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, 2003




o  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.)**42 Brook Street, London, W1K 5DB, United Kingdom**
(Address of principal executive offices)**44-20-7529-1460**
(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 13, 2003Common Stock - $0.001 par value
21,040,000





Transitional Small Business Disclosure Format (Check one): Yes oNo x







Page - 1








PART I  FINANCIAL INFORMATION





Item 1.  Financial Statements.








GLOBETRAC INC.








CONSOLIDATED FINANCIAL STATEMENTS








As at June 30, 2003 and December 31, 2002 and


for the three and six month periods ended June 30, 2003 and 2002


(Unaudited)

















Page - 2









CONSOLIDATED BALANCE SHEETS





CONSOLIDATED STATEMENTS OF OPERATIONS





CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS DEFICIT AND COMPREHENSIVE INCOME





CONSOLIDATED STATEMENTS OF CASH FLOWS





NOTES TO CONSOLIDATED FINANCIAL STATEMENTS








Page - 3




GLOBETRAC INC.
 CONSOLIDATED BALANCE SHEETS
 (Unaudited)


June 30,


December 31,2003


2002ASSETSCURRENT ASSETSCash

$
50,253

$
210,229Accounts receivable,net of allowance for doubtful accounts of $0


80,426


70,617Inventory


200,575


170,682Prepaids


10,317


91,771341,571


543,299Fixed assets, net of $2,075 and $1,318 accumulated depreciation


5,383


3,981TOTAL ASSETS

$
346,954

$
547,280LIABILITIES AND STOCKHOLDERS' DEFICITCURRENT LIABILITIESAccounts payable and accrued liabilities

$
136,714

$
153,810Loans and advances payable (Note 3)


482,970


-Convertible notes payable (Note 4)


649,318


271,316Due to related parties (Note 5)


130,414


45,3281,399,416


470,454Convertible notes payable (Note 4)


-


354,247Due to related party (Note 5)


500,000


500,0001,899,416


1,324,701Commitment (Note 6)STOCKHOLDERS' DEFICITShare capital (Note 7)Authorized200,000,000 common shares, $0.001 par value5,000,000 preferred shares, $0.001 par valueIssued and outstanding:21,040,000 common shares


21,040


21,040Additional paid in capital


18,235


18,235Accumulated deficit


(1,600,451
)

(826,637
)Other comprehensive income:Foreign currency translation adjustment


8,714


9,941Total Stockholders' Deficit


(1,552,462
)

(777,421
)TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT

$
346,954

$
547,280The accompanying notes are an integral part of these financial statements









Page - 4




**GLOBETRAC INC.**


CONSOLIDATED STATEMENTS OF OPERATIONS
 (Unaudited)


****

**Three Months Ended**
**Six Months Ended******

**June 30,**
**June 30,******


**2003**


**2002**


**2003**


**2002**REVENUESales

$
57,180

$
-

$
132,625

$
630Cost of Goods Sold


40,588


-


90,195


-Gross Profit


16,592


-


42,430


630OPERATING EXPENSESAdministrative expenses


398,426


12,945


717,112


15,221Selling expenses


3,090


-


50,634


-Total Operating Expenses


401,516


12,945


767,746


15,221Loss from operations


(384,924)


(12,945)


(725,316)


(14,591)Interest expense


(24,543)


-


(48,498)


-NET LOSS FOR THE PERIOD

$
(409,467)

$
(12,945)

$
(773,814)

$
(14,591)BASIC AND DILUTEDLOSS PER SHARE

$
(0.02)

$
(0.00)

$
(0.04)

$
(0.00)WEIGHTED AVERAGESHARES OUTSTANDING


21,040,000


21,040,000


21,040,000


21,040,000The accompanying notes are an integral part of these financial statements








Page - 5






GLOBETRAC INC.


CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' DEFICIT AND COMPREHENSIVE INCOME
 For the six month periods ended June 30, 2003 and 2002
 (Unaudited)


****
****
****
****
****
****
****
****
****
****
****
****
****
****
****
****Accumulated****
****
****
****
********
****
****
****
****
****
****
****
****
****Additional****
****
****
****
****
****
**Other**
****
****
****
********
****
****
****Number of****
****
****
****
****
****
**Paid-in**
****
****
**Accumulated**
****
****
**Comprehensive**
****
****
****
********
****
****
****Shares****
****
****
**Amount**
****
****
**Capital**
****
****
**Deficit**
****
****
**Income**
****
****
**Total**Balance, July 1, 2001


6,210,000

$
6,210

$
32,565

$
(14,544
)

-


24,231Net loss for the period endedDecember 31, 2001


-


-


-


(19,503
)

-


(19,503
)Balance, December 31, 2001


6,210,000


6,210


32,565


(34,047
)

-


4,728Cost of occupancy contributed by officer


-


-


500


-


-


500Issuance of three for one common stockdividend, May 27, 2002


18,630,000


18,630


(18,630
)

-


-


-Common shares cancelled, June 21, 2002


(3,800,000
)

(3,800
)

3,800


-


-


-Net loss for the period endedJune 30, 2002


-


-


-


(14,591
)

-


(14,591
)Balance, June 30, 2002


21,040,000


21,040


18,235


(48,638
)

-


(9,363
)Net loss for the period endedDecember 31, 2002


-


-


-


(777,999
)

-


(777,999
)Foreign currency translation adjustments


-


-


-


-


9,941


9,941Balance, December 31, 2002


21,040,000


21,040


18,235


(826,637
)

9,941


(777,421
)Net loss for the period endedJune 30, 2003


-


-


-


(773,814
)

-


(773,814
)Foreign currency translation adjustments


-


-


-


-


(1,227
)

(1,227
)Balance, June 30, 2003


21,040,000

$
21,040

$
18,235

$
(1,600,451
)
$
8,714

$
(1,552,462
)The accompanying notes are an integral part of these financial statements









Page - 6




GLOBETRAC INC.


CONSOLIDATED STATEMENTS OF CASH FLOWS
 (Unaudited)


****
****
****Six Months Ended********
****
****June 30,********
****
****
**2003**
****
****
**2002**CASH FLOWS FROM OPERATING ACTIVITIESNet loss for the period

$
(773,814
)
$
(14,591
)Adjustment to reconcile net loss to net cashused in operating activities:Occupancy cost contributed by an officer


-


500Depreciation


772


-Changes in operating assets and liabilities:(Increase) decrease in accounts receivable


(9,809
)

1,682(Increase) in inventory


(29,893
)

-Decrease in prepaids


81,454


-(Decrease) in accounts payable


(17,096
)

(3,335
)Increase in accrued interest payable to related parties
24,795
-Increase in accounts payable to related parties
60,291
-Increase in accrued interest payable on convertible debt
23,755
-NET CASH USED IN OPERATING ACTIVITIES


(639,545
)

(15,744
)CASH FLOWS FROM FINANCING ACTIVITIESLoans and advances payable


482,970


25,000NET CASH USED IN INVESTING ACTIVITIESPurchase of fixed assets


(2,174
)

-Effect of exchange rate changes on cash


(1,227
)

-(DECREASE) INCREASE  IN CASH


(159,976
)

9,256CASH, BEGINNING OF PERIOD


210,229


9,534CASH, END OF PERIOD

$
50,253

$
18,790The accompanying notes are an integral part of these financial statements







Page - 7





GLOBETRAC INC.


NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


(Unaudited)





June 30, 2003 and 2002










NOTE 1  NATURE OF OPERATIONS AND BASIS OF PRESENTATION





Nature of Operations





GlobeTrac Inc. (the "Company") is in the business of selling, marketing, distributing and installing global wireless tracking and telematics equipment. The Company was incorporated in the state of Delaware on March 2, 2000, and its principal executive offices are headquartered in London, England.





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 and six month periods ended June 30, 2003 and 2002 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, 2002 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 2002 Annual Report. Additional significant accounting policies which affect the Company or which have been developed since December 31, 2002 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 as the functional currency. Assets and liabilities of the subsidiary are translated at exchange rates as of the balance sheet date. Revenues and expenses are translated at 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





The Company presents comprehensive income in its Consolidated Statements of Changes in Stockholders Deficit and Comprehensive Income in accordance with Statement of Financial Accounting Standard No. 130, "Reporting Comprehensive Income" (SFAS 130). Total comprehensive income includes, in addition to net loss, changes in equity that are excluded from the consolidated statements of operations and are recorded directly into the separate section of stockholders deficit on the consolidated balance sheets.





Reclassifications





Certain prior period amounts have been reclassified to conform to the current periods presentation.





Page - 8





GLOBETRAC INC.


NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


(Unaudited)








NOTE 3  LOANS AND ADVANCES PAYABLE





The loans and advances payable bear no interest, are unsecured and have no fixed terms of repayment.





NOTE 4  CONVERTIBLE NOTES PAYABLE





At June 30, 2003 the Company had a note payable in the amount of $148,000, plus accrued interest of $8,180. The note is unsecured, bears interest at 8% and $75,000 of this debt is due February 8, 2004 and $73,000 is due March 5, 2004. The note is convertible into common shares of the Company at a price of $0.50 per share, at the option of the Company.





At June 30, 2003 the Company had notes payable totalling $459,288, plus accrued interest of $33,850. These notes are unsecured, bear interest at 8% and are due at various dates between August 17, 2003 and March 14, 2004. The notes are convertible into common shares of the Company at a price of $0.50 per share, at the option of the Company.





NOTE 5  DUE TO RELATED PARTIES





The Company is indebted to a company sharing a common director in the amount of $36,990. This debt is unsecured, bears no interest and has no fixed terms of repayment.





The Company is indebted to a company sharing a common director in the amount of $13,277. This debt is unsecured, bears no interest and has no fixed terms of repayment.





At June 30, 2003, the Company had a note payable to a director of the Company in the amount of $500,000, plus accrued interest of $29,589. This note is unsecured, bears interest at 10% and is due November 27, 2004.





At June 30, 2003 and 2002 the Company had paid or has payable $154,831 and $3,000 to directors and officers of the Company.





NOTE 6  COMMITMENT AND CONTINGENCIES





On October 10, 2002, Globetrac Limited entered into a three year contract whereby, Globetrac Limited agreed to pay 12,500 in British pounds per month plus sales bonuses for a three year period, for business development and sales and marketing services. On June 25, 2003 this contract was cancelled.





With its recent acquisitions and management changes, the Company has been focused on effectuating and implementing its new business plan. As such, the Company has an accumulated deficit of $ 1,600,451 to date and additional financing will be required by the Company to fund its development activities and to support operations. Management plans to mitigate its losses in future periods by reducing certain operating expenses that were associated with the change in business direction, the business acquisition and the changes in management. However, there is no assurance that the Company will be able to obtain additional financing. Furthermore, there is no assurance that rapid technological changes, changing customer needs and evolving industry standards will enable the Company to introduce new products and services on a continual and timely basis . The financial statements do not include any adjustments that might result from the outcome of those uncertainties.





NOTE 7  COMMON STOCK





On May 31, 2001, the Company completed a "best efforts" offering of its common stock pursuant to the provisions of Section 4(2) of the Securities Act of 1933 and Rule 506 of Regulation D promulgated by the Securities and Exchange Commission. In accordance with the private placement memorandum offering, which was initiated on March 15, 2001, the Company issued 1,635,000 shares of its common stock at $0.02 per share for a total of $32,700.





On May 17, 2002, the Company declared a stock dividend of three shares for every one share issued. The stock dividend was paid out on May 28, 2002. The stock dividend resulted in an increase of the Companys issued and outstanding share capital from 6,210,000 shares to 24,840,000 shares.





On June 21, 2002, the Company cancelled 3,800,000 of its issued and outstanding common shares and returned the shares to treasury.





On July 29, 2002, the authorized share capital of the Company increased from 55,000,000 shares to 205,000,000 shares with a par value of $0.001, consisting of 200,000,000 common shares and 5,000,000 preferred shares.









Page - 9









Item 2. Managements Discussion and Analysis or Plan of Operation.





THE FOLLOWING PRESENTATION OF MANAGEMENTS DISCUSSION AND ANALYSIS OF GLOBETRAC INC. SHOULD BE READ IN CONJUNCTION WITH THE CONSOLIDATED FINANCIAL STATEMENTS AND OTHER CONSOLIDATED FINANCIAL INFORMATION INCLUDED HEREIN.





GlobeTrac is a start-up business and has been concentrating on training and building their sales team while ensuring that all products sold meet or exceed customer expectations and as such has generated only minimal revenues to date.





With its recent acquisitions and management changes, GlobeTrac has been focused on effectuating and implementing its new business plan. As such, GlobeTrac has an accumulated deficit of $1,600,451 to date and additional financing will be required by GlobeTrac to fund its development activities and to support operations. Management plans to mitigate its losses in future periods by reducing certain operating expenses that were associated with the change in business direction, the business acquisition and the changes in management. However, there is no assurance that GlobeTrac will be able to obtain additional financing. Furthermore, there is no assurance that rapid technological changes, changing customer needs and evolving industry standards will enable GlobeTrac to introduce new products and services on a continual and timely basis. The financial statements do not include any adjustments that might result from the outcome of those uncertainties.





Results of Operations





Revenues





Revenue increased by $57,180 from $Nil during the three month period ended June 30, 2003 as compared to the three month period ended June 30, 2002. The increase in revenue was caused by changes in management and business direction. Of the $57,180 in revenue earned during the three month period ended June 30, 2003 $48,696 came from the sale and installation of the global wireless tracking and telematics equipment and $8,484 came from the monthly portal and airtime income associated with the sale of this equipment.





Revenue increased by $131,995 from $630 for the six month period ended June 30, 2002 to $132,625 for the six month period ended June 30, 2003. The increase in revenue was caused by changes in management and business direction. All of the revenue earned during the six month period ended June 30, 2002 and $Nil of the revenue earned in the six month period ended June 30, 2003, came from the digital graphic design business. Of the $132,625 in revenue earned during the six month period ended June 30, 2003, $116,927 came from sales and installation of the global wireless tracking and telematics equipment and $15,698 came from the monthly portal and airtime income associated with the sale of this equipment.





GlobeTrac expects to generate additional revenues by expanding its sales and marketing program, training and building their sales team and ensuring all of their products meet or exceed customer expectations. At the end of June 2003, the company changed their sales and marketing team and expect the new team to increase sales.





Cost of Sales





Cost of sales increased by 100 % or $40,588 for the three month period ended June 30, 2003 as compared to the three month period ended June 30, 2002 when there were no costs associated with sales. The reason for the increase was due to the change in business direction. At June 30, 2003 the gross margin was 29% compared to no gross margin at June 30, 2002. The increase in gross margin was due to changing from the digital graphic design business to the wireless tracking and telematics business.





Cost of sales increased by 100 % or $90,195 for the six month period ended June 30, 2003 as compared to the six month period ended June 30, 2002 when there were no costs associated with sales. The reason for the increase was due the change in business direction. As a percentage of revenue, the gross margin decreased from 100% in the six month period ended June 30, 2002 to 32% during the six month period ended June 30, 2003 due to changing from the digital graphic design business to the wireless tracking and telematics business.





GlobeTrac expects cost of sales to decrease as a percentage of sales and gross margin to increase as unit sales increase because each unit sold has the potential to continue to generate higher margin, recurring revenue on monthly portal and airtime income.










Page - 10




Operating Expenses





Operating expenses increased for the three month period ended June 30, 2003 compared to the three month period ended June 30, 2002 by $388,571, primarily due to increases of $99,533 in  professional fees, $99,186 in consulting fees, $13,886 in office expenses, $509 in interest and bank charges, $442 in depreciation, $23,435 in installation expenses, $84,832 in management fees, $16,773 in rent, $10,987 in telephone expenses, $39,043 in wages, $893 in foreign exchange transaction losses and $14,181 in travel and entertainment, offset by a decrease of $11,122 in marketing and advertising and $4,007 in filing fees.





The increase in operating costs was caused by a change in management, a change in business direction and a new sales and marketing program. GlobeTrac expects future operating expenses to increase due to continued expansion of its sales and marketing program and they expect that future operating expenses associated with the change in business direction to decrease.





Operating expenses increased for the six month period ended June 30, 2003 compared to the six month period ended June 30, 2002 by $752,525, primarily due to increases of $166,633 in professional fees, $199,191 in consulting fees, $24,697 in office expenses, $944 in interest and bank charges, $771 in depreciation, $64,832 in installation expenses, $151,831 in management fees, $28,426 in rent, $17,557 in telephone expenses, $53,091 in wages, $11,434 in marketing and advertising and $38,883 in travel and entertainment, offset by an increase of $1,758 in foreign exchange transaction gains and a decrease in filing fees of $4,007.





The increase in operating costs was caused by a change in management, a change in business direction and a new sales and marketing program. GlobeTrac expects future operating expenses to increase due to continued expansion of its sales and marketing program and they expect that future operating expenses associated with the change in business direction to decrease.





Interest Expense





Interest expense increased during the three month period ended June 30, 2003 compared to the three month period ended June 30, 2002 by $24,543 or 100 % primarily due to interest on convertible notes payable and the note due to a related party.





Interest expense increased during the six month period ended June 30, 2003 compared to the six month period ended June 30, 2002 by $48,498 or 100 % primarily due to interest on convertible notes payable and the note due to a related party.





Liquidity and Capital Resources





GlobeTrac had cash of $50,253 and a working capital deficit of $1,057,845 at June 30, 2003. During the six month period ended June 30, 2003, GlobeTrac used $639,545 in cash for operating activities, primarily for an operating loss of $773,814 an increase in accounts receivable of $9,809, an increase in inventory of $29,893 and a decrease in accounts payable and accrued liabilities of $17,096, offset by depreciation of $772, a decrease in prepaid expenses of $81,454, an increase in accounts payable to related parties of $60,291, an increase in accrued interest payable to related parties of $24,795 and an increase in accrued interest payable on convertible debt of $23,755. Cash used in operations of $639,545 was financed by decreases in cash of $159,976 and increases in loans and advances payable of $482,970, offset by the purchase of $2,174 in fixed assets and the effects of exchange rate changes on cash of $1,227. A decrease in working capital of $1,130,690 was due to a decrease in current assets of $201,728 and an increase in current liabilities of $928,962. GlobeTrac has accumulated a deficit of $1,600,451 since inception and has a stockholders deficiency of $1,552,462. GlobeTrac has no contingencies or long-term commitments except for the agreement with WebTech Wireless Inc.





Plan of Operation for the Next Twelve Months





GlobeTrac anticipates funding its working capital needs for the next twelve months through sales, the equity capital markets and private financings. Although the foregoing actions are expected to cover its anticipated cash needs for working capital and capital expenditures for a least the next twelve months, no assurance can be given that GlobeTrac will be able to raise sufficient cash to meet these cash requirements.








Page - 11







Management plans to improve GlobeTracs cash flows and operating results by increasing sales of wireless tracking and telematics units, increasing monthly portal rental fees, raising additional capital through private placements of stock, private loans and advances.





GlobeTrac is not currently conducting any research or development activities other than the development of its website and it does not anticipate conducting such activities in the near future. As GlobeTrac expands its customer base and product lines, it will need to hire additional employees, agents, distributors or independent contractors as well as purchase or lease additional equipment.





Internal and External Sources of Liquidity





GlobeTrac has funded its operations principally from borrowings in the form of accounts payable, convertible notes payable 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, product development, market position, expenditures and financial results are forward-looking statements.





Forward-looking statements in this Form 10-QSB include statements regarding (1) expectation that revenue will increase during fiscal 2003; (2) expectation of product lines and customer base increasing; (3) expectation of future operating expenses increasing; (4) expectation that operating expenses related to the change in business direction will decline; (5) expectation that the expansion of customer base and product lines will cause wages, marketing and promotional costs to increase; (6) expectation that working capital needs for fiscal 2003 will be funded through sales, equity capital markets and private financings; (7) expectation that an increase in customers and product lines will lead to hiring of additional employees or independent contractors; (8) expectation that an increase in customer and product lines will lead to the purchase or lease of additional equipment; (9) uncertainty of utilizing deferred tax assets; and (10) expectation that inflation will not have a material impact on 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 demand for GlobeTracs products and services; changes in business direction or strategy; competitive factors (including competitors introducing superior products); pricing pressure (including competitors offering similar products at lower prices); inability to attract, develop or retain technical, consulting managerial, sales personnel, agents, distributors or independent contractors; changes in consumer tastes; inability to obtain product from the manufacturer and evolving industry products and standards. 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, and GlobeTrac assumes no obligation to update any such forward-looking statements.





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 by 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.






Page - 12










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. Changes in Securities.





During the second 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 second 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 second quarter of the fiscal year covered by this report.





Item 6. Exhibits and Reports on Form 8-K





1. 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.





(b)  Reports on Form 8-K.





No reports were filed during the second quarter of the fiscal year covered by this report.








Page - 13








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.






:/s/ Jim Pratt











Name:  Jim Pratt


Title :  Director and CEO


Dated:  August 13, 2003











:/s/**John daCosta**





Name:  John daCosta


Title :  CFO


Dated:  August 13, 2003







Page - 14










Exhibit 31











Page - 15
  GLOBETRAC INC. CERTIFICATIONS PURSUANT TOSECTION 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 13, 2003
 /s/ Jim Pratt
 Jim Pratt  Chief Executive Officer








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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 13, 2003
 /s/ John daCosta
 John daCosta  Chief Financial Officer





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Exhibit 32














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CERTIFICATION PURSUANT TO18 U.S.C. SECTION 1350,AS ADOPTED PURSUANT TOSECTION 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, 2003 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 the Company.

/s/Jim Pratt
Jim PrattChief Executive Officer
August 13, 2003










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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, 2003 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 the Company.
  /s/John daCosta
 John daCosta  Chief Financial Officer
 August 13, 2003







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