<PAGE>2

                               UNITED STATES
                      SECURITIES AND EXCHANGE COMMISSION

                            Washington, D.C. 20549

                                 FORM 10-QSB
 
[X]      QUARTERLY  REPORT  PURSUANT  TO  SECTION  13  OR  15(d)
OF  THE  SECURITIES  AND  EXCHANGE  ACT  OF  1934
For  the  Quarter  ended  January  31, 1999

[  ]  TRANSITION  REPORT  UNDER  SECTION  13  OR  15(d)  OF  THEE EXCHANGE  ACT
              For  the  transition  period                                to

Commission  file  number          -        0-25614

                           GLOBUS CELLULAR, LTD.
                   (FORMERLY GLOBUS CELLULAR & USE PROTECTION, LTD.
                       And LERIDGES INTERNATIONAL, INC.)
            (Exact name of Small Business Company in its charter)


     NEVADA                                                         88-0228274
(State  or  other jurisdiction of                             (IRS Employer
incorporation  or  organization)                           Identification No.)


                              1955 Moss Court, 
           Kelowna, British Columbia, Canada                     V1Y 9L3
              (Address of principal executive offices)     (Zip Code)

             Registrant's Telephone number, including area code:
                                (604) 860-3130

Indicate  by  check  mark  whether  the  Registrant  (1) has filed all reports
required to  be  filed  by Section 13 or 15(d) of the Securities and Exchange
Act of 1934  during the preceding twelve months (or such shorter period that
the Registrant was required to file such reports), and (2) has been subject to
file  such  filing  requirements  for  the past thirty  days.

Yes        x            No
      -------                --------

Indicate  the  number of shares outstanding of each of the issuer's classes of
common  stock,  as  of  the  close  of  the  period  covered  by  this report:

             6,856,583 Shares of Common Stock ($.001 par value)
                               (Title of Class)

Transitional  Small  Business  Disclosure  Format  (check  one):
Yes                          No          x
      ---------              --------





<PAGE>3

                    GLOBUS CELLULAR, LTD.



PART  I:          Financial  Information

     ITEM  1  -  Financial  statements

     ITEM  2  -  Management's'  discussion  and  analysis  of
     financial  condition  and  results  of  operations

PART  II:          Other  Information

     ITEM  6  -  Exhibits  and  Reports  on  Form  8-K






<PAGE>4
                                    PART I

Item  1.  Financial  Statements:

Globus Cellular Ltd.
Balance Sheet
January 31, 1999
<TABLE>
<CAPTION>
                        ASSETS
<S>                                                             <C>
Current assets:
  Cash                                                  $        20,655
  Accounts receivable, other                                      4,934
  Inventories                                                     2,548
  Prepaid expenses                                                8,357
  Net assets of discontinued operation                           52,566
                                                            -----------
      Total current assets                                       89,059

Property and equipment, at cost, less
  accumulated depreciation of $55,293                            58,836

Other assets                                                     26,410
                                                            -----------
                                                        $       174,305
                                                            ===========

         LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
  Accounts payable                                      $        11,363
  Notes payable                                                   1,691
  Loans from stockholders                                       464,603
                                                            -----------
      Total current liabilities                                 477,656

Stockholders' equity:
 Preferred stock, $.001 par value,
  20,000,000 shares authorized,                                     -
 Common stock, $.001 par value,
  100,000,000 shares authorized,
  6,856,583 shares issued and
  outstanding                                                     6,857
 Additional paid-in capital                                   3,353,647
 Stock subscriptions                                               -
 Foreign exchange adjustment                                    (10,088)
 (Deficit)                                                   (3,653,767)
                                                            -----------
                                                               (303,352)
                                                            -----------
                                                        $       174,305
                                                            ===========
</TABLE>


See accompanying notes to financial statements.


<PAGE>5

Globus Cellular Ltd.
Statements of Operations
Three Months Ended January 31, 1999 and 1998

<TABLE>
<CAPTION>
                                                            Three Months      Three Months
                                                             Ended               Ended
                                                          January 31,          January 31,
                                                              1999                1998
                                                         ------------         -----------
<S>                                                         <C>              <C>
Revenue:                                                   
 Other income                                           $          147      $       615
                                                            -----------      -----------
                                                                   147              615

Other costs and expenses:
 General and administrative                                    151,348          227,634
 Research and development                                       10,065           11,041
                                                            -----------      -----------
                                                               161,413          238,675
                                                            -----------      -----------
Income (loss) from operations                                 (161,266)        (238,060)

Other income and (expense):
 Interest expense                                                 (825)          (2,799)
                                                            -----------      -----------
                                                                  (825)          (2,799)
                                                            -----------      -----------
Income (loss) from continuing operations
 before income taxes                                          (162,091)        (240,858)
Provision for income taxes                                       3,019              733
                                                            -----------      -----------
Income (loss) from continuing operations                      (159,073)        (240,125)

Income (loss) from discontinued operation
 net of income taxes of $3,019 and $733                          5,860            1,424
                                                            -----------       -----------
  Net income (loss)                                     $     (153,213)   $    (238,701)
                                                            ===========       ===========

Basic earnings (loss) per share:
 Net income (loss) from continuing operations           $        (0.02)   $        (0.03)
 Net income (loss) from discontinued operation                     -                 -
                                                            -----------       -----------
                                                        $        (0.02)   $        (0.03)
                                                            ===========       ===========

 Weighted average shares outstanding                          6,810,937        7,112,634
                                                            ===========       ===========

  Net income (loss)                                     $     (153,213)   $     (238,701)

   Foreign exchange gain net of income taxes                    27,718            15,416 
                                                            -----------       -----------
  Comprehensive income (loss)                            $    (125,495)   $     (223,285)
                                                            ===========       ===========
</TABLE>
See accompanying notes to financial statements.




<PAGE>6

Globus Cellular Ltd.
Statements of Cash Flows
Three Months Ended January 31, 1999 and 1998

<TABLE>
<CAPTION>
                                                          Three Months      Three Months
                                                             Ended             Ended
                                                           January 31,       January 31,
                                                              1999              1998
                                                            --------          --------
<S>                                                            <C>              <C>
  Net cash provided by (used in)
   operating activities                                  $    (39,943)    $    (68,067)
                                                         ------------      -----------

Cash flows from investing activities:
  Purchase of equipment                                       (10,124)          (32,889)
                                                          -----------       -----------
  Net cash provided by (used in)
   investing activities                                       (10,124)          (32,889)

Cash flows from financing activities:
  Common stock sold for cash                                     -               59,199
  Increase in officer loans                                    39,249               -
  Repayment of notes payable                                     (199)              -
  Repayment of officer loans                                     -              (5,780)
                                                            -----------     -----------
  Net cash provided by (used in)
   financing activities                                        39,049            53,419
                                                            -----------      -----------
Increase (decrease) in cash                                   (11,018)          (47,537)
Cash and cash equivalents,
 beginning of period                                           31,673           349,133
                                                            -----------      -----------
Cash and cash equivalents,
 end of period                                            $    20,655      $    301,596
                                                            ===========     ===========



Supplemental cash flow information:
   Cash paid for interest                                 $        825       $      2,799
   Cash paid for income taxes                             $       -          $       -
</TABLE>

   See accompanying notes to financial statements.




<PAGE>7

Globus Cellular & User Protection, Ltd.
Notes to Financial Statements


Basis of presentation

The accompanying condensed unaudited financial statements have 
been prepared in accordance with generally accepted accounting 
principles for interim financial information and with the 
instructions to form 10-QSB. Accordingly, they do not include all 
of the information and footnotes required by generally accepted 
accounting principles for complete financial statements. In the 
opinion of management, all adjustments (consisting of normal 
recurring adjustments) considered necessary for a fair 
presentation have been included.

The results of operations for the periods presented are not 
necessarily indicative of the results to be expected for the full 
year. The accompanying financial statements should be read in 
conjunction with the Company's form 10-KSB filed for the year 
ended October 31, 1998.

Stockholders' equity

Basic (loss) per share was computed using the weighted average 
number of common shares outstanding.

During the period ended January 31, 1999 the Company issued 
87,214 shares of its common stock pursuant to a registration 
statement on Form S-8.  The shares issued were valued at $23,112 
based on quoted market prices at the date the shares were 
authorized for issuance.  Additionally during the period, the 
Company issued 24,658 shares of its restricted common stock for 
services provided to the Company valued at $6,200. 



<PAGE>8

Item  2.  Management's Discussion and Analysis of Financial
Condition and Results of Operations:

Capital Resources and Liquidity.

The Company emerged (October 18, 1994) from a Chapter 11 bankruptcy 
proceeding that it filed in March, 1993.  Since the date of filing of the 
bankruptcy proceeding, Company was inactive and was not engaged in any 
business.  The acquisition of the assets of Globus Cellular & User Protection 
Ltd., a Canadian corporation, put the Company into the position of starting a 
new business.

Globus Cellular & User Protection Ltd. (Canada), a British Columbia 
corporation, was incorporated on July 28, 1993.  Thereafter, the corporation 
acquired the patent rights to the cellular phone product (the "C.U.P"), that 
it subsequently sold to Company pursuant to the Plan of Reorganization, filed 
and approved by the U.S. Bankruptcy Court.

During the period ended January 31, 1999, the Company issued 87,214 shares of 
its common stock pursuant to a registration statement on Form S-8.   The 
shares issued were valued at $23,112 based on quoted market prices at the 
date the shares were authorized for issuance.   Additionally, during the 
period, the Company issued 24,658 shares of its restricted common stock for 
services provided to the Company valued at $6,200.

No dividends have been declared since the inception of the Company nor does 
the Company anticipate that dividends will be declared in the ensuing fiscal 
year.

Commitments and Contingencies.   The Company has an agreement with Dr. Paul 
F. Bickert (its founder, product inventor, President and General Manager, 
Director and major stockholder) to pay Dr. Bickert lease of technology 
payments of $10,000 (US) monthly for the technology utilized in the Company's 
products.   This agreement expires in 2002, with an option to renew.   Total 
payments required under this lease are as follows:
1999 $120,000
2000  120,000
2001  120,000
2002   40,000
---------
$400,000

During May 1997, the Company entered into a royalty agreement whereby Dr. 
Bickert is to receive a 4% royalty fee on gross receipts from the sale of 
products incorporating newly developed technology for a high performance 
antenna for a portable communication device.

The Company entered into an employment contract with an officer.   The 
agreement covers the period ended January 31, 1999 and provides for payments 
aggregating $7,500 per month.   The agreement is expected to continue in 
force until terminated by either party.

Additionally, the Company shall pursue a registration of its Common Shares 
and Class A and B Warrants and will, in part, rely on the subsequent exercise 
of said Warrants.   Any additional funds raised and any revenues received 
from sale of Company's products will enable Company to expand its plan of 
operations by increasing its production and expanding its product line.

During the three months ended January 31, 1999, the Company purchased 
equipment valued at $10,124 resulting in net cash provided used in 
investing activities of $10,124.

During the three months ended January 31, 1998, the Company purchased 
equipment valued at $32,889 and paid trademark costs of $1,888.   As a 
result, net cash used in investing activities was $31,002 for the three 
months ending January 31, 1998.

During the three months ended January 31, 1999, the Company had an 
increase in officer loans of $39,249.   For that same period, the Company 
repaid $199 of notes payable.  As a result, the Company had net cash 
provided by financing activities of $39,049.

During the three months ended January 31, 1998, the Company sold common 
stock for cash of $59,199 and repaid $5,780 of officer loans.   As a 
result, the Company has net cash used in financing activities of $53,419.

The Company is not presently aware of any known trends, events or 
uncertainties that may have a material impact on net sales, revenues or 
income from its operations.    However, the Company's product is new in the 
market and there are no assurances it can be marketed successfully and/or 
profitably.


Results of Operations.

Results  of  Operations.  For the three months ended January 31, 1999 
compared to January 31, 1998.   The Company only has minimal revenue of 
$147 for the three months ended January 31, 1999 compared to $615 for the 
three months ended January 31, 1998.   The Company had research and 
development costs of $10,065 for the three months ended January 31, 1999 
compared to $11,041 for the three months ended January 31, 1998.   

General and administrative expenses for the three months ended January 31, 
1999 were $151,348.   These expenses consisted primarily of accounting 
($3,128), consulting ($23,509), legal fees ($10,750), marketing expense  
($11,103), office expense ($3,921), promotion ($5,223), profession fees 
($2,684), rent ($1,359), telephone ($3,591), travel ($11,282) and wages 
($10,339).  The Company had technology lease expense of $30,000 for the 
three months ended January 31, 1999 and made management contract payments 
of $22,500.   For the three months ended January 31, 1999, the Company had 
depreciation of $4,000 and amortization of $3,000 for the period ended 
January 31, 1999.

General and administrative expenses for the three months ended January 31, 
1998 were $227,634   These expenses consisted primarily of accounting 
($7,206), consulting ($99,048), legal fees ($9,769), office expense 
($4,272), promotion ($22,806), rent ($2,711), telephone ($2,083), travel 
($6,832) and wages ($110,666).  The Company had technology lease expense 
of $30,000 for the three months ended January 31, 1998 and made management 
contract payments of $22,500.   For the three months ended January 31, 
1998, the Company had depreciation of $4,000 and amortization of $1,888 for 
the period ended January 31, 1998.

<PAGE>9

                                  SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
Undersigned thereunto duly authorized.




Date:  April 20, 1999                       /s/  Dr. Paul F. Bickert

                                             ---------------------------
                                             Dr. Paul F. Bickert, 
President