UNITED STATES


SECURITIES AND EXCHANGE
COMMISSION


WASHINGTON,
DC 20549










FORM
10-Q





(Mark One)





x
            QUARTERLY REPORT PURSUANT TO
      SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
      1934





For the quarterly period
endedJune 30,
2010


OR


o
            TRANSACTION REPORT PURSUANT TO
      SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
      1934





For the transition period
from ___________________________ to ___________________________





Commission file
number:333-135134





ZIPGLOBAL HOLDINGS,
INC.


(Exact Name of Registrant as Specified
in Its Charter)





Delaware
              20-3837010(State of Other Jurisdiction of Incorporation or
              (I.R.S. Employer Identification Number)Organization)99DerbyStreetSuite200Hingham,MA 02043
              02043(AddressofPrincipalExecutiveOffices)
              (ZipCode)





(781) 556-1062


(Registrant’s Telephone Number,
Including Area Code)





N/A


(Former Name, Former Address and Former
Fiscal Year, If Changed Since Last Report)





Copies to:


The Sourlis Law Firm


Virginia K. Sourlis,
Esq.


214 Broad Street


Red Bank, New Jersey
07701


T: (732) 530-9007


F: (732) 530-9008


www.SourlisLaw.com





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.
YesxNo  o





Indicate by check mark whether the
registrant has submitted electronically and posted on its corporate Web site, if
any, every Interactive Data File required to be submitted and posted pursuant to
Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12
months (or for such shorter period that the registrant was required to submit
and post such files). YesoNoo




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,” "non-accelerated filer" and “smaller reporting
company” in Rule 12b-2 of the Exchange Act. (Check one):




Large accelerated
      filer
              o
              Accelerated
      filer
              oNon-accelerated
      filer
              o
              Smaller reporting
      company
              x





Indicate by check mark whether the
registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
Yes oNo x





Indicate the number of shares
outstanding of each of the registrant’s classes of common stock, as of the
latest practicable date. As ofAugust 9, 2010, there were 21,783,298 shares of common stock, pave value $0.0001, issued
andoutstanding and no
shares of preferred stock,
par value $0.0001,issued andoutstanding.





TABLE OF CONTENTS





PagePART I – FINANCIAL
      INFORMATION
                  
                  F-1Item 1.
                  Financial
      Statements
                  
                  F-1Item 2.
                  Management’s Discussion and
      Analysis of Financial Condition and Plan
      of Operations
                  
                  3Item
    3.
                  Quantitative and Qualitative
      Disclosures About Market Risk
                  
                  7Item 4T.
                  Controls and
      Procedures
                  
                  7PART II – OTHER
      INFORMATION
                  
                  8Item 1.
                  Legal
      Proceedings
                  
                  8Item 1A.
                  Risk
      Factors
                  
                  8Item 2.
                  Unregistered Sale of Equity
      Securities and Use of Proceeds
                  
                  8Item 3.
                  Defaults Upon Senior
      Securities
                  
                  8Item 4.
                  Submission of Matters to a Vote of
      Security Holders
                  
                  8Item 5.
                  Other
      Information
                  
                  8Item 6.
                  Exhibits
                  
                  8SIGNATURES
                  
                  
                  9


2


PART I




Item
1.  Financial Statements.





ZIPGLOBAL
HOLDINGS, INC.





BALANCE
SHEETS





June 30,
                            2010
                          
                          
                          March 31,
                            2010(Unaudited)ASSETSCURRENT
      ASSETSCash
                          
                          $
                          21,262
                          
                          
                          $
                          101Total
      Current Assets
                          
                          
                          21,262
                          
                          
                          
                          101Total
      Assets
                          
                          $
                          21,262
                          
                          
                          $
                          101LIABILITIES
      AND STOCKHOLDERS’ DEFICITCURRENT
      LIABILITIESAccrued
      expenses
                          
                          $
                          113,794
                          
                          
                          $
                          113,641Bridge
      loans
                          
                          
                          155,000
                          
                          
                          
                          155,000Amount
      due from officer
                          
                          
                          1,200
                          
                          
                          
                          600Total
      Current Liabilities
                          
                          
                          269,994
                          
                          
                          
                          269,241Total
      Liabilities
                          
                          
                          269,994
                          
                          
                          
                          269,241STOCKHOLDERS’
      DEFICITPreferred
      stock, par value $0.0001 per share, authorized 5,000,000 shares, none
      issued and outstandingCommon
      stock par value $0.0001 per share, authorized 100,000,000
      shares,  21,783,298 and 21,428,298 issued and outstanding at
      June 30 and March 31, 2010, respectively
                          
                          
                          2,177
                          
                          
                          
                          2,142Additional
      paid-in capital
                          
                          
                          2,389,649
                          
                          
                          
                          2,345,535Accumulated
      deficit
                          
                          
                          (2,640,558
                          )
                          
                          
                          (2,616,817
                          )Total
      Stockholders’ Deficit
                          
                          
                          (248,732
                          )
                          
                          
                          (269,140
                          )Total
      Liabilities and Stockholders’ Deficit
                          
                          $
                          21,262
                          
                          
                          $
                          101





See
accompanying notes to financial statements.


F-1


ZIPGLOBAL
HOLDINGS, INC.





STATEMENTS
OF OPERATIONS


(Unaudited)





For the Three Months EndedJune 30,2010
                      
                      
                      2009NET
      SALES
                      
                      $
                      -
                      
                      
                      $
                      -COSTS
      AND EXPENSESCost
      of goods sold
                      
                      
                      -
                      
                      
                      
                      -General
      and administrative
                      
                      
                      9,592
                      
                      
                      
                      13,654Total
      Costs and Expenses
                      
                      
                      9,592
                      
                      
                      
                      13,654NET
      OPERATING LOSS
                      
                      
                      (9,592
                      )
                      
                      
                      (13,654
                      )OTHER
      EXPENSEInterest
      expense
                      
                      
                      (14,149
                      )
                      
                      
                      (14,149
                      )Total
      Other Expense
                      
                      
                      (14,149
                      )
                      
                      
                      (14,149
                      )LOSS
      BEFORE TAXES
                      
                      
                      (23,741
                      )
                      
                      
                      (27,803
                      )PROVISION
      FOR INCOME TAXES
                      
                      
                      -
                      
                      
                      
                      -NET
      LOSS
                      
                      $
                      (23,741
                      )
                      
                      $
                      (27,803
                      )PER
      COMMON SHARE AMOUNTS (Basic and diluted)
                      
                      $
                      (0.01
                      )
                      
                      $
                      (0.01
                      )WEIGHTED
      AVERAGE SHARES OUTSTANDING
                      
                      
                      21,515,186
                      
                      
                      
                      19,230,570





See
accompanying notes to financial statements.


F-2


ZIPGLOBAL
HOLDINGS, INC.





STATEMENTS
OF CASH FLOWS


(Unaudited)




For the Three Months Ended
                            June 30,2010
                          
                          
                          2009CASH
      FLOWS FROM OPERATING ACTIVITIESNet
      loss
                          
                          $
                          (23,741
                          )
                          
                          $
                          (27,803
                          )Adjustments
      to reconcile net loss to net cash flows from operating
      activities:Stock
      based compensation
                          
                          
                          -
                          
                          
                          
                          3,998Shares
      issued as interest on bridge loans
                          
                          
                          14,149
                          
                          
                          
                          14,149Changes
      in operating assets and liabilities:Accrued
      expenses
                          
                          
                          153
                          
                          
                          
                          9,914Net
      cash provided by (used in) operating activities
                          
                          
                          (9,439
                          )
                          
                          
                          258CASH
      FLOWS FROM INVESTING ACTIVITIESNet
      cash provided by  (used in) investing activities
                          
                          
                          -
                          
                          
                          
                          -CASH
      FLOWS FROM FINANCING ACTIVITIESProceeds
      from officer loan
                          
                          
                          600
                          
                          
                          
                          -Proceeds
      from issuance of common stock
                          
                          
                          30,000
                          
                          
                          
                          -Net
      cash provided by financing activities
                          
                          
                          30,600
                          
                          
                          
                          -NET
      INCREASE IN CASH
                          
                          
                          21,161
                          
                          
                          
                          258CASH,
      BEGINNING OF PERIOD
                          
                          
                          101
                          
                          
                          
                          1,346CASH,
      END OF PERIOD
                          
                          $
                          21,262
                          
                          
                          $
                          1,604





See
accompanying notes to financial statements.


F-3


ZIPGLOBAL
HOLDINGS, INC.





STATEMENTS
OF CASH FLOWS (CONTINUED)





(Unaudited)





For the Three Months Ended
                          June 30,2010
                        
                        
                        2009SUPPLEMENTAL
      CASH FLOW DISCLOSURES:Cash
      paid for taxes
                        
                        
                        -
                        
                        
                        
                        -Cash
      paid for interest
                        
                        
                        -
                        
                        
                        
                        -Issuance
      of stock for interest on bridge loans
                        
                        $
                        14,149
                        
                        
                        $
                        14,149





See
accompanying notes to financial statements.


F-4


ZIPGLOBAL
HOLDINGS, INC.





NOTES
TO CONDENSED FINANCIAL STATEMENTS (Unaudited)




NOTE A -
BASIS OF PRESENTATION





The
accompanying condensed consolidated financial statements have been prepared in
accordance with generally accepted accounting principles for interim financial
information. Accordingly, they do not include all of the information and
footnotes required by generally accepted accounting principles for complete
financial statements. In the opinion of management, all adjustments (consisting
of normal recurring accruals) considered necessary in order to make the
financial statements not misleading have been included. Results for the three
months ended June 30, 2010 are not necessarily indicative of the results that
may be expected for the year ending March 31, 2011. For further
information, refer to the financial statements and footnotes thereto included in
the ZipGlobal Holdings Inc. annual report on Form 10K for the year ended March
31, 2010.




NOTE B -
GOING CONCERN





As
indicated in the accompanying financial statements, the Company has incurred net
operating losses of $2,640,558 since inception.  Management’s plans
include merging with or acquiring the assets of private operating
companies.  Failure to merge with or acquire the assets of private
operating companies could result in the Company having to curtail or cease
operations.  Additionally, even if the Company does merge with or
acquire the assets of private operating companies, there can be no assurances
that it will be sufficient to enable it to develop business to a level where it
will generate profits and positive cash flows from operations.  These
matters raise substantial doubt about the Company’s ability to continue as a
going concern.  However, the accompanying financial statements have
been prepared on a going concern basis, which contemplates the realization of
assets and satisfaction of liabilities in the normal course of
business.  These financial statements do not include any adjustments
relating to the recovery of the recorded assets or the classification of the
liabilities that might be necessary should the Company be unable to continue as
a going concern.





NOTE C-
BRIDGE LOANS





In
December 2007 and February 2008, the Company received six-month bridge loans
totaling $130,000. In April 2008, the Company received an additional bridge loan
totaling $25,000.  The Company has the option to extend the loans for
one additional six-month period. Interest on the loans consists of one
restricted shares of the Company’s stock for each $2 borrowed. If the loans are
extended, the interest will be an additional share of the Company’s stock for
each $2 borrowed. Appropriate amount of interest shares are to be issued to the
individual lenders within thirty days after receiving the principal amounts and,
if applicable, thirty days after the additional six-month periods
begin.





Beginning
immediately after the one year anniversary of each individual bridge loan, the
Company has been extending each bridge loan for additional six month periods.
Interest on each bridge loan for all extended six month periods has remained the
same and has consisted of one restricted share of the Company’s stock for each
$2 borrowed. As of the date of this filing, all individual bridge loans remain
in effect. The Company has been issuing interest shares accordingly. The Company
issued these shares under the exemption from registration afforded the Company
under Section 4(2) of the Securities Act of 1933, as amended, due to the fact
that the issuance did not involve a public offering of
securities.   The Company has issued a cumulative total of
430,000 shares of restricted common stock as interest on these
loans.


F-5




ZIPGLOBAL
HOLDINGS, INC.




NOTES
TO UNAUDITED CONDENSED FINANCIAL STATEMENTS (Continued)





NOTE C-
BRIDGE LOANS (CONTINUED)





The
weighted averaged borrowing and interest rates of these bridge loans were
$155,000 and 29%, respectively, for the three months ended June 30,
2010.





Of the
bridge loans, $45,000 is with the spouse of the President and CEO of the
Company.





NOTE D-
OFFICER LOAN





During
the year ended March 31, 2010, the Company borrowed $600 from the President and
Chief Executive Officer.  The borrowing is non-interest bearing and
has no repayment terms.





During
the three months ended June 30, 2010, the Company borrowed an additional $600
from the President and Chief Executive Officer.  The borrowing is
non-interest bearing and has no repayment terms.





NOTE E –
STOCKHOLDERS’ DEFICIT





In June
of 2010, the Company renewed $110,000 in bridge loans and issued 55,000 shares
of common stock as interest.





On June
9, 2010, the Company issued 300,000 shares at $0.10 in a private placement with
an accredited investor and   received proceeds of
$30,000.





NOTE F –
AGREEMENT WITH BUSINESS GROWTH, LLC





On May
31, 2010, the Company signed a Letter of Authorization agreement with
Business Growth, LLC, where the Company was authorized the right
to market and sell ICLED lighting products under the ZipGlobal Green
Lighting Company private label, both individually and with their business
associates, on a worldwide basis.  ZipGlobal Green Lighting Company
is a 100% wholly owned subsidiary of ZipGlobal Holdings, Inc.




There was
no cost to acquire this Letter of Authorization agreement. There is an 8%
gross sales royalty for all ZipGlobal Green Lighting company sales, that is
payable to Business Growth, LLC. The initial term of this Letter of
Authorization is for 5 years





NOTE G –
SUBSEQUENT EVENTS





On July 2, 2010, the Company repaid the
$1,200 owed to its President and Chief Executive Officer. No interest was
paid.


F-6




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





Forward-Looking
Statements





This Report contains statements that we
believe are, or may be considered to be, “forward-looking statements” within the
meaning of the Private Securities Litigation Reform Act of 1995. All statements
other than statements of historical fact included in this Report regarding the
prospects of our industry or our prospects, plans, financial position or
business strategy, may constitute forward-looking statements. In addition,
forward-looking statements generally can be identified by the use of
forward-looking words such as “may,” “will,” “expect,” “intend,” “estimate,”
“foresee,” “project,” “anticipate,” “believe,” “plans,” “forecasts,” “continue”
or “could” or the negatives of these terms or variations of them or similar
terms. Furthermore, such forward-looking statements may be included in various
filings that we make with the SEC or press releases or oral statements made by
or with the approval of one of our authorized executive officers. Although we
believe that the expectations reflected in these forward-looking statements are
reasonable, we cannot assure you that these expectations will prove to be
correct. These forward-looking statements are subject to certain known and
unknown risks and uncertainties, as well as assumptions that could cause actual
results to differ materially from those reflected in these forward-looking
statements. Readers are cautioned not to place undue reliance on any
forward-looking statements contained herein, which reflect management’s opinions
only as of the date hereof. Except as required by law, we undertake no
obligation to revise or publicly release the results of any revision to any
forward-looking statements. You are advised, however, to consult any additional
disclosures we make in our reports to the SEC. All subsequent written and oral
forward-looking statements attributable to us or persons acting on our behalf
are expressly qualified in their entirety by the cautionary statements contained
in this Report.




Business Overview; Discontinued
Operations




We were incorporated in the state of
Delaware on November 17, 2005. On November 30, 2005, we acquired Beasley
Holdings Limited, a British Virgin Island company, through an arms-length
transaction pursuant to which we issued an aggregate of 16,000,000 shares of our
common stock in a share exchange to the stockholders of Beasley. We have been
operating 100% of our business operations through Beasley since our acquisition
of Beasley in November 2005.




Up until June 15, 2008, we were a retail
provider of Internet telephony services. Our VoIP business was formally ceased
and discontinued on June 15, 2008 due to its declining
profitability.




Beasley Holdings Limited
Sale




On March 31, 2009, ZipGlobal Holdings,
Inc. and Beasley Holdings Limited, a then wholly-owned subsidiary of the
Company, entered into an Agreement by which the Company sold 100% the shares of
the issued and outstanding shares of Beasley to Beasley in consideration for
Beasley forgiving an aggregate sum of $329,768 owed by the Company to
Beasley.




ZipGlobal
Green Lighting Company





On May
31, 2010, the Company signed a Letter of Authorization agreement with Business
Growth, LLC, where the Company was authorized the right to market and sell ICLED
lighting products under the ZipGlobal Green Lighting Company private label, both
individually and with their business associates, on a worldwide
basis.  ZipGlobal Green Lighting Company is a 100% wholly owned
subsidiary of ZipGlobal Holdings, Inc.





There was
no cost to acquire this Letter of Authorization agreement. There is an 8% gross
sales royalty for all ZipGlobal Green Lighting company sales, that is payable to
Business Growth, LLC. The initial term of this Letter of Authorization is for 5
years.





Plan
of Operation





As
indicated in the accompanying financial statements, the Company has incurred
cumulative net operating losses of $2,640,558 since inception. Management’s
plans include generating revenue through its business and developing new markets
for its product. Failure to generate adequate sales revenues with adequate
margins could result in the Company having to curtail or cease operations.
Additionally, even if the Company does generate adequate revenues, there can be
no assurances that such revenues will be sufficient to enable it to develop
business to a level where it will generate profits and positive cash flows from
operations. These matters raise substantial doubt about the Company’s ability to
continue as a going concern. However, the accompanying financial statements have
been prepared on a going concern basis, which contemplates the realization of
assets and satisfaction of liabilities in the normal course of business. These
financial statements do not include any adjustments relating to the recovery of
the recorded assets or the classification of the liabilities that might be
necessary should the Company be unable to continue as a going
concern.


3


The
Company has realized limited revenues after deciding to end its VoIP business,
and its plan of operation for the next twelve months is to maintain available
limited revenues and locate a suitable acquisition or merger candidate and
consummate a business combination. The Company may need additional cash advances
from its stockholder or loans from other parties to pay for operating expenses
until the Company consummates a merger or business combination with a
privately-held operating company. Although it is currently anticipated that the
Company can satisfy its cash requirements with additional cash advances or loans
from other parties, if needed, for at least the next twelve months, the Company
can provide no assurance that it can continue to satisfy its cash requirements
for such period.





Since
ending our VoIP business on June 15, 2008, our purpose has been to maintain
available limited revenues and to effect a business combination with an
operating business which we believe has significant growth potential. We are
currently considered to be a “blank check” company in as much as we have no
specific business plans, no operations, or revenues. We currently have no
definitive agreements or understanding with any prospective business combination
candidates and have not targeted any business for investigation and evaluation
nor are there any assurances that we will find a suitable business with which to
combine. The implementation of our business objectives is wholly contingent upon
a business combination and/or the successful sale of securities in the
company.





Discontinued
Operations





In August
2007, the Company halted the operation of its telecommunication minutes resell
business because of small gross profit margins. Additionally, during the quarter
ending March 31, 2008, the Company made the strategic decision to discontinue
the VoIP aspect of its business due to its declining profitability. The VoIP
business was formally ceased on June 15, 2008. These businesses represent the
totality of the Company’s operations and have been accounted for as a
discontinued operation.




Results
of Operations





Cash. At June 30, 2010 and
March 31, 2010, we had cash of $21,262 and $101, respectively, on
hand.





Total Assets. At June 30,
2010 and March 31, 2010, we had $21,262 and $101, respectively, in total
assets.





Total Liabilities. At June
30, 2010, we had $269,994 in Total Liabilities, as compared to $269,241 at March
31, 2010.  Total Liabilities consist of Accrued Expenses, Bridge Loans
and Amounts due to our President and Chief Executive Officer. At June 30, 2010,
we had Accrued Expenses of $113,794 as compared to $113,641 at March 31, 2010.
At June 30, 2010, and March 31, 2010, we had $155,000 in bridge
loans.  At June 30, 2010, we had $1,200 in amounts due our President
and Chief Executive Officer, compared to $600 a March 31, 2010.On July 2, 2010, the Company repaid the
$1,200 owed to its President and Chief Executive Officer.





Revenues.  For the
three months ended June 30, 2010 and 2009, we had no revenues.





Cost of Sales.  For
the three months ended June 30, 2010 and 2009, we had no costs of
sales.





General and Administrative
Expenses. Our general and administrative expenses consist of related
overhead costs for sales, marketing, customer support, finance, human resources
and management. Our general and administrative expenses decreased to $9592 for
three months ended June 30, 2010 from $13,654 for the three months ended June
30, 2009.  This decrease was primarily due to a decrease in stock
based compensation from $3,998 for the three months ended June 30, 2009 to $0
for the three months ended June 30, 2010. This decrease was due to the vesting
and expiration of options during 2009.





Other Income.Other income
was $0 for the three months ended June 30, 2010 and 2009.





Interest
Income. We had no interest
income for the three months ended June 30, 2010 and 2009.





Interest
Expense. Interest expense
for the three months ended June 30, 2010 and 2009 was
$14,149.





Net Loss. Net Loss for the three months ended
June 30, 2010 was $23,741 compared to $27,803 for the three months ended June
30, 2009.





Liquidity
and Capital Resources





As
indicated in the accompanying financial statements, the Company has incurred
cumulative net operating losses of $2,640,558 since inception. We have incurred
significant operating losses since our inception. As a result, we have generated
negative cash flows from operations and had an accumulated stockholders’ deficit
of $2,640,558 causing our independent auditors to issue a “going concern”
opinion. Our primary sources of funds have been loans from officers and from the
sale of common stock in a series of private placement
offerings.


4


We
borrowed an aggregate of $337,020 from two of our executive officers, $235,246
of which was converted into shares of common stock on March 28, 2006. The
remaining $101,774 was sold as part of the sale of Beasley Holdings, Inc. and is
non-interest bearing and has not specific repayment date. We also sold an
aggregate of 2,185,300 shares of our common stock in private placement
transactions consummated in November 2005 and February, May and June 2006 for
$0.50 per share, resulting in net proceeds of approximately $1,034,476. We are
using the proceeds from the loans and offerings for working capital and other
general corporate expenses, including funding operating losses.





In
December 2007 and February 2008, the Company received six-month bridge loans
totaling $130,000, including a $20,000 bridge loan with Jane Lee, the wife
of Michael C. Lee, our President and CEO. The Company has the option to extend
the loans for one additional six-month period. Interest on the loans consists of
one restricted shares of the Company’s stock for each $2 borrowed. If the loans
are extended, the interest will be an additional share of the Company’s stock
for each $2 borrowed. Appropriate amount of interest shares are to be issued to
the individual lenders within thirty (30) days after receiving the principal
amounts and, if applicable, thirty (30) days after the additional six-month
periods begin.   On April 1, 2008, the Company received a $25,000
bridge loan from Jane Lee, the wife of Michael C. Lee, our President, CEO and a
Director, and issued to Mrs. Lee 12,500 shares of common stock. The maturity
date was one year.  The Company issued these shares under the
exemption from registration afforded the Company under Section 4(2) of the
Securities Act of 1933, as amended, due to the fact that the issuance did not
involve a public offering of securities.





Beginning
immediately after the one year anniversary of each individual bridge loan, the
Company has been extending each bridge loan for additional six month periods.
Interest on each bridge loan for all extended six month periods has remained the
same and has consisted of one restricted share of the Company’s stock for each
$2 borrowed. As of the date of this filing, all individual bridge loans remain
in effect. The Company has been issuing interest shares accordingly. The Company
issued these shares under the exemption from registration afforded the Company
under Section 4(2) of the Securities Act of 1933, as amended, due to the fact
that the issuance did not involve a public offering of
securities.  The Company has issued a cumulative total of 430,000
shares of restricted common stock as interest on these loans.





During
July 2008, the Company issued 270,000 shares of common stock at 16 2/3 cents per
share, or 6 shares of restricted stock for each dollar invested, in a private
placement for $45,000.





On July
17, 2009, the Company issued 1,697,506 shares of common stock to Michael Lee for
services rendered.  The shares were valued at their last trading price
of $0.25 per share.  Accordingly, the Company recognized stock based
compensation of $424,377.





On July
17, 2009, the Company issued 140,000 shares of common stock to Getting You
There, LLC. Virginia K. Sourlis is the sole member of Getting You There, LLC and
is the managing partner of The Sourlis Law Firm.  The shares issued to
Getting You There, LLC were in consideration of legal services rendered by The
Sourlis Law Firm to the Company.  The shares were valued at their last
trading price of $0.25 per share.  Accordingly, the Company recognized
professional fees of $35,000.





On August
27, 2009, the Company issued 230,000 shares at $0.05 in a private placement and
received proceeds of $11,500.


In April
of 2010, the Company borrowed $600 from the President and Chief Executive
Officer.  The borrowing is non-interest bearing and has no repayment
terms.





On May
31, 2010, the Company signed a Letter of Authorization agreement with Business
Growth, LLC, where the Company was authorized the right to market and sell ICLED
lighting products under the ZipGlobal Green Lighting Company private label, both
individually and with their business associates, on a worldwide
basis.  ZipGlobal Green Lighting Company is a 100% wholly owned
subsidiary of ZipGlobal Holdings, Inc.





There was
no cost to acquire this Letter of Authorization agreement. There is an 8% gross
sales royalty for all ZipGlobal Green Lighting company sales, that is payable to
Business Growth, LLC. The initial term of this Letter of Authorization is for 5
years.





On June
9, 2010, the Company issued 300,000 shares at $0.10 in a private placement with
an accredited investor and received proceeds of $30,000. The Company issued
these shares under the exemption from registration afforded the Company under
Section 4(2) of the Securities Act of 1933, as amended, due to the fact that the
issuance did not involve a public offering of securities.





On July 2, 2010, the Company repaid the
$1,200 owed to its President and Chief Executive
Officer.


5


The following is a summary of the
Company's cash flows from operating, investing, and financing
activities:





For the Three
                      Months Ended
                      June30,2010
                    
                    
                    2009Net Cash Provided by (Used in)
      Operating Activities
                    
                    $
                    (9,439
                    )
                    
                    
                    258Net Cash Provided by (Used in)
      Investing Activities
                    
                    $
                    0
                    
                    
                    
                    0Net Cash Provided by Financing
      Activities
                    
                    $
                    30,600
                    
                    
                    
                    0Net Increase (Decrease) in
      Cash
                    
                    $
                    21,161
                    
                    
                    
                    258Cash, Beginning of
      Period
                    
                    $
                    101
                    
                    
                    
                    1,346Cash, End of
      Period
                    
                    $
                    21,262
                    
                    
                    
                    1,604





Critical Accounting Policies &
Estimates





The follow describes critical accounting
policies and estimates:





Use of Estimates





It is important to note that when
preparing the financial statements in conformity with U.S. generally accepted
accounting principles, management is required to make certain estimates and
assumptions that affect the amounts reported and disclosed in the financial
statements and related notes. Actual results could differ if those estimates and
assumptions prove to be incorrect.




Cash and Cash
Equivalents





The Company considers all highly-liquid
investments with an original maturity of three months or less to be cash
equivalents.





Income Taxes





We recognize deferred tax assets and
liabilities based on the differences between the financial statement and income
tax bases of assets and liabilities by using estimated tax rates in effect for
the year in which the differences are expected to reverse. The measurement of a
deferred tax asset is adjusted by a valuation allowance, if necessary, to
recognize tax benefits only to the extent that, based on available evidence, it
is more likely than not that they will be realized. We have recorded a valuation
allowance on the assumption that we will not generate taxable
income.




Stock-Based
Compensation





We account for stock based compensation
using the fair value method. In determining fair value for the options, the
Company is utilizing the Black-Scholes model.







6


Net Loss per Common
Share





The Company computes per share amounts
in accordance with the Financial Accounting Standards Board (“FASB”) Accounting
Standards Codification (“ASC”) Topic 260, “Earnings per
share”. ASC
Topic 260 requires presentation of basic and diluted EPS. Basic EPS is computed
by dividing the income (loss) available to common stockholders by the
weighted-average number of common shares outstanding for the period. Diluted EPS
is based on the weighted-average number of shares of common stock and common
stock equivalents outstanding during the period.




Off-Balance Sheet
Arrangements




We have no off-balance sheet
arrangements that have or are reasonably likely to have a current or future
effect on our financial condition, changes in financial condition, revenues or
expenses, results of operations, liquidity, capital expenditures or capital
resources.





Item 3.Quantitative and
Qualitative Disclosures about Market Risk





N/A.





Item 4T. Controls and
Procedures.





Evaluation of Controls and
Procedures.





In accordance with Exchange Act Rules
13a-15 and 15d-15, our management is required to perform an evaluation under the
supervision and with the participation of the Company’s management, including
the Company’s principal executive officer and principal financial officer, of
the effectiveness of the design and operation of the Company’s disclosure
controls and procedures as of the end of the period.




Evaluation of Disclosure Controls and
Procedures




Based on their evaluation of our
disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e)
under the Exchange Act) as of June 30, 2010, our Principal Executive Officer and
Principal Financial Officer have concluded that our disclosure controls and
procedures werenoteffective to ensure that the
information required to be disclosed by us in this Report was (i) recorded,
processed, summarized and reported within the time periods specified in the
SEC’s rules and instructions for Form 10-Q.





Our Principal Executive Officer and
Principal Financial Officer have concluded that our disclosure controls and
procedures had the following deficiency:




●
            We were unable to maintain any
      segregation of duties within our business operations due to our reliance
      on a single individual fulfilling the role of sole officer and director.
      While this control deficiency did not result in any material misstatements
      to our 2007 through2010interim or annual financial
      statements, it could have resulted in a material misstatement that might
      have been prevented or detected by a segregation of duties. Accordingly we
      have determined that this control deficiency constitutes a material
      weakness.




To the extent reasonably possible, given
our limited resources, our goal is, upon consummation of a merger with a private
operating company, to separate the responsibilities of principal executive
officer and principal financial officer, intending to rely on two or more
individuals. We will also seek to expand our current board of directors to
include additional individuals willing to perform directorial functions. Since
the recited remedial actions will require that we hire or engage additional
personnel, this material weakness may not be overcome in the near term due to
our limited financial resources. Until such remedial actions can be realized, we
will continue to rely on the advice of outside professionals and
consultants.


7


Changes in Internal
Controls.





No change in our internal control over
financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the
Exchange Act) occurred during the fiscal quarter ended June 30, 2010 that has
materially affected, or is reasonably likely to materially affect, the Company’s
internal control over financial reporting.





PART II


OTHER INFORMATION





Item 1. Legal
Proceedings.





The Company is currently not a party to
any pending legal proceedings and no such action by or to the best of its
knowledge, against the Company has been threatened.





Item 1A. Risk
Factors.





N/A.





Item 2. Unregistered Sale of Equity
Securities and Use of Proceeds.





On June
9, 2010, the Company issued 300,000 shares at $0.10 in a private placement with
an accredited investor and received proceeds of $30,000. The Company issued
these shares under the exemption from registration afforded the Company under
Section 4(2) of the Securities Act of 1933, as amended, due to the fact that the
issuance did not involve a public offering of securities.





Item 3. Defaults Upon Senior
Securities.





N/A.





Item 4. Submission of Matters to a Vote
of Security Holders.





N/A.





Item 5. Other
Information.





None





Item 6. Exhibits.





Exhibit No.
              
              Description31.1
              
              Certification by Michael C. Lee,
      the Principal Executive Officer and Principal Financial Officer of
      ZipGlobal Holdings, Inc., pursuant to 18 U.S.C. Section 1350, as adopted
      pursuant to Section 302 of the Sarbanes-Oxley Act of
      200232.1
              
              Certification by Michael C. Lee,
      the Principal Executive Officer and Principal Financial Officer of
      ZipGlobal Holdings, Inc., pursuant to 18 U.S.C. Section 1350, as adopted
      pursuant to Section 906 of the Sarbanes-Oxley Act of
      2002


8




SIGNATURES
 
 In accordance with the requirements of
the Exchange Act, the registrant caused this report to be signed on its behalf
by the undersigned, there unto duly authorized.
  ZIPGLOBAL HOLDINGS,
      INC.Dated:August
      9,  2010
                By:
                /s/ MICHAEL C.
      LEEMichael C.
    LeePresident, Chief Executive
      Officer and
                  Chairman(Principal Executive
      Officer)(Principal Financial/Accounting
      Officer)




9