, including John daCosta, GlobeTrac’s
Chief Executive Officer and Chief Financial Officer, as appropriate, to allow
timely decisions regarding required disclosure.
  15
 
 Mr.
daCosta has evaluated the effectiveness of the design and operation of
GlobeTrac’s disclosure controls and procedures (as such term is defined in Rules
13a-15 and 15d-15 under the Securities Exchange Act of 1934 (the “Exchange Act”)) as of the end
of the period covered by this quarterly report (the “Evaluation
Date”).  Based on such evaluation, Mr. daCosta has concluded
that, as of the Evaluation Date, GlobeTrac’s disclosure controls and procedures
are effective to ensure that information required to be disclosed in the reports
GlobeTrac files and submits under the Exchange Act is recorded, processed,
summarized and reported as and when required.
 
 Changes in Internal
Controls
 
 During
the quarter of the fiscal year covered by this report, there were no changes in
GlobeTrac’s internal controls or, to GlobeTrac’s knowledge, in other factors
that have materially affected, or are reasonably likely to materially affect,
these controls and procedures subsequent to the Evaluation Date.
 
 Management’s Report on
Internal Controls over Financial Reporting
 
 GlobeTrac
is a smaller reporting company as defined by Rule 12b-2 of the Exchange Act and
is not required to provide the information required under this
item.
 
 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 property or assets are the subject of any pending
legal proceedings.
 
 Item
1A.         Risk
Factors.
 
 GlobeTrac
is a smaller reporting company as defined by Rule 12b-2 of the Exchange Act and
is not required to provide the information required under this
item.
 
 Item
2. Unregistered Sales 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, GlobeTrac reported all
information that was required to be disclosed in a report on Form
8-K.
  16
 
 Item
6. Exhibits
 
 (a)
                Index
      to and Description of Exhibits
 
 All
Exhibits required to be filed with the Form 10-Q are included in this quarterly
filing or incorporated by reference to GlobeTrac’s previous filings with the
SEC, which can be found in their entirety at the SEC website at www.sec.gov under SEC
File Number 000-33309 and SEC File Number 333-66590.
 
 Exhibit
                Description
                Status3.1
                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.
                Filed3.2
                Bylaws
      filed as an Exhibit to GlobeTrac’s registration statement on Form SB-2
      filed on August 2, 2001, and incorporated herein by
    reference.
                Filed3.3
                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.
                Filed3.4
                Notification
      of Dissolution for Globetrac Limited dated March 14, 2007, filed as an
      exhibit to GlobeTrac’s Form 10-KSB filed on April 16, 2007, and
      incorporated herein by reference.
                Filed10.1
                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.
                Filed10.2
                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 (Annual Report) filed on April 15,
      2003, and incorporated herein by reference.
                Filed10.3
                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 (Annual Report) filed on April 7, 2004, and incorporated
      herein by reference.
                Filed10.4
                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 (Annual Report) filed on April 7, 2004, and incorporated
      herein by reference.
                Filed10.5
                Letter
      Agreement dated November 26, 2004 among Global Axxess Corporation Limited,
      WebTech Wireless International and WebTech Wireless Inc., filed as an
      exhibit to GlobeTrac’s Form 8-K (Current Report) filed on December 22,
      2004, and incorporated herein by reference.
                Filed10.6
                Termination
      and Transfer Agreement dated November 1, 2004 among GlobeTrac Inc., Global
      Axxess Corporation Limited, Globetrac Limited, WebTech Wireless Inc., and
      WebTech Wireless International, filed as an exhibit to GlobeTrac’s Form
      8-K (Current Report) filed on November 14, 2005, and incorporated herein
      by reference.
                Filed14
                Code
      of Ethics filed as an exhibit to GlobeTrac’s Form 10-KSB filed on April
      15, 2003, and incorporated herein by reference.
                Filed31
                Certifications
      pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
                Included32
                Certification
      pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of
      the Sarbanes-Oxley Act of 2002.
                Included
  17
  SIGNATURES
 
 In
accordance with the requirements of the Securities Exchange Act of 1934,
GlobeTrac Inc. has caused this report to be signed on its behalf by the
undersigned duly authorized person.
  GLOBETRAC
      INC.Dated: May
      15, 2008
                  By:
                  /s/ John
      daCostaJohn
      daCosta
                    CEO, President and CFO
                    (Principal Executive Officer and
                    Principal
      Financial Officer)