UNITED
STATES
 SECURITIES
AND EXCHANGE COMMISSION
 WASHINGTON,
D.C. 20549
 _______________
  FORM
10-Q
 _______________
  x
                QUARTERLY
      REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
      1934
  For
the quarterly period ended March 31, 2009
  o
                TRANSITION
      REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
      1934
 
 For the transition period from
______to______.
  GLOBAL
HOLDINGS, INC.
 (Exact
name of registrant as specified in Charter
  Nevada
                
                333-150651
                
                20-8403198(State
      or other jurisdiction of
                  incorporation
      or organization)
                
                (Commission
      File No.)
                
                (IRS
      Employee Identification No.)
 
 P.O.
Box 6053
 East
Brunswick, New Jersey 08816
 (Address
of Principal Executive Offices)
 _______________
  (732)
991-5610
 (Issuer
Telephone number)
 _______________
  (Former
Name or Former Address if Changed Since Last Report)
  Check
whether the issuer (1) has filed all reports required to be filed by Section 13
or 15(d) of the Exchange Act during the preceding 12 months (or for such shorter
period that the issuer was required to file such reports), and (2)has been
subject to such filing requirements for the past 90 days. Yes x  No o
 
 Indicate
by check mark whether the registrant has submitted electronically and posted on
its corporate Web site, if any, every Interactive
Data File required to be submitted and posted pursuant to Rule 405 of Regulation
S-T (§232.405 of this chapter) during the preceding 12 months (or for such
shorter period that the registrant was required to submit and post such files). Yes o No o
  Indicate
by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer or a smaller reporting company filer.
 See definition of “accelerated filer” and “large accelerated filer” in
Rule 12b-2 of the Exchange Act (Check one):
  Large
Accelerated Filer o     Accelerated
Filer o     Non-Accelerated
Filer o     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 o  No x
  State the
number of shares outstanding of each of the issuer’s classes of common equity,
as of May 13, 2009: 18,224,000 shares of common stock.
   
   GLOBAL
HOLDINGS, INC.
  FORM
10-Q
  March
31, 2009
  INDEX
   PART
I-- FINANCIAL INFORMATION
  Item
      1.
              Financial
      StatementsItem
      1A.
              Risk
      FactorsItem
      2.
              Management’s
      Discussion and Analysis of Financial ConditionItem
      3
              Quantitative
      and Qualitative Disclosures About Market RiskItem
      4T.
              Control
      and Procedures
  PART
II-- OTHER INFORMATION
  Item
      1
              Legal
      ProceedingsItem
      2.
              Unregistered
      Sales of Equity Securities and Use of ProceedsItem
      3.
              Defaults
      Upon Senior SecuritiesItem
      4.
              Submission
      of Matters to a Vote of Security HoldersItem
      5.
              Other
      InformationItem
      6.
              Exhibits
      and Reports on Form 8-K
  SIGNATURE
   
   Item 1. Financial
Information
   Global
Holdings, Inc. and Subsidiary
 (A
Development Stage Company)
 Consolidated
Financial Statements
 March
31, 2009
 (Unaudited)
       
   
 CONTENTS
   Page(s)Consolidated
      Balance Sheets –
                    As
      of March 31, 2009 (Unaudited) and
      December 31, 2008 (Audited)
                1Consolidated
      Statements of Operations –
                      For
      the Three Months Ended March 31, 2009 and 2008 and for thePeriod
      from January 29, 2007 (Inception) to March 31, 2009
      (Unaudited)
                2Consolidated
      Statements of Cash Flows –
                      For
      the Three Months Ended March 31, 2009 and 2008 and for thePeriod
      from January 29, 2007 (Inception) to March 31, 2009
      (Unaudited)
                3Notes
      to Consolidated Financial Statements (Unaudited)
                4 -
      9
  Global
      Holdings, Inc. and Subsidiary(A
      Development Stage Company)Consolidated Balance SheetsMarch
      31, 2009
                              
                              
                              December
      31, 2008(Unaudited)
                              
                              
                              (Audited)AssetsCurrent
      AssetsCash
                              
                              $
                              161
                              
                              
                              $
                              736Total
      Current Assets
                              
                              
                              161
                              
                              
                              
                              736Total
      Assets
                              
                              $
                              161
                              
                              
                              $
                              736Current
      LiabilitiesAccounts
      payable
                              
                              $
                              29,764
                              
                              
                              $
                              16,650Loans
      payable - related party
                              
                              
                              8,464
                              
                              
                              
                              7,964Accrued
      interest payable - related party
                              
                              
                              234
                              
                              
                              
                              58Total
      Current Liabilities
                              
                              
                              38,462
                              
                              
                              
                              24,672Stockholders’
      DeficitPreferred
      stock ($0.0001 par value, 5,000,000 shares authorized,none
      issued and outstanding)
                              
                              
                              -
                              
                              
                              
                              -Common
      stock ($0.0001 par value, 200,000,000 shares authorized,18,224,000
      shares issued and outstanding)
                              
                              
                              1,822
                              
                              
                              
                              1,822Additional
      paid in capital
                              
                              
                              44,778
                              
                              
                              
                              44,778Deficit
      accumulated during development stage
                              
                              
                              (84,901
                              )
                              
                              
                              (70,536
                              )Total
      Stockholders’ Deficit
                              
                              
                              (38,301
                              )
                              
                              
                              (23,936
                              )Total
      Liabilities and Stockholders’ Deficit
                              
                              $
                              161
                              
                              
                              
                              736
   See
accompanying notes to unaudited financial statements
 -1-
   Global Holdings, Inc. and Subsidiary(A
      Development Stage Company)Consolidated
      Statements of Operations(Unaudited)For
      the Three Months Ended March 31,
                          
                          
                          For
      the Period from January 29, 2007 (inception) to2009
                          
                          
                          2008
                          
                          
                          March
      31, 2009Revenues
                          
                          $
                          -
                          
                          
                          $
                          -
                          
                          
                          $
                          1,484Operating
      expensesGeneral
      and administrative
                          
                          
                          14,365
                          
                          
                          
                          12,969
                          
                          
                          
                          86,385Total
      operating expenses
                          
                          
                          14,365
                          
                          
                          
                          12,969
                          
                          
                          
                          86,385Net
      loss
                          
                          $
                          (14,365
                          )
                          
                          $
                          (12,969
                          )
                          
                          $
                          (84,901
                          )Net
      loss per share - basic and diluted
                          
                          $
                          (0.00
                          )
                          
                          $
                          (0.00
                          )
                          
                          $
                          (0.00
                          )Weighted
      average number of shares outstandingduring
      the period - basic and diluted
                          
                          
                          18,224,000
                          
                          
                          
                          18,107,418
                          
                          
                          
                          18,069,615
   See
accompanying notes to unaudited financial statements
 -2-
 Global Holdings, Inc. and Subsidiary(A
      Development Stage Company)Consolidated
      Statements of Cash Flows(Unaudited)For
      the Three Months EndedMarch
      31,
                                
                                
                                For
      the period from January 29, 2007 (Inception) to2009
                                
                                
                                2008
                                
                                
                                March
      31, 2009CASH
      FLOWS FROM OPERATING ACTIVITIES:Net
      loss
                                
                                $
                                (14,365
                                )
                                
                                $
                                (12,969
                                )
                                
                                $
                                (84,901
                                )Adjustments
      to reconcile net loss to net cash used in operating
      activities:Stock issued for services - related parties
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                1,550Stock issued for services
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                22,250Accounts payable
                                
                                
                                13,114
                                
                                
                                
                                -
                                
                                
                                
                                29,764Accrued interest payable - related party
                                
                                
                                176
                                
                                
                                
                                -
                                
                                
                                
                                234Net Cash Used in Operating
      Activities
                                
                                
                                (1,075
                                )
                                
                                
                                (12,969
                                )
                                
                                
                                (31,103
                                )CASH
      FLOWS FROM FINANCING ACTIVITIES:Proceeds
      from loans payable - related party
                                
                                
                                500
                                
                                
                                
                                -
                                
                                
                                
                                8,464Proceeds
      from issuance of common stock
                                
                                
                                -
                                
                                
                                
                                22,800
                                
                                
                                
                                22,800Net
      Cash Provided by Financing Activities
                                
                                
                                500
                                
                                
                                
                                22,800
                                
                                
                                
                                31,264Net
      increase (decrease) in cash
                                
                                
                                (575
                                )
                                
                                
                                9,831
                                
                                
                                
                                161Cash
      - beginning of period
                                
                                
                                736
                                
                                
                                
                                -
                                
                                
                                
                                -Cash
      - end of period
                                
                                $
                                161
                                
                                
                                $
                                9,831
                                
                                
                                $
                                161Supplemental Disclosure of Cash Flow
      InformationCash
      paid during the period for:Income
      taxes
                                
                                $
                                -
                                
                                
                                $
                                -
                                
                                
                                $
                                -Interest
                                
                                $
                                -
                                
                                
                                $
                                -
                                
                                
                                $
                                -
 See
accompanying notes to unaudited financial statements
 -3-
  Global
Holdings, Inc. and Subsidiary
 (A
Development Stage Company)
 Notes
to Consolidated Financial Statements
 March
31, 2009
 (Unaudited)
  Note 1 Basis of
Presentation
  The
accompanying unaudited interim financial statements have been prepared in
accordance with accounting principles generally accepted in the United States of
America and the rules and regulations of the United States Securities and
Exchange Commission for interim financial information and with the instructions
to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include
all the information and footnotes necessary for a comprehensive presentation of
financial position, results of operations, or cash flows. It is management's
opinion, however, that all material adjustments (consisting of normal recurring
adjustments) have been made which are necessary for a fair financial statement
presentation.
 
 The
unaudited interim financial statements should be read in conjunction with the
Company’s Annual Report on Form 10-K, which contains the audited financial
statements and notes thereto, together with the Management’s Discussion and
Analysis, for the year ended December 31, 2008.  The interim
results for the period ended March 31, 2009 are not necessarily indicative of
results for the full fiscal year.
 
 Note 2 Nature of Operations
and Summary of Significant Accounting Policies
 
 Nature
of Operations
 
 Global
Holdings, Inc. is a Nevada corporation incorporated on January 29, 2007. On
September 26, 2007, the Company formed its wholly owned subsidiary, BZ
Commercial Corp, a New Jersey corporation. The Company assists in securing asset
based financing for smaller companies throughout the United States and
Canada.
 
 Principles
of Consolidation
 
 All
significant intercompany accounts and transactions have been eliminated in
consolidation.
 
 Development
Stage
 
 The
Company's financial statements are presented as those of a development stage
enterprise. Activities during the development stage primarily include related
party debt funding; equity based financing, obtaining agreements with factoring
companies, and further implementation of the business plan. The Company will
look to obtain additional debt and/or equity related funding
opportunities.
 
 Risks
and Uncertainties
 
 The
Company operates in an industry that is subject to intense competition and is in
a state of fluctuation as a result of the credit crisis occurring in the United
States. The Company's operations are subject to significant risk and
uncertainties including financial, operational, technological, and regulatory
risks including the potential risk of business failure.
 
 Also see
Note 3 regarding going concern matters.
  -4-
  Global
Holdings, Inc. and Subsidiary
 (A
Development Stage Company)
 Notes
to Consolidated Financial Statements
 March
31, 2009
 (Unaudited)
 Use
of Estimates
  The
preparation of financial statements in conformity with generally accepted
accounting principles in the United States of America requires management to
make estimates and assumptions that affect the reported amounts of assets and
liabilities, disclosure of contingent assets and liabilities at the date of the
financial statements and the reported amounts of revenue and expenses during the
reporting period. Actual results could differ from those estimates.
  Cash
and Cash Equivalents
 
 The
Company considers all highly liquid instruments purchased with a maturity of
three months or less to be cash equivalents.  The Company had no cash
equivalents at March 31, 2009 and December 31, 2008, respectively.
  The
Company minimizes its credit risk associated with cash by periodically
evaluating the credit quality of its primary financial institution. The balance
at times may exceed federally insured limits.  At March 31, 2009 and
December 31, 2008, respectively, there were no balances that exceeded the
federally insured limit.
 
 Revenue
Recognition
 
 The
Company recognizes consulting fees related to referrals of clients to brokerages
under separate brokerage agreements with the Company.  These clients
seek factoring services from the brokerages and the Company introduces the
client to the brokerage.
 
 The
Company follows the guidance of the Securities and Exchange Commission’s Staff
Accounting Bulletin No. 104 for revenue recognition and records revenue when all
of the following have occurred: (1) persuasive evidence of an arrangement
exists, (2) the service is completed without further obligation, (3) the sales
price to the customer is fixed or determinable, and (4) collectability is
reasonably assured.
 
 ·
                Evidence
      of the arrangement is noted by an executed brokerage
      agreement.
 ·
                Services
      rendered are noted by the Company’s referral of a client and the closing
      of a transaction between the referred client and the broker with whom the
      Company has executed a brokerage
agreement.
 ·
                Price
      is fixed and determinable pursuant to the terms of a brokerage agreement,
      typically 10% of commissions earned at closing by the
      brokerage.
 ·
                Collectability
      is reasonably assured as the nature of the closed transactions are for
      fund raising purposes; therefore, the referred clients are deemed able to
      pay all closing costs.  To date, the Company has not had any
      collectability issues.
 
  -5-
 Global
Holdings, Inc. and Subsidiary
 (A
Development Stage Company)
 Notes
to Consolidated Financial Statements
 March
31, 2009
 (Unaudited)
 Earnings
per Share
 
 Basic
earnings (loss) per share is computed by dividing net income (loss) by weighted
average number of shares of common stock outstanding during each
period.  Diluted income per share is computed by dividing net income
by the weighted average number of shares of common stock, common stock
equivalents and potentially dilutive securities outstanding during each
period.  For the period from January 29, 2007 (inception) to March 31,
2009, the Company had no common stock equivalents that could potentially dilute
future earnings (loss) per share; hence, a separate computation of diluted
earnings (loss) per share is not presented.
 
 Stock-based
Compensation
 
 All
share-based payments to employees will be recorded and expensed in the statement
of operations as applicable under SFAS No. 123R “Share-Based
Payment”.
 
 Non-Employee
Stock Based Compensation
 
 Stock-based
compensation awards issued to non-employees for services are recorded at either
the fair value of the services rendered or the instruments issued in exchange
for such services, whichever is more readily determinable, using the measurement
date guidelines enumerated in Emerging Issues Task Force Issue EITF No. 96-18,
“Accounting for Deficit
Instruments That Are Issued to Other Than Employees for Acquiring, or in
Conjunction with Selling, Goods or Services” (“EITF 96-18”).
 
 Fair
Value of Financial Instruments
 
 The
carrying amounts of the Company’s short-term financial instruments, including
accounts payable, loans payable - related party and accrued interest payable -
related party, approximate fair value due to the relatively short period to
maturity for these instruments.
 
 Segment
Information
 
 The
Company follows Statement of Financial Accounting Standards No. 131, "Disclosures about Segments of an
Enterprise and Related Information."  During 2009 and 2008, the
Company only operated in one segment; therefore, segment information has not
been presented.
 
 Recent
Accounting Pronouncements
 
 In
December 2007, the FASB issued SFAS No. 160, “Noncontrolling Interests in
Consolidated Financial Statements, an amendment of Accounting Research Bulletin
No 51” (“SFAS 160”). SFAS 160 establishes accounting and reporting
standards for ownership interests in subsidiaries held by parties other than the
parent, changes in a parent’s ownership of a noncontrolling interest,
calculation and disclosure of the consolidated net income attributable to the
parent and the noncontrolling interest, changes in a parent’s ownership interest
while the parent retains its controlling financial interest and fair value
measurement of any retained noncontrolling equity investment. SFAS 160 is
effective for financial statements issued for fiscal years beginning after
December 15, 2008, and interim periods within those fiscal years. Early adoption
is prohibited. The adoption of SFAS No. 160 did not have a material effect on
the Company’s financial position, results of operations or cash
flows.
   -6-
  Global
Holdings, Inc. and Subsidiary
 (A
Development Stage Company)
 Notes
to Consolidated Financial Statements
 March
31, 2009
 (Unaudited)
 In
December 2007, the FASB issued SFAS 141R,“Business Combinations”
(“SFAS 141R”), which replaces FASB SFAS 141,“Business Combinations”.
This Statement retains the fundamental requirements in SFAS 141 that the
acquisition method of accounting be used for all business combinations and for
an acquirer to be identified for each business combination. SFAS 141R defines
the acquirer as the entity that obtains control of one or more businesses in the
business combination and establishes the acquisition date as the date that the
acquirer achieves control. SFAS 141R will require an entity to record separately
from the business combination the direct costs, where previously these costs
were included in the total allocated cost of the acquisition. SFAS 141R will
require an entity to recognize the assets acquired, liabilities assumed, and any
non-controlling interest in the acquired at the acquisition date, at their fair
values as of that date. This compares to the cost allocation method previously
required by SFAS No. 141. SFAS 141R will require an entity to recognize as an
asset or liability at fair value for certain contingencies, either contractual
or non-contractual, if certain criteria are met. Finally, SFAS 141R will require
an entity to recognize contingent consideration at the date of acquisition,
based on the fair value at that date. This Statement will be effective for
business combinations completed on or after the first annual reporting period
beginning on or after December 15, 2008. Early adoption of this standard is not
permitted and the standards are to be applied prospectively only. Upon adoption
of this standard, there would be no impact to the Company’s results of
operations and financial condition for acquisitions previously completed. The
adoption of SFAS No. 141R did not have a material effect on the Company’s
financial position, results of operations or cash flows.
 
 In
October 2008, the FASB issued FSPFAS157-3, “Determining the Fair Value of a
Financial Asset When the Market For That Asset Is Not Active”(“FSP FAS 157-3”), with an immediate effective date, including
prior periods for which financial statements have not been issued.  FSP FAS
157-3 amends FAS 157 to clarify the application of fair value in inactive
markets and allows for the use of management’s internal assumptions about future
cash flows with appropriately risk-adjusted discount rates when relevant
observable market data does not exist.  The objective of FAS 157 has not
changed and continues to be the determination of the price that would be
received in an orderly transaction that is not a forced liquidation or
distressed sale at the measurement date.  The adoption of FSP FAS 157-3 is
not expected to have a material effect on the Company’s financial position,
results of operations or cash flows.
 
 In April
2009, the FASB issued FSP SFAS 157-4, “Determining Whether a Market Is Not
Active and a Transaction Is Not Distressed,” which further clarifies the
principles established by SFAS No. 157. The guidance is effective for the
periods ending after June 15, 2009 with early adoption permitted for the periods
ending after March 15, 2009. The adoption of FSP FAS 157-4 is not expected to
have a material effect on the Company’s financial position, results of
operations, or cash flows.
   -7-
 Global
Holdings, Inc. and Subsidiary
 (A
Development Stage Company)
 Notes
to Consolidated Financial Statements
 March
31, 2009
 (Unaudited)
  Other
accounting standards have been issued or proposed by the FASB or other
standards-setting bodies that do not require adoption until a future date and
are not expected to have a material impact on the financial statements upon
adoption.
 
 Note 3 Going
Concern
 
 As
reflected in the accompanying financial statements, the Company has a net loss
of $14,365 and net cash used in operations of $1,075 for the three months ended
March 31, 2009; and a working capital deficit of $38,301, an accumulated deficit
of $84,901 and a stockholders’ deficit of $38,301 at March 31,
2009.  In addition, the Company is in the development stage and has
not yet generated any significant revenues.
 
 The
ability of the Company to continue as a going concern is dependent on
Management's plans, which include potential asset acquisitions, mergers or
business combinations with other entities as well as continued efforts in
obtaining debt or equity based financing. The accompanying financial statements
have been prepared on a going concern basis, which contemplates the realization
of assets and the satisfaction of liabilities in the normal course of business.
These financial statements do not include any adjustments relating to the
recovery of the recorded assets or the classification of the liabilities that
might be necessary should the Company be unable to continue as a going
concern.
 
 Note 4 Loans Payable –
Related Party
 
 During
2007, the Company’s Chief Executive Officer advanced $964 to pay the Company’s
expenses.  The advance is non-interest bearing, unsecured and due on
demand.
 
 During
December 2008, the Company’s Chief Executive Officer advanced $7,000 to pay the
Company’s expenses. The loan bears interest at 10%, is due one year from the
issuance date and is unsecured.
 
 During
March 2009, the Company’s Chief Executive Officer advanced $500 to pay Company
expenses. The loan bears interest at 10%, is due one year from the issuance date
and is unsecured.
 
 All
advances represent a 100% concentration in debt financing.
 
 Note 5 Stockholders’
Deficit
 
 During
March 2007, the Company issued 15,500,000 shares of common stock, having a fair
value of $1,550 ($0.0001/share), to its founders for services
rendered.
 
 During
March 2007, the Company issued 2,500,000 shares of common stock, having a fair
value of $250 ($0.0001/share), based upon issuances of common stock to founders
for services rendered.
 
 During
October through December 2007, the Company issued 84,500 shares of common stock
to third party investors under a private placement in exchange for subscriptions
receivable of $16,900 ($0.20/share), based upon the cash-offering
price.  These subscriptions were received in January
2008.
   -8-
 Global
Holdings, Inc. and Subsidiary
 (A
Development Stage Company)
 Notes
to Consolidated Financial Statements
 March
31, 2009
 (Unaudited)
  During
January and February 2008, the Company issued 29,500 shares of common stock to
third party investors under a private placement for $5,900
($0.20/share).
 
 On July
21, 2008, the Company issued 10,000 shares of common stock for legal services
rendered, having a fair value of $2,000 ($0.20/share), based upon the recent
cash offering price.
 
 During
2008, the Company issued 100,000 shares of common stock for consulting services,
having a fair value of $20,000 ($0.20/share), based upon the recent cash
offering price.
 
 Note 6 Subsequent
Events
 
 (A)
Loans Payable – Related Party
 
 On April
6, 2009, the Company’s Chief Executive Officer advanced $8,200 to pay the
Company’s expenses. The loan bears interest at 10%, is due one year from the
issuance date and is unsecured.
 
 On April
20, 2009, the Company’s Chief Executive Officer advanced $3,900 to pay the
Company’s expenses. The loan bears interest at 10%, is due one year from the
issuance date and is unsecured
 
 (B)
Share Purchase Agreement
 
 On April
13, 2009, the Company, its Chairman and Chief Executive Officer and its
Secretary (collectively, the “Sellers”) entered into a Share Purchase Agreement
(the “Agreement”) with Alpha 1 Security, Inc. (the “Purchaser”), pursuant to
which the Sellers, shareholders of the Company, agree to sell an aggregate of
15,140,000 shares, which represents 83% of the issued and outstanding common
shares of the Company, to the Purchaser. The transaction was expected to close
within 30 days of this Agreement (the “Closing Date”). On the Closing Date,
pursuant to the terms of the Agreement, the Sellers shall transfer 83% of all
the issued and outstanding shares of the Company (the “Shares”) to the Purchaser
for a purchase price of $370,000 (the “Purchase Price”).
 
 The
Purchase Price shall be paid in the following manner:
 
 1.
                Upon
      the execution of this Agreement, the Purchaser shall transfer $195,000 to
      the Sellers in accordance with the terms of this
  Agreement.
 
 2.
                Within
      30 calendar days of the date of this Agreement, the Purchaser shall
      transfer $175,000 to be held in escrow in accordance with the terms of
      this Agreement.  In the event that the Additional Payment is not
      received within the thirty day period, then Purchaser can extend such
      period for an additional fifteen (15) days at its sole discretion. In
      consideration for such extension, the Sellers shall retain an additional
      180,000 shares of the Company so that they will only be transferring a
      total of 14,960,000 shares. In the event that the Purchaser does not make
      the Additional Payment in a timely manner, chooses not to exercise this
      option or exercises the option and fails to make the Additional Payment
      within 15 days, then this Definitive Agreement shall be deemed null and
      void and Sellers shall retain the Initial
  Payment.
  As of May
13, 2009, the Purchaser did not transfer the initial $195,000 and they have
until May 28, 2009 to make full payment under the
agreement.
  -9-
   ITEM
2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
 Plan of
Operation
  Global
Holdings, Inc. was incorporated in the State of Nevada in January 2007. In
September 2007, the Company formed its wholly-owned subsidiary, BZ Commercial.
The Company is a development stage principally engaged in the business of
providing consulting to commercial corporations whose sales volumes are under
$1,000,000 per year. Through its subsidiary, the Company will attempt to secure
Asset Based Financing facilities which could include Factoring, Inventory
Lending, Purchase Order Financing, Accounts Receivable Financing and many other
types of Asset Based Lending Facilities from lenders. In this regard, Factoring
is the sale of a company’s invoices to a third party, known as a Factor. A
Factor will purchase a company’s invoices for up to 90% of the total amount. The
company would then get needed cash now and the Factor takes on the risk of
collecting the payments from the company’s customers. The creditworthiness of
the company’s customers is very important and leads to better terms from a
Factor.
  Founded
in 2007, the Company will target companies throughout the United States and
Canada. The focus will be companies that cannot easily secure asset-backed
financing. Specifically, the companies focused on may have management or
historical corporate issues, be newly formed, have limited equity and/or
sustained losses that depreciate the value of the specific company’s
assets.
 
 We expect
to have agreements in place with bank lenders whom will pay us a fixed
percentage of any loans or fees earned that will occur between our referred
clients and the bank lender. We may also charge a fee to the client if we are
successful in securing a financial arrangement.
 
 Typically,
we will have potential clients fill out applications and provide us with
substantial business information, such as historical data, reference, credit
reports, etc., which we will package and supply to lenders that we feel will
give our clients the best possible service, rates and systems. Upon receiving
approval from a lender to proceed with financing, we will assist our clients
with deal execution and are only compensated when financing is received for our
clients.
 
 Results of
Operation
 
 For the
three months ended March 31, 2009 and for the three months ended March 31,
2008 we had revenues of $0 and $0, respectively. Expenses for the three
months ended March 31, 2009 and for the three months ended March 31, 2008
totaled $14,365, and $12,969, respectively resulting in a loss from operations
of $14,365 and $12,969, respectively.
  Liquidity and Capital
Resources
  As of
March 31, 2009 and December 31, 2008, we had $161 and $736, respectively in
cash.
 
 We do not
believe we can satisfy our cash requirements for the next twelve months with our
current cash and completion of our plan of operation is subject to attaining
adequate revenue or raising additional funds. We cannot assure investors that
adequate revenues will be generated or we will be able to raise funds as needed.
In the absence of generating sufficient revenues or raising money we have been
unable to proceed with our plan of operations.
  We
anticipate that our operational, and general and administrative expenses for the
next 12 months will total approximately $50,000. We do not anticipate the
purchase or sale of any significant equipment. We also do not expect any
significant additions to the number of employees. The foregoing represents
our best estimate of our cash needs based on current planning and business
conditions. The exact allocation, purposes and timing of any monies raised in
subsequent private financings may vary significantly depending upon the exact
amount of funds raised and our progress with the execution of our business
plan.
  We are
still pursuing this plan but to date we have not been able to raise additional
funds through either debtor equity offerings, without this additional cash we
have been unable to pursue out plan of operations and begin generating revenue.
We believe that we may not be able to raise the necessary funds to continue to
pursue our business operations. As a result of the foregoing, we have recently
begun to explore our options regarding the development of a new business plan
and direction. We are currently engaged in discussions with a company regarding
the possibility of a reverse merger involving out company. At this stage, no
definitive terms have been agreed to and neither party is currently bound to
precede wit the merger.
   
  Subsequent
Event
  On April
13, 2009, the Company, its Chairman and Chief Executive Officer and its
Secretary (collectively, the “Sellers”) entered into a Share Purchase Agreement
(the “Agreement”) with Alpha 1 Security, Inc. (the “Purchaser”), pursuant to
which the Sellers, shareholders of the Company, agree to sell an aggregate of
15,140,000 shares, which represents 83% of the issued and outstanding common
shares of the Company, to the Purchaser. The transaction was expected to close
within 30 days of this Agreement (the “Closing Date”). On the Closing Date,
pursuant to the terms of the Agreement, the Sellers shall transfer 83% of all
the issued and outstanding shares of the Company (the “Shares”) to the Purchaser
for a purchase price of $370,000 (the “Purchase Price”) to be paid in the
following manner:
 
 1.
                Upon
      the execution of this Agreement, the Purchaser shall transfer $195,000 to
      the Sellers in accordance with the terms of this
  Agreement.
 
 2.
                Within
      30 calendar days of the date of this Agreement, the Purchaser shall
      transfer $175,000 to be held in escrow in accordance with the terms of
      this Agreement.  In the event that the Additional Payment is not
      received within the thirty day period, then Purchaser can extend such
      period for an additional fifteen (15) days at its sole discretion. In
      consideration for such extension, the Sellers shall retain an additional
      180,000 shares of the Company so that they will only be transferring a
      total of 14,960,000 shares. In the event that the Purchaser does not make
      the Additional Payment in a timely manner, chooses not to exercise this
      option or exercises the option and fails to make the Additional Payment
      within 15 days, then this Definitive Agreement shall be deemed null and
      void and Sellers shall retain the Initial
  Payment.
 
 As of May
13, 2009, the Purchaser did not transfer the initial $195,000 and they have
until May 28, 2009 to make full payment under the agreement.
  Critical Accounting
Policies
  Global
Holdings financial statements and related public financial information are based
on the application of accounting principles generally accepted in the United
States (“GAAP”). GAAP requires the use of estimates; assumptions, judgments and
subjective interpretations of accounting principles that have an impact on the
assets, liabilities, revenue and expense amounts reported. These estimates
can also affect supplemental information contained in our external disclosures
including information regarding contingencies, risk and financial condition. We
believe our use if estimates and underlying accounting assumptions adhere
to GAAP and are consistently and conservatively applied. We base our estimates
on historical experience and on various other assumptions that we believe to be
reasonable under the circumstances. Actual results may differ materially
from these estimates under different assumptions or conditions. We continue
to monitor significant estimates made during the preparation of our financial
statements.
  Our
significant accounting policies are summarized in Note 2 of our financial
statements. While all these significant accounting policies impact its financial
condition and results of operations, Global Holdings views certain of these
policies as critical. Policies determined to be critical are those policies that
have the most significant impact on Global Holdings' financial statements
and require management to use a greater degree of judgment and estimates. Actual
results may differ from those estimates. Our management believes that given
current facts and circumstances, it is unlikely that applying any other
reasonable judgments or estimate methodologies would cause effect on our results
of operations, financial position or liquidity for the periods presented in this
report.
 -11-
   Recent Accounting
Pronouncements
  In
December 2007, the FASB issued SFAS No. 160, “Noncontrolling Interests in
Consolidated Financial Statements, an amendment of Accounting Research Bulletin
No 51” (SFAS 160). SFAS 160 establishes accounting and reporting
standards for ownership interests in subsidiaries held by parties other than the
parent, changes in a parent’s ownership of a noncontrolling interest,
calculation and disclosure of the consolidated net income attributable to the
parent and the noncontrolling interest, changes in a parent’s ownership interest
while the parent retains its controlling financial interest and fair value
measurement of any retained noncontrolling equity investment. SFAS 160 is
effective for financial statements issued for fiscal years beginning after
December 15, 2008, and interim periods within those fiscal years. Early
adoption is prohibited. The adoption of SFAS No. 160 did not have a
material effect on its financial position, results of operations or cash
flows.
  In
December 2007, the FASB issued SFAS 141R, “Business Combinations”
(“SFAS 141R”), which replaces FASB SFAS 141, “Business Combinations”. This
Statement retains the fundamental requirements in SFAS 141 that the acquisition
method of accounting be used for all business combinations and for an acquirer
to be identified for each business combination. SFAS 141R defines the acquirer
as the entity that obtains control of one or more businesses in the business
combination and establishes the acquisition date as the date that the acquirer
achieves control. SFAS 141R will require an entity to record separately from the
business combination the direct costs, where previously these costs were
included in the total allocated cost of the acquisition. SFAS 141R will require
an entity to recognize the assets acquired, liabilities assumed, and any
non-controlling interest in the acquired at the acquisition date, at their fair
values as of that date. This compares to the cost allocation method previously
required by SFAS No. 141. SFAS 141R will require an entity to recognize as an
asset or liability at fair value for certain contingencies, either contractual
or non-contractual, if certain criteria are met. Finally, SFAS 141R will require
an entity to recognize contingent consideration at the date of acquisition,
based on the fair value at that date. This Statement will be effective for
business combinations completed on or after the first annual reporting period
beginning on or after December 15, 2008. Early adoption of this standard is not
permitted and the standards are to be applied prospectively only. Upon adoption
of this standard, there would be no impact to the Company’s results of
operations and financial condition for acquisitions previously completed. The
adoption of SFAS No. 141R did not have a material effect on its financial
position, results of operations or cash flows.
    -12-
     In
October 2008, the FASB issued FSP FAS 157-3, “Determining the Fair Value of a
Financial Asset When the Market For That Asset Is Not Active” (“FSP FAS
157-3”), with an immediate effective date, including prior periods for which
financial statements have not been issued.  FSP FAS 157-3 amends FAS 157 to
clarify the application of fair value in inactive markets and allows for the use
of management’s internal assumptions about future cash flows with appropriately
risk-adjusted discount rates when relevant observable market data does not
exist.  The objective of FAS 157 has not changed and continues to be the
determination of the price that would be received in an orderly transaction that
is not a forced liquidation or distressed sale at the measurement date. 
The adoption of FSP FAS 157-3 is not expected to have a material effect on the
Company’s financial position, results of operations or cash flows.
  In April
2009, the FASB issued FSP SFAS 157-4, “Determining Whether a Market Is Not
Active and a Transaction Is Not Distressed,” which further clarifies the
principles established by SFAS No. 157. The guidance is effective for the
periods ending after June 15, 2009 with early adoption permitted for the periods
ending after March 15, 2009. The adoption of FSP FAS 157-4 is not expected to
have a material effect on the Company’s financial position, results of
operations, or cash flows.
  Other
accounting standards that have been issued or proposed by the FASB or other
standards-setting bodies that do not require adoption until a future date and
are not expected to have a material impact on the financial statements upon
adoption.
  Off Balance Sheet
Transactions
 
 None.
  Item
3. Quantitative and Qualitative Disclosures About Market Risk
 
 Not
required for a Smaller Reporting Company.
 
 Item
4T.  Controls and Procedures
 
 (a) Evaluation of Disclosure
Controls. Mitchell Cohen, our Chief Executive Officer and Chief Financial
Officer, evaluated the effectiveness of our disclosure controls and procedures
as of the end of the period covered by this report8 pursuant to Rule 13a-15(b)
of the Securities and Exchange Act. Disclosure controls and procedures are
controls and other procedures that are designed to ensure that information
required to be disclosed by us in the reports that we file or submit under the
Exchange Act is recorded, processed, summarized and reported within the time
periods 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 by us in the reports that we
file under the Exchange Act is accumulated and communicated to our management,
as appropriate to allow timely decisions regarding required disclosure. Based on
his evaluation, Mr. Cohen concluded that our disclosure controls and procedures
were effective as of March 31, 2009.
 
 It should
be noted that any system of controls, however well designed and operated, can
provide only reasonable, and not absolute, assurance that the objectives of the
system are met. In addition, the design of any control system is based in part
upon certain assumptions about the likelihood of future events. Because of these
and other inherent limitations of control systems, there can be no
assurance that any design will succeed in achieving its stated goals under all
potential future conditions
 
 (b)
  Changes in internal
control over financial reporting. There have been no changes in our
internal control over financial reporting that occurred during the last fiscal
quarter that has materially affected, or is reasonably likely to materially
affect, our internal control over financial reporting. Our management team will
continue to evaluate our internal control over financial reporting in 2009 as we
implement our Sarbanes Oxley Act testing.
   -13-
   PART
II - OTHER INFORMATION
  Item
1. Legal Proceedings.
  We are
currently not involved in any litigation that we believe could have a material
adverse effect on our financial condition or results of operations. There is no
action, suit, proceeding, inquiry or investigation before or by any court,
public board, government agency, self-regulatory organization or body pending
or, to the knowledge of the executive officers of our company or any of our
subsidiaries, threatened against or affecting our company, our common stock, any
of our subsidiaries or of our companies or our subsidiaries’ officers or
directors in their capacities as such, in which an adverse decision could have a
material adverse effect.
 
 Item
1A. Risk Factors
 
 None.
  Item
2. Unregistered Sales of Equity Securities and Use of Proceeds
  None.
  Item
3. Defaults Upon Senior Securities.
  None
  Item
4. Submission of Matters to a Vote of Security Holders.
  None.
  Item
5. Other Information.
  None
  Item
6. Exhibits and Reports of Form 8-K.
  (a)           Exhibits
  31.1         Certification pursuant
to Section 302 of Sarbanes Oxley Act of 2002
  32.1         Certification pursuant
to Section 906 of Sarbanes Oxley Act of 2002
  (b)          
Reports of Form 8-K
  None.
  SIGNATURES
  Pursuant
to the requirements of the Securities Exchange Act of 1934, as amended, the
registrant caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
  GLOBAL
      HOLDINGS, INC.Date:
      May 14, 2009
                By:
                /s/
      Mitchell CohenMitchell
      CohenPresident ,
      CFO, CEO
                  Chairman
      of the Board of
Directors
  GLOBAL
      HOLDINGS, INC.Date:
      May 14, 2009
                By:
                /s/
      Stuart DavisStuart
      DavisSecretary
      and Director
   -14-