|                                   
|-----------------------------------
|UNITED
 STATES                     
|SECURITIES
 AND EXCHANGE COMMISSION
|Washington, D.C. 20549             
|                                   
|Form 10-Q                          

|                                                    |                                                                                       
|--------------------------------------------------- | --------------------------------------------------------------------------------------
|(Mark One)                                         
|x                                                   | Quarterly report pursuant Section 13 or 15(d) of the
 Securities Exchange Act of 1934 
|For the
 quarterly period ended June 30, 2010      
|                                                    |                                                                                       
|o                                                   | Transition report pursuant Section 13 or 15(d) of
 the Securities Exchange Act of 1934
|For the
 transition period from _______ to _______.

Commission file number333-140685

WORLD SERIES OF GOLF, INC.

(Exact Name of Registrant as Specified in Its
Charter)

|                         |                                     
|------------------------ | ------------------------------------
|Nevada                   | 87-0719383                          
|(State of Incorporation) | (I.R.S. Employer Identification No.)

10161 Park Run Drive, Suite 150
Las Vegas, NV 89145(Address of Principal Executive Offices) (Zip Code)

(702) 740-1744(Registrants Telephone Number, Including Area Code)

N/A
(Former Name, Former Address and Former Fiscal Year, if Changed Since Last
Report)

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 Exchange Act of 1934 during the
preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. 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 during the preceding 12 months (or 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. See the
definitions of large accelerated filer, accelerated filer and smaller
reporting company in Rule 12b-2 of the Exchange Act. (Check one):

|                                                                       |                             
|---------------------------------------------------------------------- | ----------------------------
|Large
 accelerated filer o                                             | Accelerated
 filer o        
|Non-accelerated
 filer o (Do not check if a smaller reporting company) | Smaller
 reporting company x

Indicate by
check mark whether the registrant is a shell company (as defined in Rule 12b-2
of the Exchange Act). Yes o  No x

As of August
20, 2010, the Company had 22,151,561 outstanding shares of common stock, par
value $0.001.

---



TABLE OF CONTENTS

|           |                                                                                                              |    |             
|---------- | ------------------------------------------------------------------------------------------------------------ | -- | ------------
|           |                                                                                                              |    | Page
 Number
|           |                                                                                                              |    |             
|PART I:    | FINANCIAL INFORMATION                                                                                        |    |             
|           |                                                                                                              |    |             
|Item 1:    | Financial Statements                                                                                         |    |             
|           |                                                                                                              |    |             
|           | Consolidated Balance Sheets as of June 30, 2010 (unaudited) and
 December 31, 2009                           |    | 3           
|           |                                                                                                              |    |             
|           | Consolidated Statements of Operations for the three and six months
 ended June 30, 2010 and 2009 (unaudited) |    | 4           
|           |                                                                                                              |    |             
|           | Consolidated
 Statement of Stockholders Deficit for the six months ended June 30, 2010
 (unaudited)         |    | 5           
|           |                                                                                                              |    |             
|           | Consolidated Statements of Cash Flows for the six months ended June
 30, 2010 and 2009 (unaudited)           |    | 6           
|           |                                                                                                              |    |             
|           | Notes to Consolidated Financial Statements (unaudited)                                                       |    | 7           
|           |                                                                                                              |    |             
|Item 2:    | Managements Discussion and Analysis of Financial Condition and
 Results of Operations                       |    | 16          
|           |                                                                                                              |    |             
|Item 3:    | Quantitative and Qualitative Disclosures About Market Risk                                                   |    | 24          
|           |                                                                                                              |    |             
|Item 4:    | Controls and Procedures                                                                                      |    | 24          
|           |                                                                                                              |    |             
|PART II:   | OTHER INFORMATION                                                                                            |    | 25          
|           |                                                                                                              |    |             
|Item 1:    | Legal Proceedings                                                                                            |    | 25          
|           |                                                                                                              |    |             
|Item 2:    | Unregistered Sales of Equity Securities and Use of Proceeds                                                  |    | 25          
|           |                                                                                                              |    |             
|Item 3:    | Defaults Upon Senior Securities                                                                              |    | 25          
|           |                                                                                                              |    |             
|Item 4:    | (Removed and Reserved)                                                                                       |    | 25          
|           |                                                                                                              |    |             
|Item 5:    | Other Information                                                                                            |    | 25          
|           |                                                                                                              |    |             
|Item 6:    | Exhibits                                                                                                     |    | 26          
|           |                                                                                                              |    |             
|SIGNATURES |                                                                                                              | 27

2

---



PART I -
FINANCIAL INFORMATION

Item 1: Financial
Statements

World Series of Golf, Inc
Consolidated Balance Sheets
As of June 30, 2010 and December 31, 2009

|                                                                                                                                                    |  |                |             |                    |   |             |  
|--------------------------------------------------------------------------------------------------------------------------------------------------- |  | -------------- | ----------- | ------------------ | - | ----------- | -
|                                                                                                                                                    |  | June 30,
 2010 |             | December 31,
 2009 |  
|                                                                                                                                                    |  |                |             |                    |  
|                                                                                                                                                    |  | (Unaudited)    |             |                    |   |            
|                                                                                                                                                    |  |                |             |                    |   |             |  
|ASSETS                                                                                                                                             
|Current assets:                                                                                                                                     |  |                |             |                    |   |             |  
|Cash                                                                                                                                                |  | $              | 7,832       |                    | $ | 453         |  
|Prepaid expenses and other assets                                                                                                                   |  |                | 199,857     |                    |   | 217,357     |  
|                                                                                                                                                    |  |                |             |                    |   |             |  
|Total current assets                                                                                                                                |  |                | 207,689     |                    |   | 217,810     |  
|                                                                                                                                                    |  |                |             |                    |   |             |  
|Equipment, net of
 accumulated depreciation of $22,320 and $18,215, respectively                                                                    |  |                | 19,080      |                    |   | 22,249      |  
|                                                                                                                                                    |  |                |             |                    |   |             |  
|Total assets                                                                                                                                        |  | $              | 226,769     |                    | $ | 240,059     |  
|                                                                                                                                                    |  |                |             |                    |   |             |  
|                                                                                                                                                    |  |                |             |                    |   |             |  
|LIABILITIES AND STOCKHOLDERS EQUITY (DEFICIT)                                                                                                     
|Current liabilities                                                                                                                                 |  |                |             |                    |   |             |  
|Accounts payable                                                                                                                                    |  | $              | 1,053,542   |                    | $ | 1,079,909   |  
|Unearned revenue and player deposits                                                                                                                |  |                | 1,000       |                    |   | 37,000      |  
|Convertible note and interest payable to related party                                                                                              |  |                | 2,016,502   |                    |   | 1,234,333   |  
|Convertible notes, net of debt discount of $193,667 and $0                                                                                          |  |                | 291,333     |                    |   | 235,000     |  
|Advances                                                                                                                                            |  |                | 65,000      |                    |   |            |  
|Derivative liabilities                                                                                                                              |  |                | 295,566     |                    |   | 9,985       |  
|Due to related party                                                                                                                                |  |                | 270,000     |                    |   | 1,095,000   |  
|Accrued payroll                                                                                                                                     |  |                | 449,500     |                    |   | 190,000     |  
|Other current liabilities                                                                                                                           |  |                | 474,460     |                    |   | 467,646     |  
|                                                                                                                                                    |  |                |             |                    |   |             |  
|Total current liabilities                                                                                                                           |  |                | 4,916,903   |                    |   | 4,348,873   |  
|                                                                                                                                                    |  |                |             |                    |   |             |  
|                                                                                                                                                    |  |                |             |                    |   |             |  
|Commitments and
 contigencies                                                                                                                       |  |                |             |                    |   |             |  
|                                                                                                                                                    |  |                |             |                    |   |             |  
|Stockholders deficit                                                                                                                               |  |                |             |                    |   |             |  
|Preferred stock, $0.001 par value; 10,000,000 shares authorized: 2,000
 and 0 shares issued and outstanding and June 30, 2010 and December 31, 2009 |  |                | 2           |                    |   |            |  
|Common stock and additional paid in capital, $0.001 par value;
 90,000,000 shares authorized: 22,151,561 shares issued and outstanding              |  |                | 22,152      |                    |   | 22,152      |  
|Additional paid-in capital                                                                                                                          |  |                | 9,197,099   |                    |   | 8,995,659   |  
|Accumulated deficit                                                                                                                                 |  |                | (13,909,387 | )                  |   | (13,126,625 | )
|                                                                                                                                                    |  |                |             |                    |   |             |  
|Total stockholders deficit                                                                                                                         |  |                | (4,690,134  | )                  |   | (4,108,814  | )
|                                                                                                                                                    |  |                |             |                    |   |             |  
|                                                                                                                                                    |  |                |             |                    |   |             |  
|                                                                                                                                                    |  |                |             |                    |   |             |  
|Total liabilities and stockholders equity                                                                                                          |  | $              | 226,769     |                    | $ | 240,059     |  
|                                                                                                                                                    |  |                |             |                    |   |             |  

The accompanying notes are an integral part of these consolidated
financial statements.

3

---



World Series of Golf, Inc
Consolidated Statements of Operations
For the Three and Six Months Ended June 30, 2010 and 2009

|                                                                                              |  |                             |            |                           |   |             |   |             |            |   |   |            |  
|--------------------------------------------------------------------------------------------- |  | --------------------------- | ---------- | ------------------------- | - | ----------- | - | ----------- | ---------- | - | - | ---------- | -
|                                                                                              |  | Three Months Ended June 30, |            | Six Months Ended June 30, |  
|                                                                                              |  |                             |            |                           |  
|                                                                                              |  | 2010                        |            | 2009                      |   | 2010        |   | 2009        |           
|                                                                                              |  |                             |            |                           |   |             |   |             |           
|                                                                                              |  | (unaudited)                 |            | (unaudited)               |   | (unaudited) |   | (unaudited) |           
|Revenue:                                                                                      |  |                             |            |                           |   |             |   |             |            |   |   |            |  
|Sponsorship and advertising                                                                   |  | $                           |           |                           | $ | 478,600     |   | $           | 25,000     |   | $ | 478,600    |  
|Player entry fees                                                                             |  |                             |           |                           |   | 790,500     |   |             |           |   |   | 790,500    |  
|                                                                                              |  |                             |            |                           |   |             |   |             |            |   |   |            |  
|                                                                                              |  |                             |            |                           |   |             |   |             |            |   |   |            |  
|Total revenue                                                                                 |  |                             |           |                           |   | 1,269,100   |   |             | 25,000     |   |   | 1,269,100  |  
|                                                                                              |  |                             |            |                           |   |             |   |             |            |   |   |            |  
|                                                                                              |  |                             |            |                           |   |             |   |             |            |   |   |            |  
|Operating expenses:                                                                           |  |                             |            |                           |   |             |   |             |            |   |   |            |  
|Cost of revenue                                                                               |  |                             |           |                           |   | 1,456,346   |   |             |            |   |   | 1,479,514  |  
|Sales and marketing                                                                           |  |                             |           |                           |   | 59,945      |   |             |           |   |   | 62,845     |  
|General and administrative                                                                    |  |                             | 410,933    |                           |   | 746,488     |   |             | 655,090    |   |   | 1,096,768  |  
|                                                                                              |  |                             |            |                           |   |             |   |             |            |   |   |            |  
|Total operating expenses                                                                      |  |                             | 410,933    |                           |   | 2,262,779   |   |             | 655,090    |   |   | 2,639,127  |  
|                                                                                              |  |                             |            |                           |   |             |   |             |            |   |   |            |  
|                                                                                              |  |                             |            |                           |   |             |   |             |            |   |   |            |  
|Loss from operations                                                                          |  |                             | (410,933   | )                         |   | (993,679    | ) |             | (630,090   | ) |   | (1,370,027 | )
|                                                                                              |  |                             |            |                           |   |             |   |             |            |   |   |            |  
|                                                                                              |  |                             |            |                           |   |             |   |             |            |   |   |            |  
|Other income (expense):                                                                       |  |                             |            |                           |   |             |   |             |            |   |   |            |  
|Interest and financing costs                                                                  |  |                             | (106,160   | )                         |   | (30,650     | ) |             | (138,861   | ) |   | (145,015   | )
|Change in fair value of warrant liability                                                     |  |                             | (14,714    | )                         |   | (22,062     | ) |             | (13,811    | ) |   | 68,836     |  
|                                                                                              |  |                             |            |                           |   |             |   |             |            |   |   |            |  
|Total other income
 (expense)                                                                 |  |                             | (120,874   | )                         |   | (52,712     | ) |             | (152,672   | ) |   | (76,179    | )
|                                                                                              |  |                             |            |                           |   |             |   |             |            |   |   |            |  
|                                                                                              |  |                             |            |                           |   |             |   |             |            |   |   |            |  
|Net loss                                                                                      |  | $                           | (531,807   | )                         | $ | (1,046,391  | ) | $           | (782,762   | ) | $ | (1,446,206 | )
|                                                                                              |  |                             |            |                           |   |             |   |             |            |   |   |            |  
|                                                                                              |  |                             |            |                           |   |             |   |             |            |   |   |            |  
|Loss per common share 
 basic and diluted:                                                   |  |                             |            |                           |   |             |   |             |            |   |   |            |  
|Net loss per common share  basic diluted                                                     |  | $                           | (0.02      | )                         | $ | (0.05       | ) | $           | (0.04      | ) | $ | (0.06      | )
|                                                                                              |  |                             |            |                           |   |             |   |             |            |   |   |            |  
|                                                                                              |  |                             |            |                           |   |             |   |             |            |   |   |            |  
|Weighted average shares outstanding used in computing net loss per
 share  basic and diluted |  |                             | 22,151,561 |                           |   | 22,419,866  |   |             | 22,151,561 |   |   | 22,610,872 |  
|                                                                                              |  |                             |            |                           |   |             |   |             |            |   |   |            |  

The accompanying notes are an integral part
of these consolidated financial statements.

4

---



World Series of Golf, IncConsolidated Statement of Stockholders Deficit
For The Six Months Ended June 30, 2010

|                                                                                 |  |                 |       |              |   |                              |  |                      |            |                               |   |        |   |   |           |   |   |             |   |   |            |  
|-------------------------------------------------------------------------------- |  | --------------- | ----- | ------------ | - | ---------------------------- |  | -------------------- | ---------- | ----------------------------- | - | ------ | - | - | --------- | - | - | ----------- | - | - | ---------- | -
|                                                                                 |  | Preferred Stock |       | Common Stock |   | Additional
 Paid-In
 Capital |  | Accumulated
 Deficit |            | Total
 Stockholders
 Deficit |  
|                                                                                 |  |                 |       |              |   |                              |  |                     
|                                                                                 |  | Shares          |       | Amount       |   | Shares                       |  | Amount               |            |                               |   |       
|                                                                                 |  |                 |       |              |   |                              |  |                      |            |                               |   |        |   |   |          
|                                                                                 |  |                 |       |              |   |                              |  |                      |            |                               |   |        |   |   |           |   |   |             |   |   |            |  
|Balance,
 December 31, 2008                                                      |  |                 |      |              | $ |                             |  |                      | 22,803,999 |                               | $ | 22,804 |   | $ | 8,867,173 |   | $ | (10,778,332 | ) | $ | (1,888,355 | )
|Cumulative effect of change
 in accounting principle                             |  |                 |      |              |   |                             |  |                      |           |                               |   |       |   |   |          |   |   | (102,030    | ) |   | (102,030   | )
|                                                                                 |  |                 |       |              |   |                              |  |                      |            |                               |   |        |   |   |           |   |   |             |   |   |            |  
|Balance,
 January 1, 2009                                                        |  |                 |      |              | $ |                             |  |                      | 22,803,999 |                               | $ | 22,804 |   | $ | 8,867,173 |   | $ | (10,880,362 | ) | $ | (1,990,385 | )
|                                                                                 |  |                 |       |              |   |                              |  |                      |            |                               |   |        |   |   |           |   |   |             |   |   |            |  
|Warrants issued pursuant to convertible note due to related party                |  |                 |      |              |   |                             |  |                      |           |                               |   |       |   |   | 11,386    |   |   |            |   |   | 11,386     |  
|Shares and warrants issued and issuable for services                             |  |                 |      |              |   |                             |  |                      | 250,000    |                               |   | 250    |   |   | 18,250    |   |   |            |   |   | 18,500     |  
|Issuance of shares in settlement of liability                                    |  |                 |      |              |   |                             |  |                      | 112,500    |                               |   | 113    |   |   | 6,637     |   |   |            |   |   | 6,750      |  
|Cancellation of shares previously issued for services                            |  |                 |      |              |   |                             |  |                      | (1,364,938 | )                             |   | (1,365 | ) |   | 1,365     |   |   |            |   |   |           |  
|Compensation related to stock options and warrants                               |  |                 |      |              |   |                             |  |                      |           |                               |   |       |   |   | 84,198    |   |   |            |   |   | 84,198     |  
|Options exercised in exchange for settlement of accounts payable                 |  |                 |      |              |   |                             |  |                      | 350,000    |                               |   | 350    |   |   | 6,650     |   |   |            |   |   | 7,000      |  
|Net loss                                                                         |  |                 |      |              |   |                             |  |                      |           |                               |   |       |   |   |          |   |   | (2,246,263  | ) |   | (2,246,263 | )
|                                                                                 |  |                 |       |              |   |                              |  |                      |            |                               |   |        |   |   |           |   |   |             |   |   |            |  
|                                                                                 |  |                 |       |              |   |                              |  |                      |            |                               |   |        |   |   |           |   |   |             |   |   |            |  
|Balance, December 31, 2009                                                       |  |                 |      |              | $ |                             |  |                      | 22,151,561 |                               | $ | 22,152 |   | $ | 8,995,659 |   | $ | (13,126,625 | ) | $ | (4,108,814 | )
|                                                                                 |  |                 |       |              |   |                              |  |                      |            |                               |   |        |   |   |           |   |   |             |   |   |            |  
|Compensation related to stock options and warrants                               |  |                 |      |              |   |                             |  |                      |           |                               |   |       |   |   | 23,213    |   |   |            |   |   | 23,213     |  
|Issuance of 2,000 Series A preferred stock for $100 per share on
 April 13, 2010 |  |                 | 2,000 |              |   | 2                            |  |                      |           |                               |   |       |   |   | 199,998   |   |   |            |   |   | 200,000    |  
|Reclasify fair value of warrants to derivative liability                         |  |                 |      |              |   |                             |  |                      |           |                               |   |       |   |   | (21,771   | ) |   |            |   |   | (21,771    | )
|Net loss                                                                         |  |                 |      |              |   |                             |  |                      |           |                               |   |       |   |   |          |   |   | (782,762    | ) |   | (782,762   | )
|                                                                                 |  |                 |       |              |   |                              |  |                      |            |                               |   |        |   |   |           |   |   |             |   |   |            |  
|                                                                                 |  |                 |       |              |   |                              |  |                      |            |                               |   |        |   |   |           |   |   |             |   |   |            |  
|Balance, June 30, 2010 (unaudited)                                               |  |                 | 2,000 |              | $ | 2                            |  |                      | 22,151,561 |                               | $ | 22,152 |   | $ | 9,197,099 |   | $ | (13,909,387 | ) | $ | (4,690,134 | )
|                                                                                 |  |                 |       |              |   |                              |  |                      |            |                               |   |        |   |   |           |   |   |             |   |   |            |  

The accompanying notes are an integral part
of these consolidated financial statements.

5

---



World Series of Golf, Inc
Consolidated Statements of Cash Flows
For the Six Months Ended June 30, 2010 and 2009

|                                                                                     |  |                                       |          |             |   |            |  
|------------------------------------------------------------------------------------ |  | ------------------------------------- | -------- | ----------- | - | ---------- | -
|                                                                                     |  | Six Months Ended
            June 30, |         
|                                                                                     |  |                                       |         
|                                                                                     |  | 2010                                  |          | 2009        |  
|                                                                                     |  |                                       |          |             |  
|                                                                                     |  | (unaudited)                           |          | (unaudited) |  
|Operating activities:                                                                |  |                                       |          |             |   |            |  
|Net
          loss                                                                   |  | $                                     | (782,762 | )           | $ | (1,446,206 | )
|Adjustment
          to reconcile net loss to net cash used in operating activities: |  |                                       |          |             |   |            |  
|Depreciation                                                                         |  |                                       | 4,105    |             |   | 3,758      |  
|Share-based
          payments of consulting and other expenses                      |  |                                       | 23,213   |             |   | 67,021     |  
|Amortization
          of debt discount                                              |  |                                       | 56,333   |             |   | 11,000     |  
|Change
          in fair value of warrant liability                                  |  |                                       | 13,811   |             |   | (68,836    | )
|Changes
          in operating assets and liabilities:                               |  |                                       |          |             |   |            |  
|Prepaid
          expenses and other assets                                          |  |                                       | 17,500   |             |   | (100,833   | )
|Accounts
          payable                                                           |  |                                       | (26,368  | )           |   | 334,271    |  
|Unearned
          revenue and player deposits                                       |  |                                       | (36,000  | )           |   | 8,000      |  
|Accrued
          interest on related party note payable                             |  |                                       | 70,869   |             |   | 126,326    |  
|Due
          to related party                                                       |  |                                       | 90,000   |             |   |           |  
|Accrued
          payroll                                                            |  |                                       | 259,500  |             |   |           |  
|Other
          current liabilities                                                  |  |                                       | 6,814    |             |   | 58,796     |  
|                                                                                     |  |                                       |          |             |   |            |  
|                                                                                     |  |                                       |          |             |   |            |  
|Net
          cash used in operating activities                                      |  |                                       | (302,985 | )           |   | (1,006,703 | )
|                                                                                     |  |                                       |          |             |   |            |  
|                                                                                     |  |                                       |          |             |   |            |  
|Investing
            activities:                                                    |  |                                       |          |             |   |            |  
|Purchases
          of property and equipment                                        |  |                                       | (936     | )           |   | (2,117     | )
|                                                                                     |  |                                       |          |             |   |            |  
|                                                                                     |  |                                       |          |             |   |            |  
|Net
          cash used in financing activities                                      |  |                                       | (936     | )           |   | (2,117     | )
|                                                                                     |  |                                       |          |             |   |            |  
|                                                                                     |  |                                       |          |             |   |            |  
|Financing
            activities:                                                    |  |                                       |          |             |   |            |  
|Proceeds
          from issuance of Series A preferred stock                         |  |                                       | 200,000  |             |   |           |  
|Proceeds
          from issuance of convertible debt                                 |  |                                       | 50,000   |             |   |           |  
|Proceeds
          from advances                                                     |  |                                       | 65,000   |             |   |           |  
|Payments
          on convertible note-related party                                 |  |                                       | (10,000  | )           |   |           |  
|Proceeds
          from advances from related parties                                |  |                                       | 6,300    |             |   | 945,000    |  
|                                                                                     |  |                                       |          |             |   |            |  
|                                                                                     |  |                                       |          |             |   |            |  
|Net
          cash provided by financing activities                                  |  |                                       | 311,300  |             |   | 945,000    |  
|                                                                                     |  |                                       |          |             |   |            |  
|                                                                                     |  |                                       |          |             |   |            |  
|Net
          increase (decrease) in cash                                            |  |                                       | 7,379    |             |   | (63,820    | )
|                                                                                     |  |                                       |          |             |   |            |  
|Cash  beginning
          of period                                                 |  |                                       | 453      |             |   | 121,334    |  
|                                                                                     |  |                                       |          |             |   |            |  
|                                                                                     |  |                                       |          |             |   |            |  
|Cash  end
          of period                                                       |  | $                                     | 7,832    |             | $ | 57,514     |  
|                                                                                     |  |                                       |          |             |   |            |  
|                                                                                     |  |                                       |          |             |   |            |  
|Supplemental
          disclosure:                                                   |  |                                       |          |             |   |            |  
|Cash
          paid for interest                                                     |  | $                                     |         |             | $ |           |  
|                                                                                     |  |                                       |          |             |   |            |  
|Cash
          paid for taxes                                                        |  | $                                     |         |             | $ |           |  
|                                                                                     |  |                                       |          |             |   |            |  
|                                                                                     |  |                                       |          |             |   |            |  
|Supplemental
          non-cash investing and financing activities:                  |  |                                       |          |             |   |            |  
|Conversion
          of amount due to related party to convertible note              |  | $                                     | 921,300  |             | $ |           |  
|                                                                                     |  |                                       |          |             |   |            |  
|Shares
          issued in settlement of liability                                   |  | $                                     |         |             | $ | 6,750      |  
|                                                                                     |  |                                       |          |             |   |            |  

The accompanying notes are an integral part of these consolidated
financial statements.

6

---





Note 1: Business and Organization

On
January 31, 2008, Innovative Consumer Products, Inc. (ICP), a public Nevada
shell corporation, acquired all of the outstanding capital stock of World
Series of Golf, Inc. (WSG-NV), a privately-held Nevada corporation engaged in
the sports entertainment industry.

The
acquisition was consummated pursuant to an Agreement and Plan of Merger, dated
January 31, 2008, whereby WSG-NV merged with and into WSG Acquisition, Inc.
(Acquisition Sub), a newly formed wholly-owned Nevada subsidiary of ICP. This
transaction is commonly referred to as a reverse acquisition in which all of
the outstanding capital stock of WSG-NV was effectively exchanged for a
controlling interest in ICP. This type of transaction is considered to be a
recapitalization rather than a business combination. Accordingly, for
accounting purposes, no goodwill or other intangible assets were recorded. On
February 1, 2008, the Company merged with Acquisition Sub in a short form
merger under Nevada law and changed its name to World Series of Golf, Inc.

The
Company is a sports entertainment company that hosts amateur golf tournaments
and events and seeks to create branded products, games, media, and
entertainment based on its proprietary golf tournament method of play, which is
called The World Series of Golf. The Company has held three-day World Series
of Golf tournaments in Las Vegas, Nevada during May in 2007, 2008, and 2009.
Through its media partners, the Company broadcasts the tournaments on domestic
and international television and via other media outlets as live events or as a
produced series. The Company also sells sponsorships for the live tournaments
and television coverage.

On
April 13, 2010, the Company entered into a securities purchase agreement with
Green Life Inc. (Green Life) pursuant to which Green Life agreed to purchase
2,000 shares of the Companys Series A convertible preferred stock (Preferred
Shares), representing a controlling interest in the Company, for an aggregate
purchase price of $200,000 and a convertible debenture in the principal amount
of $50,000, representing an amendment of the terms of the $50,000 advance
previously received from Green Life in March 2010. The total investment was
$250,000 and the transaction closed on April 14, 2010.

Note 2: Going Concern

The
consolidated financial statements assume that the Company will continue as a
going concern, which contemplates realization of assets and the satisfaction of
liabilities in the normal course of business. As of June 30, 2010, the Company
had an accumulated deficit of $13,909,387, negative cash flows from operations
since inception, and expects to incur additional losses in the future as the
Company continues to develop and grow the business. The Company has funded its
losses primarily through sales of common stock and warrants in private
placements; borrowings from related parties and other investors; and revenue
provided by sponsorships and advertising contracts, licensing arrangements, and
tournaments. The further development of the business will require capital. At
June 30, 2010, the Company has a working capital deficit (current assets less
current liabilities) of $4,709,214 and approximately $7,832 in cash.

The
Company is dependent on existing cash resources and external sources of
financing to meet its working capital needs. Current sources of liquidity are
insufficient to provide for budgeted and anticipated working capital
requirements. The Company will seek additional financing to satisfy its working
capital requirements. No assurances can be given that such capital will be
available on acceptable terms, if at all. If the Company is unable to obtain
any such additional financing or if such financing cannot be obtained on
acceptable terms, the Company may be required to delay or scale back its
operations, including the development of its online game, which would adversely
affect its ability to generate future revenues and may force the Company to curtail
or cease operating activities.

To
attain profitable operations, managements plan is to execute its strategy of
(1) increasing the number of tournaments; (2) leveraging the existing
tournament to generate ancillary revenue streams via Internet TV or other
venues; (3) continuing the development of the online game; and (4) continuing
to build sponsorship, advertising, and related revenue, including license fees
related to the sale of branded merchandise. The Company will continue to be
dependent on outside capital to fund its operations for the foreseeable future,
and continue to be involved in discussions and negotiations with investors in
order to raise additional funds to provide sufficient working capital for
operations with a near-term goal of generating positive cash flow from
operations. Any financing obtained may further dilute or otherwise impair the
ownership interest of the current stockholders. If the Company fails to
generate

7

---



positive cash
flows or fails to obtain additional capital when required, the Company could
modify, delay, or abandon some or all of its plans. These factors, among
others, raise substantial doubt about the Companys ability to continue as a
going concern. The consolidated financial statements do not include any
adjustments that might result from the outcome of this uncertainty.

Note 3: Summary of Critical Accounting
Policies and Recently Issued Accounting Standards

Basis of Preparation

The
accompanying unaudited consolidated financial statements have been prepared in
accordance with accounting principles generally accepted in the United States
of America for interim financial information, the instructions to Form 10-Q,
and Article 10 of Regulation S-X. Accordingly, they do not include all of the information
and note disclosures required by U.S. Generally Accepted Accounting Principles
(GAAP) for complete financial statements. The accompanying unaudited financial
information should be read in conjunction with the audited consolidated
financial statements, including the notes thereto, as of and for the year ended
December 31, 2009, included in the Companys 2009 Annual Report on Form 10-K
filed with the Securities and Exchange Commission (the SEC). The information
furnished in this report reflects all adjustments (consisting of normal
recurring adjustments), which are, in the opinion of management, necessary for
a fair presentation of the Companys financial position, results of operations,
and cash flows for each period presented. The results of operations for the
interim period ended June 30, 2010 are not necessarily indicative of the
results for the year ending December 31, 2010 or for any future period.

Principles of Consolidation

The
Companys consolidated financial statements include the accounts of World
Series of Golf, Inc. and the Companys wholly-owned subsidiary, WSG Online,
Inc. Intercompany balances and transactions have been eliminated.

Use of Estimates

The
preparation of financial statements, in conformity with Generally Accepted
Accounting Principles, 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
reported amounts of revenues and expenses during the reporting period. Actual
results could differ from those estimates. The more significant accounting
estimates, inherent in preparing the consolidated financial statements, include
estimates as to valuation of fair value for goods and services received in
barter transactions, valuation of equity related instruments issued, and
valuation allowance for deferred income tax assets.

Equipment

Equipment
is stated at cost and depreciated using the straight-line method over estimated
useful life of five years. Expenditures for maintenance and repairs are charged
to expense as incurred.

Revenue Recognition

Revenue
is recognized when there is persuasive evidence that an arrangement exists,
delivery has occurred, collectability is reasonably assured, and fees are fixed
or determinable. The Company derives its revenues from sponsorship and
advertising, license agreements, and player entry fees. Sponsorship and
advertising revenue includes fees obtained for the right to sponsor the
Companys tournament events and for advertising in the Companys television
programming.

The
Company recognizes revenue from sponsorship and advertising agreements when
earned in connection with the applicable tournament as set forth in the
sponsorship or advertising agreement, either upon completion of the tournament,
publication, or airing of the advertising. Upfront non-refundable payments,
where the Company is providing continuing services related to the airing of a
tournament series, are deferred and recognized as revenue over the contract
period. Revenues and related expenses from barter transactions, in which the
Company receives goods or services in exchange for sponsorship of tournaments,
are recorded at fair value.

8

---



The
Company recognizes revenue related to player entry fees upon the successful
completion of a scheduled tournament. The Company records player entry fees
revenue on a net basis, in that the Company does not record gifted or sponsored
buy-ins to player entry fees revenue with an offset to expense. Player entry
fees collected prior to a scheduled tournament are deferred and recognized when
earned upon the occurrence of the scheduled tournament.

Fair Value Measurements

For
certain financial instruments, including cash and cash equivalents, restricted
cash, accounts receivable, accounts payable, accrued liabilities and short-term
debt, the carrying amounts approximate their fair values due to their short
maturities. In addition, the Company has long-term debt with financial
institutions. The carrying amounts of the convertible notes approximate their fair values based on current rates of interest
for instruments with similar characteristics.

ASC
Topic 820, Fair Value Measurements and Disclosures, requires disclosure of
the fair value of financial instruments held by the Company. ASC Topic 825,
Financial Instruments, defines fair value, and establishes a three-level valuation
hierarchy for disclosures of fair value measurement that enhances disclosure
requirements for fair value measures. The carrying amounts reported in the
consolidated balance sheets for receivables, certain other current assets, and
current liabilities qualify as financial instruments and are a reasonable
estimate of their fair values because of the short period of time between the
origination of such instruments, their expected realization, and their current
market rate of interest. The three levels of valuation hierarchy are defined as
follows:

| |   |                                                                                                                                                                                                                                                                                  
| | - | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |  | Level 1
 inputs to the valuation methodology are quoted prices for identical assets or
 liabilities in active markets.                                                                                                                                                           
| |   |                                                                                                                                                                                                                                                                                  
| |  | Level 2
 inputs to the valuation methodology include quoted prices for similar assets
 and liabilities in active markets and inputs that are observable for the
 asset or liability, either directly or indirectly, for substantially the full
 term of the financial instrument.
| |   |                                                                                                                                                                                                                                                                                  
| |  | Level 3
 inputs to the valuation methodology are unobservable and significant to the
 fair value measurement.                                                                                                                                                                    

The
Companys warrant liability is carried at fair value totaling $295,566 and
$9,985, as of June 30, 2010 and December 31, 2009, respectively. The Company
used Level 2 inputs for its valuation methodology for the warrant liability as
their fair values were determined by using the Black-Scholes option pricing
model using the following assumptions:

|                         |  |               |      |                   |  |      |  
|------------------------ |  | ------------- | ---- | ----------------- |  | ---- | -
|                         |  | June 30, 2010 |      | December 31, 2009 | 
|                         |  |               |      |                   | 
|Annual
 dividend yield   |  |               |     |                   |  |     |  
|Expected
 life (years)   |  |               | 0.9  |                   |  | 1.4  |  
|Risk-free
 interest rate |  |               | 0.32 | %                 |  | 0.40 | %
|Expected
 volatility     |  |               | 400  | %                 |  | 400  | %

Expected
volatility is based primarily on historical volatility. Historical volatility
was computed using daily pricing observations for recent periods that
correspond to the term of the warrants and conversion options. The Company
believes this method produces an estimate that is representative of future
volatility over the expected term of these warrants and conversion options. The
Company has no reason to believe future volatility, over the expected remaining
life of these warrants, will differ materially from historical volatility. The
expected life is based on the remaining term of the warrants and conversion
options. The risk-free interest rate is based on U.S. Treasury securities with
maturity terms similar to the expected remaining term of the warrants and
conversion options. The following table summarizes the financial liabilities
measured at fair value on a recurring basis as of June 30, 2010:

9

---



|                               |  |                                   |         |                                                                        |   |          |  |          |         |  |   |   | 
|------------------------------ |  | --------------------------------- | ------- | ---------------------------------------------------------------------- | - | -------- |  | -------- | ------- |  | - | - | 
|                               |  | Fair
 Value
 As of
 June 30, 2010 |         | Fair
 Value Measurements at
 June 30, 2010
 Using Fair Value Hierarchy |  
|                               |  |                                   |         |                                                                        |  
|                               |  |                                   |         | Level
 1                                                               |   | Level
 2 |  | Level
 3 |        
|                               |  |                                   |         |                                                                        |   |          |  |          |        
|Liabilities:                   |  |                                   |         |                                                                        |   |          |  |          |         |  |   |   | 
|Warrant liability              |  | $                                 | 41,033  |                                                                        |   |         |  | $        | 41,033  |  |   |  | 
|Beneficial conversion
 feature |  |                                   | 254,533 |                                                                        | $ |         |  |          | 254,533 |  | $ |  | 
|                               |  |                                   |         |                                                                        |   |          |  |          |         |  |   |   | 
|Total                          |  | $                                 | 295,566 |                                                                        | $ |         |  | $        | 295,566 |  | $ |  | 
|                               |  |                                   |         |                                                                        |   |          |  |          |         |  |   |   | 

The
Company recognized a loss for the three and six months ended June 30, 2010 of
$14,714 and $13,811, respectively. For the three and six months ended June 30,
2009, the Company recognized a loss of $22,062 and a gain of $68,836,
respectively.

The
Company did not identify any other non-recurring assets and liabilities that
are required to be presented in the consolidated balance sheets at fair value
in accordance with ASC 825.

Net Loss Per Common Share

Basic
and diluted net loss per common share is computed by dividing the net loss by
the weighted average number of common shares outstanding during the period.
Diluted loss per share excludes the effect of common stock equivalents
(convertible notes, stock options, and warrants) since such inclusion in the
computation would be anti-dilutive. The following numbers of shares have been
excluded:

|                  |  |          |            |      |  |           | 
|----------------- |  | -------- | ---------- | ---- |  | --------- | 
|                  |  | June
30, |           
|                  |  |          |           
|                  |  | 2010     |            | 2009 | 
|                  |  |          |            |      | 
|Convertible notes |  |          | 76,350,847 |      |  | 2,770,000 | 
|Stock options     |  |          | 2,085,000  |      |  | 2,265,000 | 
|Warrants          |  |          | 3,429,000  |      |  | 3,229,000 | 
|                  |  |          |            |      |  |           | 
|                  |  |          | 81,864,847 |      |  | 8,264,000 | 
|                  |  |          |            |      |  |           | 

Stock-Based Compensation

The
Company records stock-based compensation in accordance with ASC Topic 718,
Compensation  Stock Compensation. ASC 718 requires companies to measure
compensation cost for stock-based employee compensation at fair value on the
grant date and recognize the expense over the employees requisite service
period. Under ASC 718, the Companys volatility is based on the historical
volatility of the Companys stock or the expected volatility of similar
companies. The expected life assumption is primarily based on historical exercise
patterns and employee post-vesting termination behavior. The risk-free interest
rate for the expected term of the option is based on the U.S. Treasury yield
curve in effect at the time of grant.

The
Company uses the Black-Scholes option-pricing model which was developed for use
in estimating the fair value of options. Option-pricing models require the
input of highly complex and subjective variables including the expected life of
options granted and the Companys expected stock price volatility over a period
equal to or greater than the expected life of the options. Because changes in
the subjective assumptions can materially affect the estimated value of the
Companys employee stock options, it is managements opinion that the
Black-Scholes option-pricing model may not provide an accurate measure of the
fair value of the Companys employee stock options. Although the fair value of
employee stock options is determined in accordance with ASC 718 using an
option-pricing model, that value may not be indicative of the fair value
observed in a willing buyer/willing seller market transaction.

10

---



Income Taxes

The
Company accounts for income taxes in accordance with ASC Topic 740, Income
Taxes. ASC 740 requires a company to use the asset and liability method of
accounting for income taxes, whereby deferred tax assets are recognized for
deductible temporary differences and deferred tax liabilities are recognized
for taxable temporary differences. Temporary differences are the differences between
the reported amounts of assets and liabilities and their tax bases. Deferred
tax assets are reduced by a valuation allowance when, in the opinion of
management, it is more likely than not that some portion, or all, of the
deferred tax assets will not be realized. Deferred tax assets and liabilities
are adjusted for the effects of change in tax laws and rates on the date of
enactment.

Under
ASC 740, a tax position is recognized as a benefit only if it is more likely
than not that the tax position would be sustained in a tax examination, with a
tax examination being presumed to occur. The evaluation of a tax position is a
two-step process. The first step is to determine whether it is
more-likely-than-not that a tax position will be sustained upon examination,
including the resolution of any related appeals or litigation based on the
technical merits of that position. The second step is to measure a tax position
that meets the more-likely-than-not threshold to determine the amount of
benefits to be recognized in the financial statements. A tax position is
measured at the largest amount of benefit that is greater than 50 percent
likely of being realized upon ultimate settlement. Tax positions that
previously failed to meet the more-likely-than-not recognition threshold should
be recognized in the first subsequent period in which the threshold is met.
Previously recognized tax positions that no longer meet the
more-likely-than-not criteria should be de-recognized in the first subsequent
financial reporting period in which the threshold is no longer met. Penalties
and interest incurred, related to underpayment of income tax, are classified as
income tax expense in the year incurred. No significant penalties or interest
relating to income taxes have been incurred during the six months ended June
30, 2010 and 2009. GAAP also provides guidance on de-recognition,
classification, interest and penalties, accounting in interim periods,
disclosures, and transition.

Recently Issued Accounting Standards

In
October 2009, the FASB issued Accounting Standards Update 2009-15 (ASU
2009-15) regarding accounting for own-share lending arrangements in
contemplation of convertible debt issuance or other financing. This ASU
requires that at the date of issuance, in a share-lending arrangement entered
into in contemplation of a convertible debt offering or other financing, the
shares issued shall be measured at fair value and be recognized as an issuance
cost with an offset to additional paid-in capital. Further, loaned shares are
excluded from basic and diluted earnings per share unless default of the
share-lending arrangement occurs, at which time the loaned shares would be
included in the basic and diluted earnings-per-share calculation. This ASU is
effective for fiscal years beginning on or after December 15, 2009, and interim
periods within those fiscal years for arrangements outstanding as of the
beginning of those fiscal years. The adoption of this ASU did not have a
significant impact on the Companys consolidated financial statements.

On
December 15, 2009, the FASB issued ASU No. 2010-06 Fair Value Measurements and
Disclosures Topic 820 Improving Disclosures about Fair Value Measurements.
This ASU requires some new disclosures and clarifies some existing disclosure
requirements about fair value measurement as set forth in Codification Subtopic
820-10. The FASBs objective is to improve these disclosures and, thus,
increase the transparency in financial reporting. The adoption of this ASU did not
have a material impact on the Companys consolidated financial statements.

On
February 25, 2010, the FASB issued ASU 2010-09 Subsequent Events Topic 855
Amendments to Certain Recognition and Disclosure Requirements, effective
immediately. The amendments in the ASU remove the requirement for an SEC filer
to disclose a date through which subsequent events have been evaluated in both
issued and revised financial statements. Revised financial statements include
statements revised as a result of either correction of an error or
retrospective application of U.S. GAAP. The FASB believes these amendments
remove potential conflicts with the SECs literature. The adoption of this ASU
did not have a material impact on the Companys consolidated financial
statements.

On
March 5, 2010, the FASB issued ASU No. 2010-11 Derivatives and Hedging Topic
815 Scope Exception Related to Embedded Credit Derivatives. This ASU
clarifies the guidance within the derivative literature that exempts certain
credit related features from analysis as potential embedded derivatives
requiring separate accounting. The ASU specifies that an embedded credit
derivative feature, related to the transfer of credit risk that is only in the
form of subordination of one financial instrument to another, is not subject to
bifurcation from a host contract under ASC 815-15-25, Derivatives and Hedging 
Embedded Derivatives  Recognition. All other embedded credit derivative
features should be analyzed to determine whether their economic characteristics
and

11

---



risks are
clearly and closely related to the economic characteristics and risks of the
host contract and whether bifurcation is required. The ASU is effective for the
Company on July 1, 2010. Early adoption is permitted. The adoption of this ASU
will not have a material impact on the Companys consolidated financial
statements.

In
April 2010, the FASB codified the consensus reached in Emerging Issues Task
Force Issue No. 08-09, Milestone Method of Revenue Recognition. FASB ASU No.
2010-17 provides guidance on defining a milestone and determining when it may
be appropriate to apply the milestone method of revenue recognition for
research and development transactions. FASB ASU No. 2010  17 is effective for
fiscal years beginning on or after June 15, 2010, and is effective on a
prospective basis for milestones achieved after the adoption date. The Company
does not expect this ASU will have a material impact on its financial position
or results of operations when it adopts this update on January 1, 2011.

Note 4: Convertible Notes  Related Party

Convertible
notes payable at June 30, 2010 and December 31, 2009 consist of the following:

|                  |  |               |           |                   |   |           | 
|----------------- |  | ------------- | --------- | ----------------- | - | --------- | 
|                  |  | June
30,
2010 |           | December
31,
2009 |  
|                  |  |               |           |                   |  
|Convertible notes |  | $             | 1,861,300 |                   | $ | 1,150,000 | 
|Accrued interest  |  |               | 155,202   |                   |   | 84,333    | 
|                  |  |               |           |                   |   |           | 
|                  |  | $             | 2,016,502 |                   | $ | 1,234,333 | 
|                  |  |               |           |                   |   |           | 

In
January 2008, the original promissory note due to the chairman of the board of
directors, in the amount of $985,000, was replaced by a second promissory note
issued in the principal amount of $961,000, bearing interest at a rate of 12%
per annum, with monthly interest-only payments of $9,606.87, and due on the
first day of each month beginning February 1, 2008. The second promissory note
was due on January 1, 2009. The note (principal and accrued interest) was
convertible, at the sole option of the holder, into common shares at a
conversion price of $1.00 per common share, subject to customary adjustments.
The conversion price was changed to $0.50 per share in November 2008.
Obligations under the second promissory note were collateralized by all of the
Companys tangible and intangible assets.

In
February 2009, as amended May 2009, the existing obligations (principal and
accrued interest) under the second promissory note were replaced by a third
promissory note in the principal amount of $1,150,000. In connection with the
refinancing of the obligations under the second promissory note, the Company
recorded $78,000 in February 2009 as a financing fee. The new note is payable
within five days after the demand of the holder and bears interest at 8% per
annum. The note is convertible at the option of the holder, and conversion is
at $0.50 per share. In connection with the third promissory note, the Company
issued the holder warrants to purchase 1,150,000 shares of the Companys common
stock at an exercise price of $0.50 per share through February 1, 2016.

In
February 2010, certain advances from the chairman of the board, which totaled
$921,300, were replaced by a promissory note in the principal amount of
$921,300, with a stated interest rate of 8% per annum. The note is convertible
at the option of the holder at a conversion price of $0.02 per share. The note is
payable within five (5) days after demand by holder. If the note is not paid
upon demand, a default interest rate of 18% per annum applies.

In
connection with the Green Life transactions described in Note 5, John F. Slitz,
our Secretary and Chairman of the Board agreed to assign $1,000,000 of Company
indebtedness payable to him to a non-affiliate designee of Green Life in
exchange for $10,000. Pursuant to this assignment, the Company issued a
$200,000 convertible note to Augustine Fund, L.P. (Augustine)

The
obligations under this additional promissory note are secured pursuant to a
Security Agreement, which grants to the Slitz Family Trust (of which John
Slitz, Jr., the Companys Secretary and Chairman of the Board serves as
trustee) a security interest in substantially all of the Companys assets.

During
the three and six months ended June 30, 2010, the Company recorded interest
expense of $41,729 and $70,869, respectively, and during the three and six
months ended June 30, 2009, the Company recorded interest

12

---



expense of
$23,000 and 137,326, respectively, related to the obligations under this
convertible note payable to related party.

Note 5: Convertible Notes

In
May and June 2008, the Company issued convertible promissory notes in an
aggregate amount of $1,135,000 to certain investors. In December 2008, $900,000
of the convertible notes were converted into common stock at $1.00 per share.
The remaining notes have a principal amount of $235,000, bear interest at 6%
per annum, are convertible at $0.50, were repayable on or before October 31,
2008, and are currently past due.

In
March, 2010, the Company received an advance from Green Life Inc. (Green
Life) in the amount of $50,000. On April 13, 2010, the Company entered into a
securities purchase agreement with Green Life pursuant to which the Company
issued to Green Life an unsecured convertible debenture in the principal amount
of $50,000 and canceled the advance of $50,000. The convertible note bears
interest at 8% per annum, matures on March 31, 2011, and is convertible into
shares of common stock at 50% of the closing bid price at the date of
conversion. At June 30, 2010, the conversion rate was $0.007. The Company determined
that the convertible note contained a beneficial conversion feature because the
conversion rate was less than the share price at the date of issuance. The
Company recorded a $50,000 debt discount related to the beneficial conversion
feature. During the six months ended June 30, 2010, the Company amortized
$12,500 of the debt discount, which is included in interest and financing costs
in the accompanying consolidated statements of operations.

On
April 13, 2010, the Company assigned $1,000,000 of the amount due to John Slitz
to Green Life and pursuant to an exchange agreement entered into on April 13,
2010, Augustine exchanged $200,000 for a convertible note with an aggregate
principal balance of $200,000. The convertible note bears interest at 8% per
annum, matures on April 13, 2011, and is convertible into shares of common
stock at 50% of the closing bid price at the date of conversion. At June 30,
2010, the conversion rate was $0.007. The Company determined that the
convertible note contained a beneficial conversion feature because the
conversion rate was less than the share price at the date of issuance. The
Company recorded a $200,000 debt discount related to the beneficial conversion
feature. During the six months ended June 30, 2010, the Company amortized
$43,833 of the debt discount, which is included in interest and financing costs
in the accompanying consolidated statements of operations.

The
following table summarizes the convertible notes:

|                              |  |        |          |  
|----------------------------- |  | ------ | -------- | -
|Description                   |  | Amount |         
|                              |  |        |         
|Balance, December 31, 2009    |  | $      | 235,000  |  
|Additional notes              |  |        | 50,000   |  
|Exchange of notes             |  |        | 200,000  |  
|Discount on additional
 notes |  |        | (250,000 | )
|Amortization of discount      |  |        | 56,333   |  
|                              |  |        |          |  
|Balance, June 30, 2010        |  | $      | 291,333  |  
|                              |  |        |          |  

The
Company recorded interest expense of $8,093 and $11,623 for the three and six
months ended June 30, 2010, respectively, and $7,050 for the three and six
months ended June 30, 2009, respectively.

Note 6: Stockholders Equity (Deficit)

On
April 13, 2010, the Company entered into a securities purchase agreement with
Green Life Inc. (Green Life), pursuant to which Green Life agreed to purchase
2,000 shares of Series A convertible preferred stock (Preferred Shares),
representing a controlling interest in the company, for an aggregate purchase
price of $200,000 and a convertible debenture in the principal amount of
$50,000. The total investment was $250,000 and the transaction closed on April
14, 2010.

In
connection with the purchase agreement, the Company executed a Certificate of
Designation, Preference and Rights of the Series A Convertible Preferred Stock,
which will be filed with the Secretary of the State of Nevada (Certificate of
Designation). Under the Certificate of Designation, at any time after
September 1, 2010, the Preferred Shares are convertible into shares of common
stock at a price equal to the average of the closing volume

13

---



weighted
average price of the Companys common stock for the five (5) consecutive
trading days prior to conversion. The Certificate of Designation provides that
the Preferred Shares shall vote together with the common stock and have 51% of
the voting power. It also contains certain approval rights of the holders of
the Preferred Shares, which requires the Company to obtain the consent of at
least 75% of the outstanding Preferred Shares before taking certain corporate
actions such as a merger, payment of dividends, making certain capital
expenditures, and the like.

On
April 13, 2010, the Company issued a $50,000 convertible note to Green Life and
exchanged debt for a $200,000 convertible note to Augustine. The conversion
rate for each of the notes is 50% of the closing bid price at the date of
conversion. The Company determined that these notes contained a beneficial
conversion feature that would need to be bifurcated from the host instrument
because theoretically, the Company would not have enough authorized shares to
satisfy the conversion. The Company determined that the warrants that had been
classified in equity should be reclassified to derivative liability because the
number of potential dilutive shares exceeds the authorized shares. The Company
reclassified the warrants fair value of $21,771 from equity to derivative
liability on April 13, 2010. The Company determined the fair value of the
warrants using the Black-Scholes model with the following assumptions.

| |   |                            |                       
| | - | -------------------------- | ----------------------
| |  | Risk free
 interest rate - | between.32%
 and 2.58%
| |  | Expected
 life (year) -    | between.88
 and 4.39  
| |  | Volatility                 | 400%                  
| |  | Annual rate
 of dividends  | 0%                    

Note 7: Related Party Transactions

As
further described in Note 4, the Company borrowed $985,000 from the chairman of
the board of directors, pursuant to terms of a promissory note, subsequently
replaced in 2008 by a second promissory note in the principal amount of
$961,000, and subsequently replaced in 2009 by a third promissory note in the
principal amount of $1,150,000. In February 2010, certain advances from the
chairman of the board, which totaled $921,300, were replaced by a promissory
note in the principal amount of $921,300. The Company paid $10,000 of principal
in June 2010.

In
February 2009, the Company entered into a three-year consulting agreement with
the chairman of the board of directors, pursuant to which the Company would pay
him monthly cash payments of $15,000. As of June 30, 2010 and December 31,
2009, the amounts due under the contract were $270,000 and $180,000. The
Company recorded an expense related to the consulting agreement of $45,000 and
$90,000 for the three and six months ended June 30, 2010, respectively, and
$45,000 and $90,000 for the three and six months ended June 30, 2009,
respectively.

Note 8: Income Taxes

The
Company continues to record a valuation allowance in the full amount of
deferred tax assets since realization of such tax benefits has not been
determined to be more likely than not. At the end of each interim period, the
Company estimates the effective tax rate expected to be applicable for the full
fiscal year, and the rate so determined is used in providing for income taxes
on a current year-to-date basis. The difference between the expected provision
or benefit computed, using the statutory tax rate and the recorded provision or
benefit of zero, is primarily due to the estimated change in valuation
allowance, which is more likely to result due to taxable losses anticipated for
the applicable fiscal year.

Note 9: Commitments and Contingencies

Rausch Matter  On March 24, 2010, a summons and complaint was filed
against the Company by Walter Rausch in a matter entitled Walter Rausch v.
World Series of Golf, Inc., United States District Court, District of
Nevada, Case No: 2:10-cv-00412. Mr. Rausch, a purchaser of a convertible note,
in a private placement of the Companys notes in May 2008 (see Note 5, above),
alleges damages in the amount of $93,925, representing the principal of $85,000
plus accrued interest through March 9, 2010 of $8,925. The case is currently in discovery.

14

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Note 10: Subsequent Events

On
August 13, 2010, Joseph Martinez resigned as our chief executive officer, chief
financial officer, treasurer, and director; Joseph Slitz resigned as our
chairman and director; James Tilton was elected our director and chief
financial officer; and Patrick Brown was elected our chief executive officer
and treasurer. In connection with the resignation of Mr. Martinez, we entered
into an agreement of termination and release with Mr. Martinez, pursuant to
which Mr. Martinezs employment agreement was terminated, the parties provided
mutual releases, the Company agreed to pay Mr. Martinez $15,000 in cash per
month over a three-year period, and the Company issued Mr. Martinez a
three-year note in the principal amount of $275,000. In connection with the
resignation of Mr. Slitz, we entered into an agreement of termination and
release with Mr. Slitz, pursuant to which Mr. Slitzs consulting agreement was
terminated, the Company agreed to pay Mr. Slitz $15,000 in cash per month over
a three-year period, the Company agreed to issue Mr. Slitz $200,000 in stated
value of preferred stock (with terms to be agreed upon by the parties), the
parties agreed to amend and restate the amended and convertible promissory
note, dated May 28, 2009, issued by the Company to The Slitz Family Trust (with
terms to be agreed upon by the parties), and the Companys obligations with
respect to $270,000 owed to Mr. Slitz for serviced provided shall remain
outstanding (which amount shall be reduced by the $15,000 in cash per month
over three month the Company agreed to pay).

15

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

Statements contained herein may be forward-looking
statements. These forward-looking statements reflect our current views with
respect to future events or our financial performance, and involve certain
known and unknown risks, uncertainties, and other factors, including those
identified below, which may cause our or our industrys actual or future
results, levels of activity, performance or achievements to differ materially
from those expressed or implied by any forward-looking statements or from
historical results. The following factors, among others, could cause our or our
industrys future results to differ materially from historical results or those
anticipated: (1) the availability of additional funds to enable us to
successfully pursue our business plan; (2) the uncertainties related to the
appeal and acceptance of our proprietary method of play and our planned online
products; (3) the success or failure of our development of additional products
and services; (4) our ability to maintain, attract and integrate management
personnel; (5) our ability to secure suitable broadcast and sponsorship
agreements; (6) our ability to effectively market and sell our services to
current and new customers; (7) changes in the rules and regulations governing our
business; (8) the intensity of competition; and (9) general economic
conditions. As a result of these and other factors, we may experience material
fluctuations in future operating results on a quarterly or annual basis, which
could materially and adversely affect our business, financial condition,
operating results, and stock price. Additional factors that would cause actual
results to differ materially from those projected or suggested in any
forward-looking statements are contained in our filings with the Securities and
Exchange Commission, including those factors discussed under the caption
Forward-Looking Information in our most recent Annual Report on Form 10-K, as
may be supplemented or amended from time to time, which we urge investors to
consider. Except as required by applicable securities laws, we undertake no
duty to update, supplement, or revise any forward-looking statements after the
date of this report or to conform them to actual results, new information,
future events, or otherwise. The following discussion and analysis should be
read in conjunction with our condensed consolidated financial statements and
notes appearing elsewhere in this Report.

On
January 31, 2008, Innovative Consumer Products, Inc. (ICP), a public Nevada shell
corporation, acquired all of the outstanding capital stock of World Series of
Golf, Inc. (WSG-NV), a privately-held Nevada corporation engaged in the
sports entertainment industry.

The
acquisition was consummated pursuant to an agreement and plan of merger, dated
January 31, 2008, whereby WSG-NV merged with and into WSG Acquisition, Inc.
(Acquisition Sub), a newly formed wholly-owned Nevada subsidiary of ICP. This
transaction is commonly referred to as a reverse acquisition, in which all of
the outstanding capital stock of WSG-NV was effectively exchanged for a
controlling interest in ICP. This type of transaction is considered to be a
recapitalization rather than a business combination. Accordingly, no goodwill
or other intangible assets were recorded and WSG-NV was considered to be the
acquirer for financial reporting purposes. Our historical financial statements
for any period prior to January 31, 2008 are those of WSG-NV. On February 1,
2008, we merged with Acquisition Sub in a short form merger under Nevada law
and changed our name to World Series of Golf, Inc.

We
are a sports entertainment company that hosts amateur golf tournaments and
events and seeks to create branded products, games, media, and entertainment
based on our proprietary golf tournament method of play which we call The
World Series of Golf. We believe our unique method of play enhances the
entertainment value of the skilled game of golf by incorporating elements of
strategy similar to those found in Texas Hold Em, a popular style of the
card game poker.

We
have held a three-day World Series of Golf tournament in Las Vegas, Nevada
during May in 2007, 2008 and 2009. Due to insufficient capital, we have not
hosted a tournament in 2010, as we previously anticipated. We anticipate
holding a series of tournaments at satellite locations and are contemplating a
tournament in Las Vegas in 2010, although, as of the date of this filing, these
plans are uncertain due to our need for additional funding and, to a lesser
degree, due to venue availability such as golf courses, hotel accommodations,
and transportation logistics. Through our media partners, we broadcast our
tournaments on domestic and international television and via other media
outlets as live events or as a produced series. We also sell sponsorships for
our live tournaments and television coverage. Due to our funding constraints,
we have delayed the launch of our multi-player online video game that we are
building with our partner, The World Golf Tour, operator of www.wgt.com.
We plan to offer through our website, www.worldseriesofgolf.com, a
multi-player online video game which we intend to launch during the fourth
quarter of 2010. The multi-player online video game is based on our unique method
of play and is tied into a social network/web community where interested
players can not only play the online version of The

16

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World Series
of Golf, but will also be able to communicate with each other, share
information, and buy related products online.

We
generate revenue primarily through entry fees paid by the amateur players
entering our tournaments, advertising, and sponsorship fees. We anticipate
that, once we fully implement our online game strategy, revenue from
subscription fees for online games and sponsorship fees to become a material
percentage of our total revenues.

Recent Developments

As
we previously reported in our Current Report on Form 8-K, on April 13, 2010, we
entered into a securities purchase agreement with Green Life Inc. (Green
Life) pursuant to which Green Life agreed to purchase 2,000 shares of our
Series A convertible preferred stock (Preferred Shares), representing a
controlling interest in our company, for an aggregate purchase price of $200,000
and a convertible debenture in the principal amount of $50,000. The total
investment was $250,000 and the transaction closed on April 14, 2010. The
proceeds of the investment were used primarily to pay certain past due trade
payables and professional fees, which allowed us to prepare and file our annual
report.

In
connection with the purchase agreement, we executed a Certificate of
Designation, Preference and Rights of the Series A Convertible Preferred Stock,
which will be filed with the Secretary of the State of Nevada (Certificate of
Designation). Under the Certificate of Designation, at any time after
September 1, 2010, the Preferred Shares are convertible into shares of common
stock at a price equal to the average of the closing volume weighted average
price of our common stock for the five (5) consecutive trading days prior to
conversion. The Certificate of Designation provides that the Preferred Shares
shall vote together with the common stock and have 51% of the voting power. It
also contains certain approval rights of the holders of the Preferred Shares,
which require us to obtain the consent of at least 75% of the outstanding
Preferred Shares before taking certain corporate actions such as a merger,
payment of dividends, making certain capital expenditures, and the like.

The
convertible debenture has a stated interest rate of 8% and is due on March 31,
2011, unless earlier converted. The debenture (principal or interest, any
portion thereof) is convertible either at the holders or our option at a price
equal to 50% of the closing price of our common stock on the date of
conversion. The note contains a blocker provision which restricts Green Lifes
conversion of the note to the extent that the conversion would result in Green
Life beneficially owning more than 4.99% of our outstanding common stock.

Pursuant
to a registration rights agreement with Green Life also executed on April 13,
2010, we are required to file a registration statement with the Securities and
Exchange Commission for the resale of our common stock underlying the
convertible Preferred Stock and convertible debenture.

Cash Position, Going Concern and Recent
Financing Activities

We
have prepared our consolidated financial statements assuming that we will
continue as a going concern, which contemplates realization of assets and the
satisfaction of liabilities in the normal course of business. As of June 30,
2010, we had an accumulated deficit of approximately $13,909,387, negative cash
flows from operations since inception, and expect to incur additional losses in
the future as we continue to develop and grow our business. We have funded our
losses primarily through the sale of common stock and warrants in private
placements; borrowings from related parties and other investors; and revenue
provided by our sponsorships and advertising, contracts, licensing
arrangements, and tournaments. The further development of our business will
require capital. At June 30, 2010, we had a working capital deficit (current
assets less current liabilities) of $4,709,214 and $7,832 in cash. Our
operating expenses will consume a material amount of our cash resources.

We
are still in the early stages of executing our business strategy. Our current
cash levels, together with the cash flows we generate from operating
activities, are not sufficient to enable us to execute our business strategy.
We require additional financing to execute our business strategy and to satisfy
our near-term working capital requirements. In the event that we cannot obtain
additional funds on a timely basis or our operations do not generate sufficient
cash flow, we may be forced to curtail or cease our activities, which would
likely result in the loss to investors of all or a substantial portion of their
investment. We are actively seeking to raise additional capital through the
sale of shares of our capital stock to institutional investors and through
strategic investments. If management deems necessary, we might also seek
additional loans from related parties. However, there can be no

17

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assurance that
we will be able to consummate any of these transactions, or that these
transactions will be consummated on a timely basis or on terms favorable to us.

Discussion of Cash Flows

We
used cash of approximately $302,985 and $1,006,703 in our operating activities
in the six months ended June 30, 2010 and 2009, respectively. Cash used in
operating activities relates primarily to funding net losses, partially offset
by share-based payments of consulting and other expenses. We expect to use cash
for operating activities in the foreseeable future as we continue our operating
activities.

Our
investing activities used cash of $936 and $2,117 in the six months ended June
30, 2010 and 2009, respectively for the purchase of equipment.

Our financing
activities provided cash of approximately $311,300 and $945,000in the six
months ended June 30, 2010 and 2009, respectively. During the six months ended
June 30, 2010, we received $200,000 through the issuance of Series A preferred
stock, $50,000 from the issuance of convertible debt, 65,000 from advances, and
$6,300 as an advance from a related party. We paid $10,000 to a related party.
During the six months ended June 30, 2009, we received advances of $945,000
from a related party.

Recent Financing Activities

In
March 2010, we received an advance from Green Life in the amount of $50,000
under unspecified terms. In connection with the Green Life transactions
described below, we agreed to amend Green Life and our understanding with
respect to the advance and provide for terms, which were substantially similar
to the terms specified under the transaction.

On
April 13, 2010, we entered into a securities purchase agreement with Green Life
pursuant to which Green Life agreed to purchase 2,000 shares of our Series A
convertible preferred stock, representing a controlling interest in our
company, for an aggregate purchase price of $200,000 and a convertible
debenture in the principal amount of $50,000, representing an amendment of the
terms of the $50,000 advance previously received from Green Life in March 2010.
The total investment was $250,000 and the transaction closed on April 14, 2010.

In
February 2010, certain advances from our chairman of the board, which totaled
$921,300, were replaced by a promissory note in the principal amount of
$921,300, with a stated interest rate of 8% per annum. The note is convertible
at the option of the holder at a conversion price of $0.02 per share. The note
is payable within five (5) days after demand by holder. If the note is not paid
upon demand, a default interest rate of 18% per annum applies. The obligations
under this additional promissory note are secured pursuant to a security
agreement, which grants to the Slitz Family Trust (of which John Slitz, Jr.,
our Secretary and Chairman of the Board serves as trustee) a security interest
in substantially all of our assets.

Going Concern

In
our Annual Report on Form 10-K for the year ended December 31, 2009, our
independent auditors included an explanatory paragraph in its report relating
to our consolidated financial statements for the years ended December 31, 2009
and 2008, which states that we have incurred negative cash flows from
operations since inception, and expect to incur additional losses in the future
and have a substantial accumulated deficit. These conditions give rise to
substantial doubt about our ability to continue as a going concern. Our ability
to expand operations and generate additional revenue and our ability to obtain
additional funding will determine our ability to continue as a going concern.
Our condensed consolidated financial statements do not include any adjustments
that might result from the outcome of this uncertainty.

Summary

We
are dependent on existing cash resources and external sources of financing to
meet our working capital needs. Current sources of liquidity are insufficient
to provide for budgeted and anticipated working capital requirements. We will
therefore be required to seek additional financing to satisfy our working
capital requirements. No assurances can be given that such capital will be
available to us on acceptable terms, if at all. In addition to

18

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equity
financing and strategic investments, we may seek additional related party
loans. If we are unable to obtain any such additional financing or if such
financing cannot be obtained on terms acceptable to us, we may be required to
delay or scale back our operations, including the development of our online
game, which would adversely affect our ability to generate future revenues and
may force us to curtail or cease our operating activities.

To
attain profitable operations, managements plan is to execute its strategy of
(1) increasing the number of tournaments; (2) leveraging the existing
tournament to generate ancillary revenue streams via Internet TV or other
venues; (3) continuing the development of the online game; and (4) continuing
to build sponsorship, advertising, and related revenue, including license fees
related to the sale of branded merchandise. We will continue to be dependent on
outside capital to fund our operations for the foreseeable future. Any
financing we obtain may further dilute, or otherwise impair, the ownership
interest of our current stockholders. If we fail to generate positive cash
flows or fail to obtain additional capital when required, we could modify,
delay, or abandon some or all of our plans. These factors, among others, raise
substantial doubt about our ability to continue as a going concern.

On
August 13, 2010, Joseph Martinez resigned as our chief executive officer, chief
financial officer, treasurer, and director; Joseph Slitz resigned as our chairman
and director; James Tilton was elected our director and chief financial
officer; and Patrick Brown was elected our chief executive officer and
treasurer. In connection with the resignation of Mr. Martinez, we entered into
an agreement of termination and release with Mr. Martinez, pursuant to which
Mr. Martinezs employment agreement was terminated, the parties provided mutual
releases, the Company agreed to pay Mr. Martinez $15,000 in cash per month over
a three-year period, and the Company issued Mr. Martinez a three-year note in
the principal amount of $275,000. In connection with the resignation of Mr.
Slitz, we entered into an agreement of termination and release with Mr. Slitz,
pursuant to which Mr. Slitzs consulting agreement was terminated, the Company
agreed to pay Mr. Slitz $15,000 in cash per month over a three-year period, the
Company agreed to issue Mr. Slitz $200,000 in stated value of preferred stock
(with terms to be agreed upon by the parties), the parties agreed to amend and
restate the amended and convertible promissory note, dated May 28, 2009, issued
by the Company to The Slitz Family Trust (with terms to be agreed upon by the
parties), and the Companys obligations with respect to $270,000 owed to Mr.
Slitz for serviced provided shall remain outstanding (which amount shall be
reduced by the $15,000 in cash per month over three month the Company agreed to
pay).

Consolidated Results of Operations

Comparison of the Three Months Ended June 30,
 2010 to the Three Months Ended June 30, 2009

|                                          |  |                             |          |        |   |            |   |   |            |   |  |      |   
|----------------------------------------- |  | --------------------------- | -------- | ------ | - | ---------- | - | - | ---------- | - |  | ---- | --
|                                          |  | Three
Months Ended
June 30, |          | Change |  
|                                          |  |                             |          |        |   |            |  
|                                          |  | 2010                        |          | 2009   |   | $          |   | % |           
|                                          |  |                             |          |        |   |            |   |   |           
|                                         
|Sponsorship and advertising               |  | $                           |         |        | $ | 478,600    |   | $ | (478,600   | ) |  | (100 | )%
|Player entry fees                         |  |                             |         |        |   | 790,500    |   |   | (790,500   | ) |  | (100 | )%
|                                          |  |                             |          |        |   |            |   |   |            |   |  |      |   
|Total revenue                             |  |                             |         |        |   | 1,269,100  |   |   | (1,269,100 | ) |  | (100 | )%
|                                          |  |                             |          |        |   |            |   |   |            |   |  |      |   
|                                          |  |                             |          |        |   |            |   |   |            |   |  |      |   
|Operating expenses:                       |  |                             |          |        |   |            |   |   |            |   |  |      |   
|Cost of revenue                           |  |                             |         |        |   | 1,456,346  |   |   | (1,456,346 | ) |  | (100 | )%
|Sales and marketing                       |  |                             |         |        |   | 59,945     |   |   | (59,945    | ) |  | (100 | )%
|General and administrative                |  |                             | 410,933  |        |   | 746,488    |   |   | (335,555   | ) |  | (45  | )%
|                                          |  |                             |          |        |   |            |   |   |            |   |  |      |   
|Total operating expenses                  |  |                             | 410,933  |        |   | 2,262,779  |   |   | (1,851,846 | ) |  | (82  | )%
|                                          |  |                             |          |        |   |            |   |   |            |   |  |      |   
|                                          |  |                             |          |        |   |            |   |   |            |   |  |      |   
|Gain (loss) from operations               |  |                             | (410,933 | )      |   | (993,679   | ) |   | 582,746    |   |  | (59  | )%
|                                          |  |                             |          |        |   |            |   |   |            |   |  |      |   
|                                          |  |                             |          |        |   |            |   |   |            |   |  |      |   
|Other income (expense):                   |  |                             |          |        |   |            |   |   |            |   |  |      |   
|Interest and financing costs              |  |                             | (106,160 | )      |   | (30,650    | ) |   | (75,510    | ) |  | 246  | % 
|Change in fair value of warrant liability |  |                             | (14,714  | )      |   | (22,062    | ) |   | 7,348      |   |  | (33  | )%
|                                          |  |                             |          |        |   |            |   |   |            |   |  |      |   
|Total other income (expense)              |  |                             | (120,874 | )      |   | (52,712    | ) |   | (68,162    | ) |  | 129  | % 
|                                          |  |                             |          |        |   |            |   |   |            |   |  |      |   
|                                          |  |                             |          |        |   |            |   |   |            |   |  |      |   
|Net loss                                  |  | $                           | (531,807 | )      | $ | (1,046,391 | ) | $ | 514,584    |   |  | (49  | )%
|                                          |  |                             |          |        |   |            |   |   |            |   |  |      |   

19

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Revenue:
We generate revenue primarily through a combination of (1) the sale of
sponsorships and advertising in connection with our tournaments, (2) the
license of our proprietary marks/brands, and (3) entry fees paid by the players
entering our golf tournaments. During the three months ended June 30, 2010, we
did not generate revenues compared to $1,269,100 for the three months ended
June 30, 2009. Due to the lack of capital, we were unable to host our
tournament during the second quarter of 2010 as we had hosted in the second
quarter of 2009.

Cost
of Revenue: Cost of revenue primarily consists of
barter transactions, player payout (tournament prizes), media production costs,
and other event costs. Cost of revenue decreased in the three months ended June
30, 2010 compared to June 30, 2009. During the three months ended June 30,
2010, we did not incur any costs related to a planned tournament.

Sales
and Marketing: Sales and marketing expense consists
primarily of consulting, public relations, sales materials, and advertising.
Sales and marketing decreased in the three months ended June 30, 2010 compared
to June 30, 2009 due to continued cost reductions in the current year.

General
and Administrative: General and administrative expense
consists primarily of salaries and other personnel-related expenses to support
our tournament operations, non-cash stock-based compensation for general and
administrative personnel, professional fees (e.g., accounting and legal),
corporate insurance, and facilities costs. General and administrative expenses
decreased in the three months ended June 30, 2010 compared to June 30, 2009 due
to continued cost reductions in the current year.

Interest
and Financing Costs: Interest and financing costs
increased $75,510 or 246% in the three months ended June 30, 2010 compared to
2009 due to the increase in convertible notes and the amortization of debt
discounts associated with the convertible notes issued during the quarter. In
February 2010, we converted advances from a related party to a convertible note
in the amount of $921,300 with an 8% interest rate. Also, in May, we issued a
$50,000 convertible note with an interest rate of 8% and convertible at 50% of
the closing price on the date of conversion, which we determined had a
beneficial conversion feature with a value of $50,000. We also exchanged
$200,000 of debt for a convertible note with similar terms to the $50,000 note,
which we determined had a beneficial conversion feature with a value of
$200,000. During the three months ended June 30, 2010, we amortized $56,333 of
the debt discount which is recorded in interest and financing costs on the
consolidated statement of operations.

Change
in Fair Value of Warrant Liability: The fair value of
the derivative liability is revalued quarterly utilizing Black-Scholes
valuation model computations with the increase or decrease in fair value being
reported in the statement of operations as other income (expense). During the
three months ended June 30, 2010, the fair value increased $14,174 due to the
increase in share price from $0.01 at March 31, 2010 to $0.014 at June 30,
2010. During the three months ended June 30, 2009, the fair value increased
$22,062 due to the increase in share price from $0.01 at March 31, 2009 to
$0.03 at June 30, 2009.

20

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Comparison of the Six
Months Ended June 30, 2010 to the Six Months Ended June 30, 2009

|                                          |  |                            |          |             |   |            |   |   |            |   |      |    | 
|----------------------------------------- |  | -------------------------- | -------- | ----------- | - | ---------- | - | - | ---------- | - | ---- | -- | 
|                                          |  | Six Months Ended
 June 30, |          | Change      |  
|                                          |  |                            |          |             |  
|                                          |  | 2010                       |          | 2009        |   | $          |   | % |           
|                                          |  |                            |          |             |   |            |   |   |           
|                                          |  | (unaudited)                |          | (unaudited) |   |            |   |   |           
|                                          |  |                            |          |             |   |            |   |   |            |   |      |    | 
|Sponsorship and advertising               |  | $                          | 25,000   |             | $ | 478,600    |   | $ | (453,600   | ) | (95  | )% | 
|Player entry fees                         |  |                            |         |             |   | 790,500    |   |   | (790,500   | ) | (100 | )% | 
|                                          |  |                            |          |             |   |            |   |   |            |   |      |    | 
|Total revenue                             |  |                            | 25,000   |             |   | 1,269,100  |   |   | (1,244,100 | ) | (98  | )% | 
|                                          |  |                            |          |             |   |            |   |   |            |   |      |    | 
|                                          |  |                            |          |             |   |            |   |   |            |   |      |    | 
|Operating expenses:                       |  |                            |          |             |   |            |   |   |            |   |      |    | 
|Cost of revenue                           |  |                            |          |             |   | 1,479,514  |   |   | (1,479,514 | ) | (100 | )% | 
|Sales and marketing                       |  |                            |         |             |   | 62,845     |   |   | (62,845    | ) | (100 | )% | 
|General and administrative                |  |                            | 655,090  |             |   | 1,096,768  |   |   | (441,678   | ) | (40  | )% | 
|                                          |  |                            |          |             |   |            |   |   |            |   |      |    | 
|Total operating expenses                  |  |                            | 655,090  |             |   | 2,639,127  |   |   | (1,984,037 | ) | (75  | )% | 
|                                          |  |                            |          |             |   |            |   |   |            |   |      |    | 
|                                          |  |                            |          |             |   |            |   |   |            |   |      |    | 
|Gain (loss) from operations               |  |                            | (630,090 | )           |   | (1,370,027 | ) |   | 739,937    |   | (54  | )% | 
|                                          |  |                            |          |             |   |            |   |   |            |   |      |    | 
|                                          |  |                            |          |             |   |            |   |   |            |   |      |    | 
|Other income (expense):                   |  |                            |          |             |   |            |   |   |            |   |      |    | 
|Interest and financing costs              |  |                            | (138,861 | )           |   | (145,015   | ) |   | 6,154      |   | (4   | )% | 
|Change in fair value of warrant liability |  |                            | (13,811  | )           |   | 68,836     |   |   | (82,647    | ) | (120 | )% | 
|                                          |  |                            |          |             |   |            |   |   |            |   |      |    | 
|Total other income (expense)              |  |                            | (152,672 | )           |   | (76,179    | ) |   | (76,493    | ) | 100  | %  | 
|                                          |  |                            |          |             |   |            |   |   |            |   |      |    | 
|                                          |  |                            |          |             |   |            |   |   |            |   |      |    | 
|Net loss                                  |  | $                          | (782,762 | )           | $ | (1,446,206 | ) | $ | 663,444    |   | (46  | )% | 
|                                          |  |                            |          |             |   |            |   |   |            |   |      |    | 

Revenue: We generate revenue primarily through a
combination of (1) the sale of sponsorships and advertising in connection with
our tournaments, (2) the license of our proprietary marks/brands, and (3) entry
fees paid by the players entering our golf tournaments. During the six months
ended June 30, 2010, we generated revenues of $25,000 compared to $1,269,100
for the six months ended June 30, 2009. Due to the lack of capital, we were
unable to host our tournament during the second quarter of 2010 as we had
hosted in the second quarter of 2009.

Cost
of Revenue: Cost
of revenue primarily consists of barter transactions, player payout (tournament
prizes), media production costs, and other event costs. Cost of revenue
decreased in the six months ended June 30, 2010 compared to June 30, 2009.
During the six months ended June 30, 2010, we did not incur any costs related
to a planned tournament.

Sales
and Marketing:
Sales and marketing expense consists primarily of consulting, public relations,
sales materials, and advertising. Sales and marketing decreased in the six
months ended June 30, 2010, compared to June 30, 2009, due to continued cost
reductions in the current year.

General
and Administrative:
General and administrative expense consists primarily of salaries and other
personnel-related expenses to support our tournament operations, non-cash
stock-based compensation for general and administrative personnel, professional
fees (e.g., accounting and legal), corporate insurance, and facilities costs.
General and administrative expenses decreased in the six months ended June 30,
2010, compared to June 30, 2009, due to continued cost reductions in the
current year.

Interest
and Financing Costs:
Interest expense decreased $6,154 or 4% in the six months ended June 30, 2010.
In February 2010, we converted advances from a related party to a convertible
note in the amount of $921,300 with an 8% interest rate. Also, in May, we
issued a $50,000 convertible note with an interest rate of 8% and convertible at
50% of the closing price on the date of conversion, which we determined had a
beneficial conversion feature with a value of $50,000. We also exchanged
$200,000 of debt for a convertible note with similar terms to the $50,000 note,
which we determined had a beneficial conversion feature with a value of
$200,000. During the six months ended June 30, 2010, we amortized $56,333 of
the debt discount which is recorded in interest and financing costs on the
consolidated statement of operations. During the six months ended June 30,
2009, we recorded $78,000 as an interest and financing cost related to the
refinancing of the $1,150,000 related party convertible note.

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Change
in Fair Value of Warrant Liability:The fair value of the derivative liability is
revalued quarterly utilizing Black-Scholes valuation model computations with
the increase or decrease in fair value being reported in the statement of
operations as other income (expense). During the six months ended June 30,
2010, the fair value increased $13,811 due to the increase in share price from
$0.01 at December 31, 2009 to $0.014 at June 30, 2010. During the six months
ended June 30, 2009, the fair value decreased $68,836 due to the decrease in
share price from $0.09 at December 31, 2009, to $0.03 at June 30, 2009.

Off-Balance Sheet Arrangements

As
of June 30, 2010, we did not have any off-balance sheet arrangements, as
defined in Item 303(a)(4)(ii) of SEC Regulation S-K.

Critical Accounting Policies

The
preparation of financial statements, in conformity with accounting principles
generally accepted in the United States of America, requires our management to
make assumptions, estimates, and judgments that affect the amounts reported,
including the notes thereto, and related disclosures of commitments and
contingencies, if any. We have identified certain accounting policies that are
significant to the preparation of our financial statements. These accounting
policies are important for an understanding of our financial condition and
results of operation. Critical accounting policies are those that are most
important to the portrayal of our financial conditions and results of
operations, and require managements difficult, subjective, or complex
judgments often as a result of the need to make estimates about the effect of
matters that are inherently uncertain and may change in subsequent periods.
Certain accounting estimates are particularly sensitive because of their
significance to financial statements and because of the possibility that future
events affecting the estimate may differ significantly from managements
current judgments. We believe the following critical accounting policies
involve the most significant estimates and judgments used in the preparation of
our financial statements.

Use of Estimates

The
preparation of financial statements, in conformity with U.S. Generally Accepted
Accounting Principles, 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 revenues and expenses during the reporting period.
Significant areas requiring the use of management estimates relate to the determination
of depreciation rates for equipment, reserves for slow moving and obsolete
inventory, future tax rates used to determine future income taxes, and the
carrying values of goodwill and accrued derivative liabilities. Actual results
could differ from these estimates upon which the carrying values were based.

Revenue
Recognition

Revenue
is recognized when there is persuasive evidence that an arrangement exists,
delivery has occurred, collectability is reasonably assured, and fees are fixed
or determinable. We derive our revenues from sponsorship and advertising,
license agreements, and player entry fees. Sponsorship and advertising revenue
includes fees obtained for the right to sponsor our tournament events and for
advertising in our television programming.

We
recognize revenue from sponsorship and advertising agreements when earned in
connection with the applicable tournament, as set forth in the sponsorship or
advertising agreement, either upon completion of the tournament, publication or
airing of the advertising. Upfront non-refundable payments, where we are
providing continuing services related to the airing of a tournament series, are
deferred and recognized as revenue over the contract period. Revenues and
related expenses from barter transactions, in which we receive goods or
services in exchange for sponsorships of tournaments, are recorded at fair
value.

We
recognize revenue related to player entry fees upon the successful completion
of a scheduled tournament. We record player entry fees revenue on a net basis,
in that we do not record gifted or sponsored buy-ins to player entry fees
revenue with an offset to expense. Player entry fees collected prior to a
scheduled tournament are deferred and recognized when earned upon the
occurrence of the scheduled tournament.

22

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Warrant
Liability

We
apply ASC Topic 815, Derivatives and Hedging, which provides a two-step model
to determine whether a financial instrument or an embedded feature is indexed
to an issuers own stock and thus able to qualify for the scope exception in
ASC 815-10-15-74. Using the criteria in ASC 815, we determine which instruments
or embedded features that require liability accounting and record the fair
values as an accrued derivative liability. The changes in the values of the
accrued derivative liabilities are shown in the accompanying consolidated
statements of operations as Change in fair value of warrant liability.

Fair
Value Measurements

For
certain financial instruments, including cash and cash equivalents, restricted
cash, accounts receivable, accounts payable, accrued liabilities, and
short-term debt, the carrying amounts approximate their fair values due to
their short maturities. In addition, we have long-term debt with financial
institutions. The carrying amounts of the convertible notes approximate their
    fair values based on current rates of interest for instruments with similar
    characteristics.

ASC
Topic 820, Fair Value Measurements and Disclosures, requires disclosure of
the fair value of financial instruments we hold. ASC Topic 825, Financial
Instruments defines fair value and establishes a three-level valuation
hierarchy for disclosures of fair value measurement that enhances disclosure
requirements for fair value measures. The carrying amounts reported in the
consolidated balance sheets for receivables and current liabilities qualify as
financial instruments, and are a reasonable estimate of their fair values because
of the short period of time between the origination of such instruments, their
expected realization, and their current market rate of interest. The three
levels of valuation hierarchy are defined as follows:

| |   |                                                                                                                                                                                                                                                                                   
| | - | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |  | Level 1 inputs to the
 valuation methodology are quoted prices for identical assets or liabilities
 in active markets.                                                                                                                                                            
| |   |                                                                                                                                                                                                                                                                                   
| |  | Level 2 inputs to the
 valuation methodology include quoted prices for similar assets and
 liabilities in active markets, and inputs that are observable for the asset
 or liability, either directly or indirectly, for substantially the full term
 of the financial instrument.
| |   |                                                                                                                                                                                                                                                                                   
| |  | Level 3 inputs to the
 valuation methodology are unobservable and significant to the fair value
 measurement.                                                                                                                                                                     

We
analyze all financial instruments with features of both liabilities and equity
under ASC 480, Distinguishing Liabilities from Equity, and ASC 815.

Stock-based Compensation

We
record stock-based compensation in accordance with ASC Topic 718 Compensation
 Stock Compensation. ASC 718 requires companies to measure compensation cost
for stock-based employee compensation at fair value on the grant date and
recognize the expense over the employees requisite service period. Under ASC
718, our volatility is based on the historical volatility of our stock or the
expected volatility of similar companies. The expected life assumption is
primarily based on historical exercise patterns and employee post-vesting
termination behavior. The risk-free interest rate for the expected term of the
option is based on the U.S. Treasury yield curve in effect at the time of
grant.





We
use the Black-Scholes option-pricing model, which was developed for use in
estimating the fair value of options. Option-pricing models require the input
of highly complex and subjective variables, including the expected life of
options granted and our expected stock price volatility over a period equal to
or greater than the expected life of the options. Because changes in the
subjective assumptions can materially affect the estimated value of our
employee stock options, it is managements opinion that the Black-Scholes
option-pricing model may not provide an accurate measure of the fair value of
the employee stock options. Although the fair value of employee stock options
is determined in accordance with ASC 718 using an option-pricing model, that
value may not be indicative of the fair value observed in a willing
buyer/willing seller market transaction.


23

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Recently Issued Accounting Standards

In
October 2009, the FASB issued Accounting Standards Update 2009-15 (ASU
2009-15) regarding accounting for own-share lending arrangements in
contemplation of convertible debt issuance or other financing. This ASU
requires that at the date of issuance, in a share-lending arrangement entered
into in contemplation of a convertible debt offering or other financing, the
shares issued shall be measured at fair value and be recognized as an issuance
cost with an offset to additional paid-in capital. Further, loaned shares are
excluded from basic and diluted earnings per share unless default of the
share-lending arrangement occurs, at which time the loaned shares would be
included in the basic and diluted earnings-per-share calculation. This ASU is effective
for fiscal years beginning on or after December 15, 2009, and interim periods
within those fiscal years for arrangements outstanding as of the beginning of
those fiscal years. The adoption of this ASU did not have a significant impact
on our consolidated financial statements.

On
December 15, 2009, the FASB issued ASU No. 2010-06 Fair Value Measurements and
Disclosures Topic 820 Improving Disclosures about Fair Value Measurements.
This ASU requires some new disclosures and clarifies some existing disclosure
requirements about fair value measurement as set forth in Codification Subtopic
820-10. The FASBs objective is to improve these disclosures and, thus,
increase the transparency in financial reporting. The adoption of this ASU did not
have a material impact on our consolidated financial statements.

On
February 25, 2010, the FASB issued ASU 2010-09 Subsequent Events Topic 855
Amendments to Certain Recognition and Disclosure Requirements, effective
immediately. The amendments in the ASU remove the requirement for an SEC filer
to disclose a date through which subsequent events have been evaluated in both
issued and revised financial statements. Revised financial statements include
statements revised as a result of either correction of an error or
retrospective application of U.S. GAAP. The FASB believes these amendments
remove potential conflicts with the SECs literature. The adoption of this ASU
did not have a material impact on our consolidated financial statements.

On
March 5, 2010, the FASB issued ASU No. 2010-11 Derivatives and Hedging Topic
815 Scope Exception Related to Embedded Credit Derivatives. This ASU
clarifies the guidance within the derivative literature that exempts certain credit
related features from analysis as potential embedded derivatives requiring
separate accounting. The ASU specifies that an embedded credit derivative
feature, related to the transfer of credit risk that is only in the form of
subordination of one financial instrument to another, is not subject to
bifurcation from a host contract under ASC 815-15-25, Derivatives and Hedging 
Embedded Derivatives  Recognition. All other embedded credit derivative
features should be analyzed to determine whether their economic characteristics
and risks are clearly and closely related to the economic characteristics and
risks of the host contract and whether bifurcation is required. The ASU is
effective for the Company on July 1, 2010. Early adoption is permitted. The
adoption of this ASU will not have a material impact on our consolidated
financial statements.

In
April 2010, the FASB codified the consensus reached in Emerging Issues Task
Force Issue No. 08-09, Milestone Method of Revenue Recognition. FASB ASU No.
2010-17 provides guidance on defining a milestone and determining when it may
be appropriate to apply the milestone method of revenue recognition for
research and development transactions. FASB ASU No. 2010  17 is effective for
fiscal years beginning on or after June 15, 2010, and is effective on a
prospective basis for milestones achieved after the adoption date. We do not
expect this ASU will have a material impact on its financial position or
results of operations when it adopts this update on January 1, 2011.

Item 3: Quantitative and
Qualitative Disclosure About Market Risk

Not applicable.

Item 4: Controls and Procedures

(a)
Disclosure Controls and Procedures. As of the end of the period covered by this
Quarterly Report on Form 10-Q, we carried out an evaluation, under the
supervision and with the participation of our chief executive officer (CEO)
and chief financial officer (CFO), of the effectiveness of the design and
operation of our disclosure controls and procedures (as such term is defined in
Rules 13a-15(f) and 15d-15(f) under the Securities Exchange Act of 1934, as
amended (the Exchange Act)). Based upon that evaluation, our CEO/CFO
concluded that our disclosure controls and procedures were not effective, on a
timely basis, in recording, processing,

24

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summarizing, and reporting
information required to be disclosed by us in the reports that we file or
submit under the Exchange Act. As previously reported under Item 9A(T) in our
Annual Report on Form 10-K for the year ended December 31, 2009 (the Annual
Report), we had numerous deficiencies in our disclosures controls as of
December 31, 2009. In the Annual Report we described the remediation efforts we
have begun to undertake in order to correct such deficiencies. As of June 30,
2010, the deficiencies described in the Annual Report still existed since the
remediation efforts had not yet been fully implemented as of such date.

(b)
Internal Control over Financial Reporting. There have been no changes in our
internal controls over financial reporting or in other factors during the
fiscal quarter ended June 30, 2010 that materially affected, or are reasonably
likely to materially affect, our internal control over financial reporting
subsequent to the date we carried out our most recent evaluation. As previously
reported in Item 9A(T) of the Annual Report, we had numerous material
weaknesses in our internal control over financial reporting as of December 31,
2009. In the Annual Report we described the remediation efforts we have begun to
undertake in order to correct such material weaknesses. As of June 30, 2010,
the material weaknesses described in the Annual Report still existed since the
remediation efforts had not yet been fully implemented as of such date.

PART II  OTHER INFORMATION

Item 1: Legal Proceedings

On
March 24, 2010, a summons and complaint was filed against us by Walter Rausch
in a matter entitled Walter Rausch v. World Series of Golf, Inc., United
States District Court, District of Nevada, Case No: 2:10-cv-00412. Mr. Rausch,
a purchaser of a convertible note, in a private placement of our notes in May
2008 alleges damages in the amount of $93,925, representing the principal of
$85,000 plus accrued interest through March 9, 2010 of $8,925. The case is currently in discovery.

Item 2: Unregistered Sales of
Equity Securities and Use of Proceeds

None.

Item 3: Defaults Upon Senior
Securities

None.

Item 4: (Removed and Reserved)

Item 5: Other Information

None.

25

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Item 6: Exhibits

| |      |  |                                                                                                                                                                                                          
| | ---- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | 3.1  |  | Certificate
 of Designation of Series A Convertible Preferred Stock (filed as exhibit to
 8-K filed on April 19, 2010 and incorporated herein by reference)                                              
| |      |  |                                                                                                                                                                                                          
| | 10.1 |  | Securities
 Purchase Agreement, dated April 13, 2010, by and between the Company and
 Green Life, Inc. (filed as exhibit to 8-K filed on April 19, 2010 and
 incorporated herein by reference)           
| |      |  |                                                                                                                                                                                                          
| | 10.2 |  | $50,000 8%
 Convertible Debenture dated of March 31, 2010 in favor of Green Life, Inc.
 (filed as exhibit to 8-K filed on April 19, 2010 and incorporated herein by
 reference)                          
| |      |  |                                                                                                                                                                                                          
| | 10.3 |  | Exchange
 Agreement dated as of April 13, 2010 by and between World Series of Golf,
 Inc. and Augustine Fund L.P. (filed as exhibit to 8-K filed on April 19, 2010
 and incorporated herein by reference)
| |      |  |                                                                                                                                                                                                          
| | 10.4 |  | $200,000 8%
 Convertible Debenture dated as of April 13, 2010 in favor of Augustine Fund
 L.P. (filed as exhibit to 8-K filed on April 19, 2010 and incorporated herein
 by reference)                   
| |      |  |                                                                                                                                                                                                          
| | 31.1 |  | Certification
 of the Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley
 Act of 2002                                                                                                 
| |      |  |                                                                                                                                                                                                          
| | 31.2 |  | Certification
 of the Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley
 Act of 2002                                                                                                 
| |      |  |                                                                                                                                                                                                          
| | 32.1 |  | Certification
 Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002                                                                                                                                 
| |      |  |                                                                                                                                                                                                          
| | 32.2 |  | Certification
 Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002                                                                                                                                 

26

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SIGNATURES

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.

|                        |                             |                                | 
|----------------------- | --------------------------- | ------------------------------ | 
|Dated:
 August 20, 2010 | WORLD SERIES
 OF GOLF, INC.
|                        |                             |                               
|                        | By:                         | /s/ James
 Tilton             
|                        |                             |                                | 
|                        |                             | Chief
 Financial Officer,     
|                        |                             | (Principal
 Financial Officer)

27

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