##### Table of Contents



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 WASHINGTON, D.C. 20549
 FORM 10-Q
  þ
    
    Quarterly report under Section 13 or 15(d) of the Securities Exchange Act of 1934
 For the quarterly period ended June 30, 2008
 o
    
    Transition report under Section 13 or 15(d) of the Exchange Act
 For the transition period from  to
 Commission File Number 001-33855
 Global Brands Acquisition Corp.
  Delaware
    
    26-0482599(State or other Jurisdiction of 
Incorporation or Organization)
    
    (I.R.S. Employer
Identification No.)
 11 West 42nd Street, 21st Floor, New York, New York 10036
  (Issuers Telephone Number, Including Area Code)
  þ o
  Large accelerated filer o
    
    Accelerated filer o
    
    Non-accelerated filer þ
    
    Smaller reporting company o(Do not check if a smaller reporting company)
  þ o




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PagePart I. Financial Information:Item 1
 Financial Statements:Condensed Balance Sheets at June 30, 2008 (Unaudited) and March 31, 2008
    
    
    3Condensed Statements of Operations for the period from April 1, 2008 to
June 30, 2008 and the period from July 3, 2007 (inception) to June 30, 2008
    
    
    4Condensed Statements of Stockholders Equity (Unaudited) for the period
from April 1, 2008 to June 30, 2008 and the period from July 3, 2007 (inception) to
June 30, 2008
    
    
    5Condensed Statements of Cash Flows (Unaudited) for the period from
April 1, 2008 to June 30, 2008 and the period from July 3, 2007 (inception) to
June 30, 2008
    
    
    6Notes to Unaudited Condensed Financial Statements
    
    
    7Item 2
 Managements Discussion and Analysis of Financial Condition
And Results of Operations
    
    
    15Item 4
 Controls and Procedures
    
    
    16Part II. Other Information:Item 2
 Unregistered Sales of Equity Securities and Use of Proceeds
    
    
    18Item 6
 Exhibits
    
    
    18Signatures
    
    
    19EX-31: CERTIFICATIONEX-32: CERTIFICATION
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##### Table of Contents



Part I: Financial Information
 
 Item 1  Financial Statements (Unaudited)
 Global Brands Acquisition Corp.
(a Corporation in the Development Stage)
 
 Condensed Balance Sheets
 June 30,
    
    
    March 31,2008
    
    
    2008(unaudited)
    
    
    (audited)AssetsCurrent assets:Cash
    
    $
    63,597
    
    
    $
    219,001Cash held in trust fund
    
    
    288,763,297
    
    
    
    287,574,981Prepaid expense
    
    
    74,975
    
    
    
    97,300Total current assets
    
    
    288,901,869
    
    
    
    287,891,282Deferred tax asset
    
    
    
    
    
    
    93,538Total assets
    
    $
    288,901,869
    
    
    $
    287,984,820Liabilities and stockholders equityCurrent liabilities:Accrued accounting fees payable
    
    $
    14,500
    
    
    $
    20,000Income tax payable
    
    
    1,270,984
    
    
    
    857,881Deferred offering costs
    
    
    14,375,000
    
    
    
    14,375,000Accrued payable, stockholders
    
    
    24,745
    
    
    
    33,816Total current liabilities
    
    $
    15,685,229
    
    
    $
    15,286,697Common stock, subject to possible conversion,
8,624,999 shares at conversion value at initial
public offering
    
    
    85,837,490
    
    
    
    85,837,490CommitmentsStockholders equity:Preferred stock; $.0001 par value; 1,000,000
shares authorized; none issuedCommon stock; $.0001 par value; authorized
90,000,000 shares; 35,937,500 (less 8,624,999
shares subject to possible conversion) shares
issued and outstanding
    
    
    2,732
    
    
    
    2,732Additional paid-in capital
    
    
    185,962,851
    
    
    
    185,962,851Earnings accumulated during the development stage
    
    
    1,413,567
    
    
    
    895,050Total stockholders equity
    
    
    187,379,150
    
    
    
    186,860,633Total liabilities and stockholders equity
    
    $
    288,901,869
    
    
    $
    287,984,820
 The accompanying notes are an integral part of these condensed financial statements (unaudited).
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##### Table of Contents



Part I: Financial Information
 Item 1  Financial Statements (Unaudited)
 Global Brands Acquisition Corp.
(a Corporation in the Development Stage) 
 Condensed Statements of Operations
For the Period from April 1, 2008 to June 30, 2008
and the Period from July 3, 2007 (inception) to June 30,
2008
 For the periodFor the period from
    
    
    from July 3, 2007April 1, 2008 to June
    
    
    (inception) to30, 2008
    
    
    June 30, 2008Formation and operating costs
    
    $
    91,463
    
    
    $
    268,272Accounting fees
    
    
    74,500
    
    
    
    139,500Operating loss
    
    
    (165,963
    )
    
    
    (407,772
    )Interest income
    
    
    1,189,121
    
    
    
    3,090,323Income before income taxes
    
    
    1,023,158
    
    
    
    2,682,551Provision for income taxes
    
    
    504,641
    
    
    
    1,268,984Net income
    
    $
    518,517
    
    
    $
    1,413,567Weighted
average number of common shares outstandingBasic
    
    
    35,937,500
    
    
    
    23,106,921Diluted
    
    
    45,757,752
    
    
    
    28,491,797Net income per common shareBasic
    
    $
    .01
    
    
    $
    .06Diluted
    
    $
    .01
    
    
    $
    .05
 The accompanying notes are an integral part of these condensed financial statements (unaudited).
 4
    Table of Contents  Global Brands Acquisition Corp.
(a Corporation in the Development Stage)
 
 Condensed Statement of Stockholders Equity
(unaudited)
For the Period July 3, 2007 (inception) to June 30, 2008
 EarningsAdditional
    
    accumulated
    
    TotalCommon Stock
    
    paid-in
    
    during
    
    stockholdersShares
    
    Amount
    
    capital
    
    development stage
    
    equityCommon shares issued at inception
    
    
    7,187,500
    
    
    $
    719
    
    
    $
    24,281
    
    
    $
    
    
    
    $
    25,000Sale of 28,750,000 units, net of underwriters discount and offering
expenses (includes 8,624,999 shares subject to possible conversion)
    
    
    28,750,000
    
    
    
    2,875
    
    
    
    266,775,198
    
    
    
    
    
    
    
    266,778,073Proceeds subject to possible conversion of 8,624,999 shares
    
    
    
    
    
    
    (862
    )
    
    
    (85,836,628
    )
    
    
    
    
    
    
    (85,837,490
    )Proceeds from issuance of founders warrants
    
    
    
    
    
    
    
    
    
    
    5,000,000
    
    
    
    
    
    
    
    5,000,000Net income for the period from July 3, 2007 (inception) to March 31, 2008
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    895,050
    
    
    
    895,050Balances, at March 31, 2008
    
    
    35,937,500
    
    
    
    2,732
    
    
    
    185,962,851
    
    
    
    895,050
    
    
    
    186,860,633Net income for the period from April 1, 2008 to June 30, 2008
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    518,517
    
    
    
    518,517Balances, at June 30, 2008 (unaudited)
    
    
    35,937,500
    
    
    $
    2,732
    
    
    $
    185,962,851
    
    
    $
    1,413,567
    
    
    $
    187,379,150
 The accompanying notes are an integral part of these condensed financial statements (unaudited).
 5
    Table of Contents  Global Brands Acquisition Corp.
(a Corporation in the Development Stage)
 
 Condensed Statements of Cash Flows
(unaudited)
For the period from April 1, 2008 to June 30, 2008
and for the period from July 3, 2007 (inception) to June 30, 2008
 For the periodFor the period
    
    
    from July 3,from April 1,
    
    
    20072008 to June
    
    
    (inception) to30, 2008
    
    
    June 30, 2008Cash flows from operating activitiesNet income
    
    $
    518,517
    
    
    $
    1,413,567Adjustment to reconcile net income to net cash
provided by operating activities:Change in operating assets and liabilities:Prepaid expense
    
    
    22,325
    
    
    
    (74,975
    )Deferred tax asset
    
    
    93,538
    
    
    
    Accrued expenses
    
    
    (5,500
    )
    
    
    14,500Accrued payable, stockholders
    
    
    (9,071
    )
    
    
    24,745Income tax payable
    
    
    413,103
    
    
    
    1,270,984Net cash provided by operating activities
    
    
    1,032,912
    
    
    
    2,648,821Cash flows from investing activitiesCash held in trust fund
    
    
    (1,188,316
    )
    
    
    (288,763,297
    )Net cash used in investing activities
    
    
    (1,188,316
    )
    
    
    (288,763,297
    )Cash flows from financing activitiesGross proceeds from initial public offering
    
    
    
    
    
    
    287,500,000Proceeds from issuance of common stock
    
    
    
    
    
    
    25,000Proceeds from issuance of founders warrants
    
    
    
    
    
    
    5,000,000Payment of offering costs
    
    
    
    
    
    
    (6,346,927
    )Net cash provided by financing activities
    
    
    
    
    
    
    286,178,073Net increase (decrease) in cash
    
    
    (155,404
    )
    
    
    63,597Cash, beginning of period
    
    
    219,001
    
    
    
    Cash, end of period
    
    $
    63,597
    
    
    $
    63,597
 The accompanying notes are an integral part of these condensed financial statements (unaudited).
 6
    Table of Contents  Global Brands Acquisition Corp.
(a Corporation in the Development Stage)
 
  A. Description of Organization and Business Operations
 Accounting and Reporting By Development Stage Enterprises, st
   7
    Table of Contents  Global Brands Acquisition Corp.
(a Corporation in the Development Stage)
      B. Summary of Significant Accounting Policies
 Development Stage Company
 Accounting and Reporting by
Development Stage Enterprises.
 Basis of Presentation
 
 8
    Table of Contents  Global Brands Acquisition Corp.
(a Corporation in the Development Stage)
  Comprehensive Income
  Net Income per Common Share
 Earnings Per Share,
 Concentration of Credit Risk
  Fair Value of Financial Instruments
 Disclosure About Pair Value of Financial Instruments,
 Use of Estimates
  Cash and Cash Equivalents
  Cash Held in Trust Fund
 9
    Table of Contents  Global Brands Acquisition Corp.
(a Corporation in the Development Stage)
   Deferred Offering Costs
  Income Tax
 Accounting for Income Taxes
  Recently Issued Accounting Standards
 Fair Value Measurements
 10
    Table of Contents  Global Brands Acquisition Corp.
(a Corporation in the Development Stage)
   The Fair Value Option for Financial Assets and
Financial Liabilities
 Business Combinations Noncontrolling interests in Consolidated Financial Statements, an amendment of ARB No. 51
 C. Common Stock, Subject to Possible Conversion
  D. Stockholders Equity
  11
    Table of Contents  Global Brands Acquisition Corp.
(a Corporation in the Development Stage)
  E. Initial Public Offering
   F. Related Party Transactions
  12
    Table of Contents  Global Brands Acquisition Corp.
(a Corporation in the Development Stage)
      G. Income Taxes
  Current:Federal
    
    $
    301,844State & Local
    
    
    202,797Current provision for income taxes
    
    $
    504,641
 13
    Table of Contents  Global Brands Acquisition Corp.
(a Corporation in the Development Stage)
   H. Subsequent Events
  14
    Table of Contents  ITEM 2. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS
  Forward Looking Statements
  Overview
  Results of Operations
   Income Taxes
  15
    Table of Contents  Financial Condition and Liquidity
     
 ITEM 4. CONTROLS AND PROCEDURES.
  16
    Table of Contents  Limitations on the Effectiveness of Controls
  17
    Table of Contents  PART II
 OTHER INFORMATION
 
 ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
      
 ITEM 6. EXHIBITS
 (a)
    
    Exhibits:
 31
    
    Section 302 Certification by Chief Executive Officer and Treasurer32
    
    Section 906 Certification by Chief Executive Officer and
Treasurer
 18
    Table of Contents  SIGNATURES
  GLOBAL BRANDS ACQUISITION CORP.Dated: August 14, 2008/s/ Joel J. HorowitzChief Executive Officer and Treasurer (PrincipalExecutive Officer and Principal Financial andAccounting Officer)
 19