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**UNITED STATESSECURITIES AND EXCHANGE COMMISSION** Washington, D.C. 20549

FORM 10-KSB

(Mark One)

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

For the fiscal year ended September 30, 2004

 ̈  TRANSITION
  REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from [   ] to [   
  ]

Commission file number 000-30299

GLOBAL INNOVATIVE SYSTEMS, INC.
  (Name of small business issuer in its charter)

|Nevada                                                               | 98-0217653                          
|-------------------------------------------------------------------- | ------------------------------------
|(State or other jurisdiction of incorporation
      or organization) | (I.R.S. Employer Identification No.)
|                                                                     |                                     
|                                                                     |                                     
|2114 Nanton Avenue, Vancouver, BC, Canada                            | V6L 3C7                             
|(Address of principal executive offices)                             | (Zip Code)                          

Issuer's telephone number    604.737.6030

Securities registered pursuant to Section 12(b) of the Act:

|Title of each class | Name of each exchange on which registered
|------------------- | -----------------------------------------
|Nil                 | Nil                                      

Securities registered pursuant to Section 12(g) of the Act:

Common Shares, par value $0.001(Title of class)

Check whether the issuer (1) filed all reports required to
  be filed by Section 13 or 15(d) of the Exchange Act during the past 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  ̈

Check if there is no disclosure of delinquent filers in response
  to Item 405 of Regulation S-B is not contained in this form, and no disclosure
  will be contained, to the best of registrant's knowledge, in definitive proxy
  or information statements incorporated by reference in Part III of this Form
  10-KSB or any amendment to this Form 10-KSB.  ̈

State issuer's revenues for its most recent fiscal year. Nil

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State the aggregate market value of the voting and non-voting
  common equity held by non-affiliates computed by reference to the price at which
  the common equity was sold, or the average bid and asked prices of such common
  equity, as of a specified date within 60 days. (See definition of affiliate
  in Rule 12b-2 of the Exchange Act.)

Note: If determining whether a person is an affiliate will
  involve an unreasonable effort and expense, the issuer may calculate the aggregate
  market value of the common equity held by non-affiliates on the basis of reasonable
  assumptions, if the assumptions are stated.

1,358,274 common shares @ $0.90(1)= $1,222,446.60 (1)Average of bid and ask closing prices on December 17, 2004.

(ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PRECEDING
  FIVE YEARS)

Check whether the issuer has filed all documents and reports
  required to be filed by Section 12, 13 or 15(d) of the Exchange Act after the
  distribution of securities under a plan confirmed by a court. Yes  ̈  
  No  ̈

(APPLICABLE ONLY TO CORPORATE REGISTRANTS)

State the number of shares outstanding of each of the issuer's
  classes of equity stock, as of the latest practicable date.

1,508,274 common shares issued and outstanding as of
  December 17, 2004.

DOCUMENTS INCORPORATED BY REFERENCE

If the following documents are incorporated by reference, briefly
  describe them and identify the part of the Form 10-KSB (e.g., Part I, Part II,
  etc.) into which the document is incorporated: (1) any annual report to security
  holders; (2) any proxy or information statement; and (3) any prospectus filed
  pursuant to Rule 424(b) or (c) of the Securities Act of 1933 ("Securities Act").
  The listed documents should be clearly described for identification purposes
  (e.g., annual report to security holders for fiscal year ended December 24,
  1990).

Transitional Small Business Disclosure Format (Check one):
  Yes  ̈; No   x.

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PART I

Item 1.           Description
  of Business.

This annual report contains forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995. These statements relate to future events or our future financial performance. In some cases, you can identify
forward-looking statements by terminology such as "may", "will", "should", "expects", "plans", "anticipates", "believes", "estimates", "predicts", "potential" or "continue" or the negative of these terms or other comparable terminology. These
statements are only predictions and involve known and unknown risks, uncertainties and other factors, including the risks in the section entitled "Risk Factors", that may cause our company's or our industry's actual results, levels of activity,
performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements.

Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements. Except as required by applicable law, including the securities
laws of the United States, we do not intend to update any of the forward-looking statements to conform these statements to actual results.

Our financial statements are stated in United States Dollars (US$) and are prepared in accordance with United States Generally Accepted Accounting Principles.

In this annual report, unless otherwise specified, all dollar amounts are expressed in United States dollars and all references to "common shares" refer to the common shares in our capital stock.

As used in this annual report, the terms "we", "us" and "our" mean Global Innovative Systems, Inc., unless otherwise indicated.

Corporate History

We were incorporated in the State of Nevada under the name "Legacy Bodysentials Inc." on September 14, 1995. On September 25, 1996, we changed our name to "Legacy Minerals Inc.". On May 18, 1998, we changed our name to "Global Commonwealth Inc.". On
November 12, 1999, we changed our name to our current name of "Global Innovative Systems, Inc.". Our corporate offices are located at 2114 Nanton Avenue, Vancouver, BC V6L 3C7. Our telephone number is 604.737.6030 and our facsimile number is
604.737.6030.

We were inactive until January 31, 2000, when we closed a share exchange agreement with the stockholders of Niew Industries Inc. Following the completion of the transaction, Niew Industries became our wholly owned subsidiary. Because the
stockholders of Niew Industries controlled 55% of the resultant entity, and because the business of Niew Industries represented the only business operations of the new entity, the transaction was recorded as a reverse acquisition. Following the
accounting for reverse acquisitions, the financial statements subsequent to closing of the share exchange were presented as a continuation of Niew Industries consistent with the change of business. Accordingly, our operations were consolidated with
those of Niew Industries from the date of acquisition. Niew Industries was incorporated on January 15, 1997, under the Company Act (British Columbia), and was inactive until March 23, 1998, when it began the development of a twin rotating asphalt
mixing (tram) system. Following the sale of the incomplete tram system prototype, we decided to completely dispose of our subsidiary Niew, and focus entirely on developing a sales and marketing program for the Enermed device and the Enermed Therapy
through our majority owned subsidiary Energy Medicine Developments Corp., a Delaware corporation. On January 22, 2003, we entered into an agreement to sell our wholly owned subsidiary, Niew Industries, Inc to the former directors of Niew for
$44,142 (CDN$70,000).

On October 2, 2001, we entered into an Acquisition Agreement with Energy Medicine Developments Corp., a Delaware corporation, pursuant to which we agreed to purchase all of the issued and outstanding shares of Energy Medicine Developments Corp. in
exchange for 18,000,000 of our common shares pre-split (225,000 common shares post-split). Energy Medicine Developments Corp. owns the world-wide marketing and distribution rights to the

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Enermed Therapy and the Enermed device as described below. Also on October 2, 2001, and also as described in our annual report on Form 10-KSB for the year ended September 30, 2001, we entered into a Purchase Agreement with Energy Medicine
Developments (North America) Inc., a company incorporated in the province of British Columbia. Pursuant to the terms of the Purchase Agreement, we agreed to purchase 100% of Energy Medicine Developments (North America) Inc.'s issued and outstanding
shares for a purchase price of $300,000.

We agreed to the sale of all of the issued and outstanding shares of our subsidiary, Energy Medicine, owned by us to Robert Fletcher and Fraser Lawrie, pursuant to the terms of a share purchase agreement dated September 30, 2003. On October 22, 2003
our Board of Directors approved the Sale of Energy Medicine, as a result of our change in control, as discussed in our information statement on Schedule 14f-1, which was filed and mailed to our registered shareholders on October 29, 2003. Due to our
change in control, our new management intends to pursue other opportunities unrelated to the business of Energy Medicine.

The agreement for the sale of Energy Medicine was made with Fraser Lawrie and Robert Fletcher, our former directors and officers. Under the terms of the agreement, the purchase price for the shares of Energy Medicine was $28,400, which consisted
of the forgiveness of certain debts owed by us to Messrs. Lawrie and Fletcher or to companies controlled by Messrs Lawrie and Fletcher.

On March 3, 2004, we filed a Certificate of Amendment to Articles of Incorporation with the Secretary of State of Nevada, creating 100,000,000 shares of preferred stock, with a par value of $0.001.  Our directors may fix and determine the
designations, rights, preferences or other variations of each class or series within each class of the shares of preferred stock.

Our Current Business

As we do not presently have an operating business that we can pursue, we are seeking to either identify a suitable business opportunity or enter into a suitable business combination. Management of our company does not believe that we will be able to
generate revenues without finding and completing the acquisition of a suitable business opportunity. In addition, if no suitable business opportunity is identified, shareholders will not realize any further return on their investment in our company,
and there will be no market for our common shares.

We continue to seek a new business opportunity. Once a business opportunity has been identified, we will investigate and evaluate the business opportunity. In selecting a suitable business opportunity, management intends to focus on the potential
for future profits and strength of current operating management of the business opportunity. We have not put industry or geographically specific limitations on the nature of acquisitions or business opportunities to be evaluated. Management believes
that the greatest potential lies in technology and goods or products-related industries. Nevertheless, this shall not preclude the investigation or evaluation of any other category of business or industry. We will conduct our own investigation to
identify an appropriate business opportunity, and will seek a potential business opportunity from all known sources, relying principally upon personal contacts of our officers and directors, as well as indirect associations between them and other
business and professional people.

Evaluation of Opportunities

The analysis of new business opportunities will be undertaken by, or under the supervision of, our officers and directors. Management intends to concentrate on identifying prospective business opportunities which may be brought to management's
attention through present associations. In analyzing prospective business opportunities, management will consider, among other factors, such matters as:

| | (a) | the available technical, financial and managerial resources;
| | --- | ------------------------------------------------------------
| |     |                                                             
| | (b) | working capital and other financial requirements;           
| |     |                                                             
| | (c) | history of operations, if any;                              

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| | (d) | prospects for the future;                                                                                                   
| | --- | ----------------------------------------------------------------------------------------------------------------------------
|
| | (e) | present and expected competition;                                                                                           
|
| | (f) | the quality and experience of management services which may be available
      and the depth of that management;            
|
| | (g) | the potential for further research, development or exploration;                                                             
|
| | (h) | specific risk factors not now foreseeable but which may be anticipated
      as having an impact on our proposed activities;
|
| | (i) | the potential for growth or expansion;                                                                                      
|
| | (j) | the potential for profit;                                                                                                   
|
| | (k) | the perceived public recognition or acceptance of products, services
      or trades; and                                   
|
| | (l) | name identification.                                                                                                        

Management or agents of management will meet personally with the management and key personnel of the firm sponsoring the business opportunity as part of their investigation. To the extent possible, we intend to utilize written reports and personal
investigation to evaluate the above factors. We will not acquire or merge with any company for which audited financial statements cannot be obtained.

Opportunities in which we participate will present certain risks, many of which cannot be identified adequately prior to selecting a specific opportunity. Our shareholders must, therefore, depend on management to identify and evaluate such risks.
Promoters of some opportunities may have been unable to develop a going concern or may present a business in its development stage (in that it has not generated significant revenues from its principal business activities prior to our participation).
Even after our participation, there is a risk that the combined enterprise may not become a going concern or advance beyond the development stage. Other opportunities may involve new and untested products, processes, or market strategies which may
not succeed. Such risks will be assumed by us and, therefore, our shareholders.

The investigation of specific business opportunities and the negotiation, drafting, and execution of relevant agreements, disclosure documents, and other instruments will require substantial management time and attention as well as substantial costs
for accountants, attorneys, and others. If a decision is made not to participate in a specific business opportunity the costs incurred in the related investigation may not be recoverable. Furthermore, even if an agreement is reached for the
participation in a specific business opportunity, the failure to consummate that transaction may result in the loss of the related costs incurred. There is the additional risk that we will not find a suitable target. Management does not believe that
we will generate revenue without finding and completing the acquisition of a suitable business opportunity or a transaction with a suitable target company. If no such business opportunity target is found, therefore, no return on an investment in our
company will be realized, and there will not, most likely, be a market for our common shares.

Acquisition of Opportunities

In implementing a structure for a particular business acquisition, we may become a party to a merger, consolidation, reorganization, joint venture, franchise or licensing agreement with another corporation or entity. We may also purchase stock or
assets of an existing business. It is likely that any merger with an existing company may be in the form of a reverse takeover, which will require both shareholder approval and a disclosure document. Once a transaction is complete, it is possible
that our present management and shareholders will not be in control of our company. In addition, a majority or all of our officers and directors may, as part of the terms of the transaction, resign and be replaced by new officers and directors
without a vote of our shareholders.

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It is anticipated that securities issued in any such reorganization would be issued in reliance on exemptions from registration under applicable securities laws. In some circumstances, however, as a negotiated element of the potential transaction,
we may agree to register such securities either at the time the transaction is consummated, under certain conditions or at a specified time thereafter. The issuance of substantial additional securities and their potential sale into any trading
market in our common shares which may develop, may have a depressive effect on such market.

As part of our investigation of a potential business combination or opportunity, our officers and directors or agents may:

| | (a) | meet personally with management and key personnel;                                                                    
| | --- | ----------------------------------------------------------------------------------------------------------------------
|
| | (b) | visit and inspect material facilities;                                                                                
|
| | (c) | obtain independent analysis or verification of certain information provided;                                          
|
| | (d) | check references of management and key personnel; and                                                                 
|
| | (e) | take other reasonable investigative measures, as our limited financial
      resources and management expertise allow.

The manner in which we participate in an opportunity with a target company will depend on the nature of the opportunity, our needs and desires, the needs and desires of the other party, management of the opportunity, and our relative negotiating
strength. With respect to any mergers or acquisitions, negotiations with target company management will be expected to focus on the percentage of our company which the target company's shareholders would acquire in exchange for their shareholdings
in the target company. Depending upon, among other things, the target company's assets and liabilities, our shareholders will, in all likelihood, hold a smaller percentage ownership interest in our company following any merger or acquisition. The
percentage ownership may be subject to significant reduction in the event we acquire a target company with substantial assets. Any merger or acquisition effected by us can be expected to have a significant dilutive effect on the percentage of shares
held by our then shareholders.

To date, other than the proposed acquisition discussed herein regarding Tech Team Holdings, we have not conducted any other investigations of any business opportunity or company nor have we met with representatives of any company or business. There
can be no assurance that management will ever be able to identify and secure a suitable business opportunity or that management has the requisite experience to recognize and understand a business operation that would benefit us. In the event that
management is able to locate what it considers to be a suitable business opportunity, there can be no assurance that the acquisition of such business opportunity or the entering into of a business combination will be successful. Selecting a business
opportunity will likely be complex and extremely risky. Because of general economic conditions, rapid technological advances being made in some industries, and shortages of available capital, management believes that there are numerous firms seeking
the benefits of a publicly-traded corporation. Such benefits of a publicly traded corporation may include:

| | (a) | facilitating or improving the terms on which additional equity financing
      may be sought;            
| | --- | ---------------------------------------------------------------------------------------------------------
|
| | (b) | providing liquidity for the principals of a business;                                                    
|
| | (c) | creating a means for providing incentive stock options or similar benefits
      to key employees; and/or
|
| | (d) | providing liquidity (subject to restrictions of applicable statutes)
      for all shareholders.         

In contrast, negative aspects of becoming a publicly traded corporation registered in the United States may include:

| | (a) | complying with the requirements of the Securities Exchange Act of
      1934;
| | --- | -----------------------------------------------------------------------------

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| | (b) | exposure of our officers and directors to lawsuits and liabilities under
      various securities legislation;                                                                                         
| | --- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| | (c) | distracting management's attention from our day to day operations;                                                                                                                                     
|
| | (d) | restricting publicity and other marketing activities to ensure compliance
      with securities law requirements and minimizing the potential liability
      of our management and our company; and/or
|
| | (e) | increased legal, accounting and other expenses associated with operating
      a public company.                                                                                                       

Potentially available business opportunities and/or business combinations may occur in many different industries and at various stages in the development of a company, all of which will make the task of comparative investigation and analysis of such
business opportunities extremely difficult and complex.

We are presently seeking to identify a new business opportunity. As of the date of this annual report, we have no agreements, understandings or arrangements concerning the acquisition or potential acquisition of a specific business opportunity.

There is no assurance that management will be able to secure a suitable prospect or that it has the requisite experience to recognize and understand a business operation that would be beneficial to us.

Investment Company Act of 1940

The Investment Company Act of 1940 regulates mutual funds and other entities that meet the definition of an "investment company". An entity is presumed to be an investment company if 45% or more of the value of its total assets (excluding government
securities and cash) consists of, and 45% or more of its income over the last four quarters is derived from securities other than either government securities or securities issued by entities that it does not control which are not themselves engaged
in the business of investing in securities.

It is not feasible for us to register as an "investment company" because the regulations promulgated under the Investment Company Act of 1940 are inconsistent with our business strategy, which is to acquire an operating business and continue as an
operating company with an active business.

Potential Acquisition of Tech Team Holdings Inc.

Pursuant to a letter of intent dated September 21, 2004, as amended October 20, 2004, we have conditionally agreed to acquire all of the issued and outstanding shares of Tech Team Holdings Ltd. from its shareholders. We have agreed to enter into a
business combination whereby we will purchase all of the issued and outstanding securities in the capital of Tech Team Holdings Ltd. from the vendors in exchange for 13,000,000 shares of our common stock, after giving effect to a four (4) for one
(1) forward split of our issued and outstanding shares of common stock.

We cannot provide any assurances that the acquisition of Tech Team Holdings will close, as the transaction remains subject to numerous conditions precedent which, among other things, includes:

- the finalization of satisfactory formal documentation;
- the satisfactory completion of various searches and other due diligence reasonable or customary in a transaction of a similar nature to that contemplated;
- our accountant having had a reasonable opportunity to review the audited financial statements (including corporate tax returns, general ledger listings, adjusting entries and opening trial balances) of Tech Team Holdings, prepared in accordance with
generally accepted accounting principles and that both we and our accountant are satisfied with the content of such financial statements;

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- satisfactory arrangements being made to hire hourly and salaried staff necessary to operate the business of Tech Team Holdings;
- satisfactory review of title to the assets of Tech Team Holdings;
- approval of our Board of Directors being obtained; and
- approval of the Board of Directors of Tech Team Holdings and approval of all of the security holders of Tech Team Holdings being obtained.

RISK FACTORS

Much of the information included in this annual report includes or is based upon estimates, projections or other "forward looking statements". Such forward looking statements include any projections or estimates made by us and our management in
connection with our business operations. While these forward-looking statements, and any assumptions upon which they are based, are made in good faith and reflect our current judgment regarding the direction of our business, actual results will
almost always vary, sometimes materially, from any estimates, predictions, projections, assumptions or other future performance suggested herein.

Such estimates, projections or other "forward looking statements" involve various risks and uncertainties as outline below. We caution the reader that important factors in some cases have affected and, in the future, could materially affect actual
results and cause actual results to differ materially from the results expressed in any such estimates, projections or other "forward looking statements".

Our common shares are considered speculative during our search for a new business opportunity. Prospective investors should consider carefully the risk factors set out below.

As there is a large number of established and well-financed entities actively seeking suitable business opportunities or business combinations, we are at a competitive disadvantage in identifying possible business opportunities and successfully
completing a business combination

We are, and will continue to be, an insignificant participant amongst numerous other companies seeking a suitable business opportunity or business combination. A large number of established and well-financed entities, including venture capital
firms, are actively seeking suitable business opportunities or business combinations which may also be desirable target candidates for us. Virtually all such entities have significantly greater financial resources, technical expertise and managerial
capabilities than we do. We are, consequently, at a competitive disadvantage in identifying possible business opportunities and successfully completing a business combination. Moreover, we will also compete with numerous other small public companies
seeking suitable business opportunities or business combinations.

The loss of our present directors and officers would affect our ability to identify a suitable business opportunity or enter into a suitable business operation

Although none of our present officers or directors are key to our continuing operations, we rely upon the continued service and performance of these officers and directors, and our future success depends on the retention of these people, whose
knowledge of our business and whose technical expertise would be difficult to replace. At this time, none of our officers or directors are bound by employment agreements, and as a result, any of them could leave with little or no prior notice.

If we are unable to hire and retain technical, sales and marketing and operational personnel, any business we acquire could be materially adversely affected. We intend to hire a significant number of additional personnel in the future after we have
identified and completed the acquisition of a business opportunity or enter into a business combination. Competition for these individuals in all sectors is intense, and we may not be able to attract, assimilate, or retain additional highly
qualified personnel in the future. The failure to attract, integrate, motivate and retain these employees could harm our business.

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If we are unable to obtain additional capital to finance the development of any business opportunity that we acquire, we may be required to delay, scale back or eliminate the development of any business opportunity that we acquire

We anticipate that in addition to our existing capital we will require minimal additional financing while we are seeking a suitable business opportunity or business combination. Further, we anticipate that with minimal additional capital we will
have sufficient capital to fund our ongoing operations for the next twelve months or until we complete a business combination or acquire a business opportunity. However, we may be required to raise additional financing for a particular business
combination or business opportunity. We would likely secure any additional financing necessary through a private placement of our common shares.

There can be no assurance that, if required, any such financing will be available upon terms and conditions acceptable to us, if at all. Our inability to obtain additional financing in a sufficient amount when needed and upon terms and conditions
acceptable to us could have a materially adverse effect upon our company. Although we believe that we have funds sufficient to meet our immediate needs, we may require further funds to finance the development of any business opportunity that we
acquire. There can be no assurance that such funds will be available or available on terms satisfactory to us. If additional funds are raised by issuing equity securities, further dilution to existing or future shareholders is likely to result. If
adequate funds are not available on acceptable terms when needed, we may be required to delay, scale back or eliminate the development of any business opportunity that we acquire. Inadequate funding could also impair our ability to compete in the
marketplace, which may result in the dissolution of our company.

We are a company with a limited operating history which makes it difficult to evaluate whether we will operate profitably

We have a limited operating history on which to base an evaluation of our business and prospects. Our prospects must be considered in light of the risks, uncertainties, expenses and difficulties frequently encountered by companies seeking to acquire
or establish a new business opportunity. Some of these risks and uncertainties relate to our ability to identify, secure and complete an acquisition of a suitable business opportunity.

We cannot be sure that we will be successful in addressing these risks and uncertainties and our failure to do so could have a materially adverse effect on our financial condition. In addition, our operating results are dependent to a large degree
upon factors outside of our control. There are no assurances that we will be successful in addressing these risks, and failure to do so may adversely affect our business.

It is unlikely that we will generate any or significant revenues while we seek a suitable business opportunity. Our short and long-term prospects depend upon our ability to select and secure a suitable business opportunity. In order for us to make a
profit, we will need to successfully acquire a new business opportunity in order to generate revenues in an amount sufficient to cover any and all future costs and expenses in connection with any such business opportunity. Even if we become
profitable, we may not sustain or increase our profits on a quarterly or annual basis in the future.

We will, in all likelihood, sustain operating expenses without corresponding revenues, at least until we complete a business combination or acquire a business opportunity. This may result in our company incurring a net operating loss which will
increase continuously until we complete a business combination or acquire a business opportunity that can generate revenues that result in a net profit to us. There is no assurance that we will identify a suitable business opportunity or complete a
business combination.

We have not generated any revenues and our ability to generate revenues is uncertain

For the year ended September 30, 2004, we incurred a net loss of $14,552 from our continuing operations. We sold this business effective September 30, 2003. We are a development stage company. We have not generated any revenues and do not
anticipate generating any revenues until we acquire a business opportunity or complete a business combination. We had a cumulative net loss of $984,442 from inception to September 30, 2004. At this time, our ability to generate any revenues is
uncertain.

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There is no assurance that we will successfully locate business opportunities which have established operating histories

The success of our proposed plan of operation will depend to a great extent on the operations, financial condition and management of any identified business opportunity. While management intends to seek business opportunities and/or business
combinations with entities which have established operating histories, there is no assurance that we will successfully locate business opportunities meeting such criteria. In the event that we complete a business combination or otherwise acquire a
business opportunity, the success of our operations may be dependent upon management of the successor firm or venture partner firm, together with a number of other factors beyond our control.

We have no definitive agreement for a business combination or other transaction and there can be no assurance that we will be able to successfully identify and evaluate a suitable business opportunity

We have no definitive arrangement, agreement, or understanding with respect to acquiring a business opportunity or engaging in a business combination with any private entity. There can be no assurance that we will successfully identify and evaluate
suitable business opportunities or conclude a business combination. There is no assurance that we will be able to negotiate the acquisition of a business opportunity or a business combination on terms favorable to us. We have not established a
specific length of operating history or a specified level of earnings, assets, net worth or other criteria which it will require a target business opportunity to have achieved, and without which we would not consider a business combination in any
form with such business opportunity. Accordingly, we may enter into a business combination with a business opportunity having no significant operating history, losses, limited or no potential for earnings, limited assets, negative net worth or other
negative characteristics.

We are dependent upon management's personal abilities to evaluate business opportunities and the loss of the services of any of these individuals would adversely affect the development of our business

We are dependent upon management's personal abilities to evaluate business opportunities that may be presented in the future. While seeking to acquire a business opportunity, management anticipates devoting up to 25% of their time to our business.
Management may or may not have prior experience in the technical aspects of the industry or the business within that industry that may be acquired. Our officers have not entered into written employment agreements with us with respect to our proposed
plan of operation and are not expected to do so in the foreseeable future. We have not obtained key man life insurance on our officers or directors. Notwithstanding the combined limited experience and time commitment of management, loss of the
services of any of these individuals would adversely affect development of our business and our likelihood of continuing operations.

We have not conducted a market research on the demand for the acquisition of a business opportunity or combination and there is no assurance that we will successfully complete such an acquisition or combination

We have not conducted or received results of market research indicating that there is a demand for the acquisition of a business opportunity or business combination as contemplated by our company. Even if there is demand for the acquisition of a
business opportunity or combination as contemplated, there is no assurance we will successfully complete such an acquisition or combination.

Because our proposed operations may result in a business combination with only one entity we may be subject to economic fluctuations within a particular business or industry, which could increase the risks associated with our operations

In all likelihood, our proposed operations, even if successful, may result in a business combination with only one entity. Consequently, the resulting activities will be limited to that entity's business. Our inability to diversify our activities
into a number of areas may subject us to economic fluctuations within a particular business or industry, thereby increasing the risks associated with our operations.

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If we complete a business opportunity or combination, management of our company may be required to sell or transfer common shares or resign as members of our board of directors

A business combination or acquisition of a business opportunity involving the issuance of our common shares may result in new or incoming shareholders obtaining a controlling interest in our company. Any such business combination or acquisition of a
business opportunity may require management of our company to sell or transfer all or a portion of the common shares in the capital of our company that they hold or resign as members of our Board of Directors. The resulting change in our control
could result in removal of one or more of our present officers and directors, and a corresponding reduction in or elimination of their participation in the future affairs of our company.

If we complete a business opportunity or combination, we may be required to issue such number of shares which would reduce the percentage of share ownership held by shareholders which may result in a change of control of our company

Our primary plan of operation is based upon the acquisition of a business opportunity or a business combination with a private concern, which, in all likelihood, would result in us issuing common shares to shareholders of such private company.
Issuing previously authorized and unissued common shares in our capital will reduce the percentage of common shares owned by present and prospective shareholders and may result in a change in our control and/or management.

The requirement of audited financial statements may disqualify a potential business opportunity or combination

Management believes that any potential business opportunity or target company must provide audited financial statements for review and for the protection of all parties to the business acquisition or combination. One or more attractive business
opportunities may forego a business combination with us rather than incur the expenses associated with preparing audited financial statements.

Upon completion of a business opportunity or combination there can be no assurance that we will be able to successfully manage or achieve growth of that business opportunity or combination

Our ability to achieve any planned growth upon the acquisition of a suitable business opportunity or business combination will be dependent upon a number of factors including, but not limited to, our ability to hire, train and assimilate management
and other employees and the adequacy of our financial resources. In addition, there can be no assurance that we will be able to manage successfully any business opportunity or business combination. Failure to manage anticipated growth effectively
and efficiently could have a materially adverse effect on our business.

Trading of our stock may be restricted by the SEC's "Penny Stock" regulations which may limit a stockholder's ability to buy and sell our stock

The U.S. Securities and Exchange Commission has adopted regulations which generally define "penny stock" to be any equity security that has a market price (as defined) less than $5.00 per share or an exercise price of less than $5.00 per
share, subject to certain exceptions. Our securities are covered by the penny stock rules, which impose additional sales practice requirements on broker-dealers who sell to persons other than established customers and "accredited investors." The
term "accredited investor" refers generally to institutions with assets in excess of $5,000,000 or individuals with a net worth in excess of $1,000,000 or annual income exceeding $200,000 or $300,000 jointly with their spouse. The
penny stock rules require a broker-dealer, prior to a transaction in a penny stock not otherwise exempt from the rules, to deliver a standardized risk disclosure document in a form prepared by the SEC which provides information about penny stocks
and the nature and level of risks in the penny stock market. The broker-dealer also must provide the customer with current bid and offer quotations for the penny stock, the compensation of the broker-dealer and its salesperson in the transaction and
monthly account statements showing the market value of each penny stock held in the customer's account. The bid and offer quotations, and the broker-dealer and salesperson compensation information, must be given to the customer orally or in writing
prior to effecting the transaction and must be given to the customer in writing before or with the customer's confirmation. In addition, the penny stock rules require that prior to a transaction in a penny stock not otherwise exempt from these
rules, the broker-dealer must make a special written determination that the penny stock is a suitable investment for

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- 12 -

the purchaser and receive the purchaser's written agreement to the transaction. These disclosure requirements may have the effect of reducing the level of trading activity in the secondary market for the stock that is subject to these penny stock
rules. Consequently, these penny stock rules may affect the ability of broker-dealers to trade our securities. We believe that the penny stock rules discourage investor interest in and limit the marketability of, our common stock.

Trading in our common shares on the OTC Bulletin Board is limited and sporadic making it difficult for our shareholders to sell their shares or liquidate their investments

Our common shares are currently listed for public trading on the OTC Bulletin Board. The trading price of our common shares has been subject to wide fluctuations. Trading prices of our common shares may fluctuate in response to a number of factors,
many of which will be beyond our control. The stock market has generally experienced extreme price and volume fluctuations that have often been unrelated or disproportionate to the operating performance of companies with no current business
operation. There can be no assurance that trading prices and price earnings ratios previously experienced by our common shares will be matched or maintained. These broad market and industry factors may adversely affect the market price of our common
shares, regardless of our operating performance.

In the past, following periods of volatility in the market price of a company's securities, securities class-action litigation has often been instituted. Such litigation, if instituted, could result in substantial costs for us and a diversion of
management's attention and resources.

Our By-laws contain provisions indemnifying our officers and directors
  against all costs, charges and expenses incurred by them

Our By-laws contain provisions with respect to the indemnification of our officers and directors against all costs, charges and expenses, including an amount paid to settle an action or satisfy a judgment, actually and reasonably incurred by him,
including an amount paid to settle an action or satisfy a judgment in a civil, criminal or administrative action or proceeding to which he is made a party by reason of his being or having been one of our directors or officers.

Investors' interests in our company will be diluted and investors may suffer dilution in their net book value per share if we issue additional shares or raise funds through the sale of equity securities

Our constating documents authorize the issuance of 200,000,000 pre-split (800,000,000 post-split) common shares and 100,000,000 shares of preferred stock, par value $0.001. In the event that we are required to issue any additional shares or
enter into private placements to raise financing through the sale of equity securities, investors' interests in our company will be diluted and investors may suffer dilution in their net book value per share depending on the price at which such
securities are sold. If we issue any such additional shares, such issuances also will cause a reduction in the proportionate ownership and voting power of all other shareholders. Further, any such issuance may result in a change in our control.

Our By-laws do not contain anti-takeover provisions which could result in a change of our management and directors if there is a take-over of our company

We do not currently have a shareholder rights plan or any anti-takeover provisions in our By-laws. Without any anti-takeover provisions, there is no deterrent for a take-over of our company, which may result in a change in our management and
directors.

Item 2.           Description
  of Property.

Our executive and head offices are located at 2114 Nanton Avenue, Vancouver, BC, Canada  V6L 3C7.  Until October 1, 2003, our executive and head offices were located at Suite 104 - 630 Columbia Street, New Westminster, BC, Canada V3M 1A5. Our
telephone number is 604.737.6030 and our facsimile number is 604.737.6030. We rent this location from our officer and director, William McGinty at no cost on a month to month basis.

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- 13 -

Item 3.  Legal
  Proceedings.

We are not a party to any pending litigation and none is contemplated
  or threatened.

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

None.

PART II

Item 5.  Market
  for Common Equity and Related Stockholder Matters.

Our stock is listed for quotation on the Over-the-Counter Bulletin
  Board ("OTCBB") under the trading symbol "GBSI", and the CUSIP number 37938W
  20 7. Our common shares are issued in registered form. Pacific Stock Transfer
  Company is the registrar and transfer agent for our common shares. Their address
  is 500 E. Warm Springs Road, Suite 240, Las Vegas, Nevada, Telephone: 702.361.3033,
  Facsimile: 702.433.1979. Our common shares initially began trading on the OTCBB
  on April 17, 2001 under the trading symbol "GBIS". As such, the following are
  the high and low sales prices for each quarter for the past two years:

|Quarter Ended      | High   | Low   
|------------------ | ------ | ------
|September 30, 2004 | $0.98  | $0.90 
|June 30, 2004      | $1.07  | $0.98 
|March 31, 2004     | $1.05  | $0.75 
|December 31, 2003  | $0.75  | $0.005
|September 30, 2003 | $0.01  | $0.007
|June 30, 2003      | $0.04  | $0.01 
|March 31, 2003     | $0.065 | $0.001
|December 31, 2002  | $0.065 | $0.025

On November 8, 2003, our board of directors approved an eighty (80) for one (1) reverse stock split of our authorized, issued and outstanding common stock. The Reverse Stock Split was effected with the Nevada Secretary of State on November 12, 2003
and as a result, our authorized capital decreased from 200,000,000 to 2,500,000 shares of common stock with a par value of $0.001. The Reverse Stock Split took effect with the OTCBB at the opening for trading on Thursday, December 18, 2003 under
the new stock symbol GBSI. The new CUSIP number is 37938W 20 7.

On March 3, 2004, the Company amended its Articles of Incorporation. As a result, the authorized capital stock of the Company was amended to have 200,000,000 shares of common stock, $0.001 par value, of which 1,508,274 are issued and
outstanding, and 100,000,000 shares of preferred stock, $0.001 par value, of which no preferred shares are issued and outstanding.

Subsequent to the year end, the board of directors authorized a forward stock split of the Company’s common shares issued and outstanding on a 4 for 1 basis. The issued and outstanding shares of common stock after the stock split will be
6,033,096. The authorized capital stock will consist of 800,000,000 shares of common stock with a par value of $0.001, and 100,000,000 shares of preferred stock with a par value of $0.001.

On December 17, 2004, the closing price for the common stock as reported by the quotation service operated by the OTC Bulletin Board was $0.90.

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- 14 -

As of December 20, 2004, there were 145 holders of record of our
  common stock. As of such date, 1,508,274 common shares were issued and outstanding.

Dividend Policy

We have not declared or paid any cash dividends since inception.
  Although there are no restrictions that limit our ability to pay dividends on
  our common shares, we intend to retain future earnings, if any, for use in the
  operation and expansion of our business and do not intend to pay any cash dividends
  in the foreseeable future.

Recent Sales of Unregistered Securities

Not Applicable

Equity Compensation Plan Information

We currently do not have any stock option or equity compensation
  plans or arrangements.

Item 6.  Management
  Discussion and Analysis and Plan of Operation.

Review of Operations / Plan of Operation

The following discussion should be read in conjunction with our
  financial statements and the related notes that appear elsewhere in this annual
  report. The following discussion contains forward-looking statements that reflect
  our plans, estimates and beliefs. Our actual results could differ materially
  from those discussed in the forward- looking statements. Factors that could
  cause or contribute to such differences include, but are not limited to, those
  discussed below and elsewhere in this annual report, particularly in the section
  entitled "Risk Factors" found under "Item 1. Description of Business".

We will continue to seek a new business opportunity or business
  combination over the 12 month period ending September 30, 2005. Once a business
  opportunity or business combination has been identified, we will investigate
  and evaluate the business opportunity or business combination. Should our company
  wish to pursue any specific business opportunity or business combination, we
  will have to comply with all applicable corporate and securities laws in order
  to complete the acquisition of or merger with any such business opportunity.

Operating Results

Year Ended September 30, 2004 and Year Ended September 30,
  2003

We reported a net loss for the year ended September 30, 2004 of
  $14,552 or $0.01 per share compared to net income of $11 or $0.00
  per share for the year ended September 30, 2003.

The net loss reported in the year ending September 30, 2004 was
  primarily due to our incurring general and administrative expenses, which were
  not off-set by any income or revenues.

Our net income for the year ended September 30, 2003 was primarily
  derived from the now discontinued operations of our subsidiaries, Niew Industries
  Inc. and Energy Medicine Developments Corp. For the year ended September 30,
  2003 these operations generated income of $92,280, which primarily consisted
  of proceeds from the sale of Niew Industries Inc.

During the year ended September 30, 2003 we disposed of Niew Industries,
  Inc to the former directors of Niew for $44,142 (CDN$70,000). The purchase
  price for the shares of Energy Medicine was $28,410, which consisted of
  the forgiveness of certain debts owed by us.

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- 15 -

Liquidity and Capital Resources

As at September 30, 2004, we had a cash position of $26,145 and a working
  capital of $347.

On October 22, 2003 we entered into agreements for the issuance of an aggregate of 22,727,272 pre-split or 284,091 post-split shares of our common stock for aggregate gross proceeds of $125,000, in a private placement transaction.

We also entered into certain debt settlement agreements dated October 22, 2003 pursuant to which we agreed to settle certain indebtedness in the aggregate amount of $400,000 through the issuance of an aggregate of 58,228,571 pre-split or 727,857
post-split shares of our common stock at $0.007 per share, which represents 48.3% of our issued and outstanding common shares.

We do not currently have sufficient cash resources to fund our normal operating expenses through the twelve month period ending September 30, 2005. In addition, we do not currently have sufficient cash resources to fund any expenditures which may be
required to incur following the acquisition of Tech Team Holdings. We plan to raise a small amount of additional capital by way of private placement sufficient to fund our normal operating expenses. We also plan to use some of our existing cash
resources supplemented by the additional small amount of capital we intend to raise, to fund the acquisition of Tech Team Holdings Additional professional fees, filing fees, and due diligence costs are anticipated in regards to the potential
acquisition of Tech Team Holdings, or as other new business opportunities are investigated and evaluated.

Cash Requirements

Over the twelve month period ending September 30, 2005, we anticipate that we will have to raise a small amount of additional monies through private placements of our equity securities and/or debt financing. These funds in addition to our current
working capital which was raised through the sale of marketable securities, will go to fund ongoing corporate maintenance expenses for the next twelve months. We also plan to use these funds and our current cash reserves to fund the costs associated
with the acquisition of Tech Team Holding. If the acquisition is successfully consummated, we may seek to obtain additional equity and/or debt financing from third parties to facilitate and complete the acquisition and fund our operations
thereafter. As noted, we intend to issue shares of our common stock as consideration for the acquisition, however we will be required to pay for professional fees, filing fees, and due diligence costs in regards to the potential acquisition of Tech
Team Holdings.

As we require additional monies, we plan to raise such additional capital primarily through the private placement of our securities. Further, to the extent that such funds may be available to us, we may also enter into commercial loans or credit
facilities. The issuance of additional equity securities by us could result in a significant dilution in the equity interests of our current stockholders. Obtaining commercial loans, assuming those loans would be available, will increase our
liabilities and future cash commitments.

There are no assurances that we will be able to obtain further funds required for our continued operations or potential acquisitions. We are pursuing various financing alternatives to meet our immediate and long-term financial requirements. There
can be no assurance that additional financing will be available to us when needed or, if available, that it can be obtained on commercially reasonable terms. If we are not able to obtain the additional financing on a timely basis, we will not be
able to proceed with our expansion program and may not be able to meet our other obligations as they become due.

Product Research and Development

We do not anticipate that we will expend any significant monies on research and development over the twelve months ending September 30, 2005.

Purchase of Significant Equipment

We do not intend to purchase any significant equipment over the twelve months
  ending September 30, 2005.

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- 16 -

Employees

Over the twelve months ending September 30, 2005, we anticipate an increase
  in the number of employees we retain only if we successfully complete the acquisition
  of Tech Team Holdings. Such an increase on the number of employees may significantly
  increase our monthly burn rate and such increase in the monthly burn rate depends
  on the number of employees we ultimately retain.

Going Concern

Due to our not having generated any material revenues, in the consolidated financial statements for the year ended September 30, 2004, there is additional note disclosures describing concerns about our ability to continue as a going concern. Our
consolidated financial statements contain this disclosure.

The continuation of our business is dependent upon us raising additional financial support. The issuance of additional equity securities by us could result in a significant dilution in the equity interests of our current stockholders. Obtaining
commercial loans, assuming those loans would be available, will increase our liabilities and future cash commitments.

Recently Issued Accounting Standards

June 2002, FASB finalized FAS 146, Accounting for Costs Associated with Exit or Disposal Activities. FAS 146 addresses financial accounting and reporting for costs associated with exit or disposal activities and nullifies Emerging Issues Task Force
(EITF) Issue No. 94-3, "Liability Recognition for Certain Employee Termination Benefits and Other Costs to Exit an Activity (including Certain Costs Incurred in a Restructuring)." The principal difference between this Statement and Issue 94-3
relates to its requirements for recognition of a liability for a cost associated with an exit or disposal activity. This Statement requires that a liability for a cost associated with an exit or disposal activity be recognized when the liability is
incurred. Under Issue 94-3, a liability for an exit cost as defined in Issue 94-3 was recognized at the date of an entity's commitment to an exit plan. A fundamental conclusion reached by the Board in this Statement is that an entity's commitment to
a plan, by itself, does not create a present obligation to others that meets the definition of a liability. Therefore, this Statement eliminates the definition and requirements for recognition of exit costs in Issue 94-3. This Statement also
establishes that fair value is the objective for initial measurement of the liability. The adoption of this statement is not expected to have a material impact on our financial position and results of operations. FAS 146 is effective for exit and
disposal activities initiated after December 31, 2002.

In December 2002, the Financial Accounting Standards Board Issued Statement No. 148, "Accounting for Stock-Based Compensation-Transition and Disclosure-an amendment of FASB Statement No. 123", ("SFAS 148"). SFAS 148 amends FASB Statement No. 123,
"Accounting for Stock Based Compensation" ("SFAS 123") and provides alternative methods for accounting for a change by registrants to the fair value method of accounting for stock-based compensation. Additionally, SFAS 148 amends the disclosure
requirements of SFAS 123 to require disclosure in the significant accounting policy footnote of both annual and interim financial statements of the method of accounting for stock-based compensation and the related pro-forma disclosures when the
intrinsic value method continues to be used. The statement is effective for fiscal years beginning after December 15, 2002, and disclosures are effective for the first fiscal quarter beginning after December 15, 2002. We will continue to use the
intrinsic model method.

In November 2002, the FASB issued FASB Interpretation No. 45, "Guarantor's Accounting and Disclosure Requirements for Guarantees, including Indirect Guarantees and Indebtedness of Others, an interpretation of FASB Statements No. 5, 57, and 107 and
Recession of FASB Interpretation No. 34" ("FIN No. 45"). FIN No. 45 elaborates on the disclosures to be made by a guarantor in its interim and annual financial statements about its obligations under certain guarantees that it has issued. It also
clarifies that a guarantor is required to recognize, at the inception of a guarantee, a liability for the fair value of the obligation undertaken in issuing the guarantee. FIN No. 45 does not prescribe a specific approach for subsequently measuring
the guarantor's recognized liability over the term of the related guarantee. It also incorporates, without change, the guidance in FASB Interpretation No. 34, "Disclosure of Indirect Guarantees of Indebtedness of Others," which is being superseded.
The disclosure provisions of FIN No. 45 are effective for financial statements of interim or annual periods that end after December 15, 2003 and the provisions for initial recognition and measurement are effective on a prospective basis for

---

- 17 -

guarantees that are issued or modified after December 31, 2003 irrespective of a guarantor's year-end. We do not expect the adoption of FIN No. 45 to have a material impact on our results of operations or financial position.

In May 2003, the FASB issued SFAS No. 150, "Accounting for Certain Financial Instruments with Characteristics of both Liabilities and Equity." This Statement establishes standards for how an issuer classifies and measures in its statement of
financial position certain financial instruments with characteristics of both liabilities and equity. It requires that an issuer classify a financial instrument that is within its scope as a liability (or an asset in some circumstances) because that
financial instrument embodies an obligation of the issuer. This Statement is effective for financial instruments entered into or modified after May 31, 2003, and otherwise is effective at the beginning of the first interim period beginning after
June 15, 2003 except for mandatory redeemable financial instruments of nonpublic entities. We do not expect that the adoption of this standard will have a material effect on our financial position or results of operations.

In January 2003, the FASB issued Interpretation No. 46, Consolidation of Variable Interest Entities ("FIN 46"). The objective of FIN 46 is to improve financial reporting by companies involved with variable interest entities. A variable interest
entity is a corporation, partnership, trust, or any other legal structure used for business purposes that either 9a) does not have equity investors with voting rights or (b) has equity investors that do not provide sufficient financial resources for
the entity to support its activities. FIN 46 requires a variable interest entity to be consolidated by a company if that company is subject to a majority of the risk of loss from the variable interest entity's activities or entitled to receive a
majority of the entity's residual returns or both. FIN 46 also requires disclosures about variable interest entities that the company is not required to consolidate but in which it has a significant variable interest. The consolidation requirements
of Interpretation 46 apply immediately to variable interest entities created after January 31, 2003. The consolidation requirements apply to older entities in the first fiscal year or interim period beginning after June 15, 2003. Certain of the
disclosure variable interest entity were established. As of September 30, 2004, we do not expect that the adoption of this standard will have a material effect on our financial position or results of operations.

APPLICATION OF CRITICAL ACCOUNTING POLICIES

Our financial statements and accompanying notes are prepared in accordance with generally accepted accounting principles in the United States. Preparing financial statements requires management to make estimates and assumptions that affect the
reported amounts of assets, liabilities, revenue, and expenses. These estimates and assumptions are affected by management's application of accounting policies. We believe that understanding the basis and nature of the estimates and assumptions
involved with the following aspects of our consolidated financial statements is critical to an understanding of our financials.

Going Concern

Our annual financial statements have been prepared on the going concern basis, which assumes the realization of assets and liquidation of liabilities in the normal course of operations. The financial statements have been prepared assuming we will
continue as a going concern. However, certain conditions exist which raise doubt about our ability to continue as a going concern. We have suffered recurring losses from operations and have accumulated net losses of approximately $984,442 since
inception through the year ended September 30, 2004.



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- 18 -

Item 7.           Financial
  Statements.

Our financial statements are stated in United States dollars (US$) and
  are prepared in accordance with United States Generally Accepted Accounting
  Principles.

The following consolidated financial statements are filed as part of this
  annual report:

Report of Independent Registered
  Public Accounting Firm, dated December 7, 2004

Independent Auditor’s Report
  of Robison, Hill & Co., dated December 3, 2004

Consolidated Balance Sheets as at
  September 30, 2004 and September 30, 2003

Consolidated Statements of Operations
  for the years ended September 30, 2004, September 30, 2003 and for the period
  from January 15, 1997 (inception) through September 30, 2004

Consolidated Statements of Cash Flows
  for the years ended September 30, 2004, September 30, 2003 and for the period
  from January 15, 1997 (inception) through September 30, 2004

Consolidated Statements of Stockholders'
  Deficiency for the years ended September 30, 2004, September 30, 2003 and for
  the period from January 15, 1997 (inception) to September 30, 2004

Notes to Consolidated Financial Statements

---

GLOBAL INNOVATIVE SYSTEMS, INC.(A Development Stage Company)

CONSOLIDATED FINANCIAL STATEMENTS

SEPTEMBER 30, 2004(Stated in U.S. Dollars)



F-1

---



REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and Stockholders 
  Global Innovative Systems, Inc. 
  (A development stage company)

We have audited the accompanying consolidated balance sheet
  of Global Innovative Systems, Inc. (a development stage company) as at September
  30, 2004, and the related consolidated statements of operations, cash flows,
  and stockholders’ deficiency for the year then ended. These consolidated
  financial statements are the responsibility of the Company's management. Our
  responsibility is to express an opinion on these consolidated financial statements
  based on our audit. The consolidated financial statements of Global Innovative
  Systems, Inc., for the year ended September 30, 2003, were audited by other
  auditors whose report thereon, dated December 4, 2003, expressed an unqualified
  opinion.

We conducted our audit in accordance with the standards of
  the Public Company Accounting Oversight Board (United States). Those standards
  require that we plan and perform an audit to obtain reasonable assurance about
  whether the financial statements are free of material misstatement. An audit
  includes examining, on a test basis, evidence supporting the amounts and disclosures
  in the financial statements. An audit also includes assessing the accounting
  principles used and significant estimates made by management, as well as evaluating
  the overall financial statement presentation. We believe that our audit provides
  a reasonable basis for our opinion.

In our opinion, these consolidated financial statements referred
  to above present fairly, in all material respects, the financial position of
  the Company as at September 30, 2004, and the results of its operations and
  its cash flows for the year ended September 30, 2004, in conformity with U.S.
  generally accepted accounting principles.

The accompanying consolidated financial statements have been
  prepared assuming the Company will continue as a going concern. As discussed
  in Note 1(c) to the consolidated financial statements, the Company has incurred
  a net loss of $984,442 since inception, has not attained profitable operations
  and is dependent upon obtaining adequate financing to fulfil its development
  activities. These factors raise substantial doubt that the Company will be able
  to continue as a going concern. Management’s plans in regard to these
  matters are also discussed in Note 1(c). The consolidated financial statements
  do not include any adjustments that might result from the outcome of this uncertainty.

|Vancouver, Canada | “Morgan & Company”   
|----------------- | ---------------------
|December 7, 2004  | Chartered Accountants

|Tel: (604) 687-5841 |                                     | P.O. Box 10007 Pacific Centre
|------------------- | ----------------------------------- | -----------------------------
|fax: (604) 687-0075 | Sute 1488 - 700 West Georgia Street
|www.morgan-cas.com  | Vancouver, B.C. V7Y 1A1            

F-2

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INDEPENDENT AUDITORS' REPORT

To the Directors and Stockholders of 
  Global Innovative Systems, Inc. 
  (A Development Stage Company)

We have audited the accompanying consolidated balance sheets
  of Global Innovative Systems, Inc. (a development stage company) as of September
  30, 2003, and the related consolidated statements of operations, cash flows,
  and stockholders’ equity for the year ended September 30, 2003 and for
  the period from January 15, 1997 (inception) to September 30, 2003. These financial
  statements are the responsibility of the Company's management. Our responsibility
  is to express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with the auditing standards
  generally accepted in the United States of America. Those standards require
  that we plan and perform the audit to obtain reasonable assurance about whether
  the financial statements are free of material misstatement. An audit includes
  examining, on a test basis, evidence supporting the amounts and disclosures
  in the financial statements. An audit also includes assessing the accounting
  principles used and significant estimates made by management, as well as evaluating
  the overall financial statement presentation. We believe that our audits provide
  a reasonable basis for our opinion.

In our opinion, the financial statements referred to above
  present fairly, in all material respects, the financial position of Global Innovative
  Systems, Inc. (a development stage company) as of September 30, 2003, and the
  results of its operations and its cash flows for the year ended September 30,
  2003 in conformity with accounting principles generally accepted in the United
  States of America.

The accompanying consolidated financial statements have been
  prepared assuming the Company will continue as a going concern. As discussed
  in Note 1 to the consolidated financial statements, the Company has suffered
  recurring losses from operations and has no established source of revenue. This
  raises substantial doubt about its ability to continue as a going concern. Management's
  plans in regard to these matters are described in Note 1. These consolidated
  financial statements do not include any adjustments that might result from the
  outcome of this uncertainty.

Respectfully submitted,



/s/ Robison, Hill & Co. 
  Certified Public Accountants

Salt Lake City, Utah 
  December 4, 2003

F-3

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GLOBAL INNOVATIVE SYSTEMS, INC.(A Development Stage Company)

CONSOLIDATED BALANCE SHEETS(Stated in U.S. Dollars)

|                                                               |   |              |  
|-------------------------------------------------------------- | - | ------------ | -
|                                                               |   | SEPTEMBER 30 |  
|                                                               |   | 2004         |  
|                                                               |   |              |  
|                                                               |   |              |  
|ASSETS                                                         |   |              |  
|                                                               |   |              |  
|Current                                                        |   |              |  
|Cash and cash equivalents                                      | $ | 26,145       |  
|Receivable from sale of subsidiary                             |   | -            |  
|                                                               |   |              |  
|                                                               | $ | 26,145       |  
|                                                               |   |              |  
|LIABILITIES                                                    |   |              |  
|                                                               |   |              |  
|Current                                                        |   |              |  
|Accounts payable and accrued liabilities                       | $ | 10,337       |  
|Short term notes payable (Note
      3)                        |   | 15,461       |  
|                                                               |   | 25,798       |  
|                                                               |   |              |  
|                                                               |   |              |  
|STOCKHOLDERS’ EQUITY (DEFICIENCY)                              |   |              |  
|                                                               |   |              |  
|Common Stock (Notes 4 and 7)                                   |   |              |  
|Authorized:                                                    |   |              |  
|800,000,000
      common shares, par value $0.001 per share    |   |              |  
|100,000,000
      preferred shares, par value $0.001 per share |   |              |  
|                                                               |   |              |  
|Issued and outstanding:                                        |   |              |  
|6,033,096
      common shares at September 30, 2004            |   |              |  
|4,896,216
      common shares at September 30, 2003            |   | 6,033        |  
|                                                               |   |              |  
|Additional paid-in capital                                     |   | 978,756      |  
|                                                               |   |              |  
|Deficit Accumulated During The Development Stage               |   | (984,442     | )
|                                                               |   | 347          |  
|                                                               |   |              |  
|                                                               | $ | 26,145       |  

The accompanying notes are an integral part of these financial
  statements

F-4

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GLOBAL INNOVATIVE SYSTEMS, INC.(A Development Stage Company)

CONSOLIDATED STATEMENTS OF OPERATIONS (Stated in U.S. Dollars)

|                                                    |   |              |   |   |              |   |   | CUMULATIVE  |  
|--------------------------------------------------- | - | ------------ | - | - | ------------ | - | - | ----------- | -
|                                                    |   |              |   |   |              |   |   | PERIOD FROM |  
|                                                    |   |              |   |   |              |   |   | INCEPTION   |  
|                                                    |   |              |   |   |              |   |   | JANUARY 15  |  
|                                                    |   | YEARS ENDED  |   |   | 1997 TO      |  
|                                                    |   | SEPTEMBER 30 |   |   | SEPTEMBER 30 |  
|                                                    |   | 2004         |   |   | 2003         |   |   | 2004        |  
|                                                    |   |              |   |   |              |   |   |             |  
|Revenue                                             | $ | -            |   | $ | -            |   | $ | -           |  
|                                                    |   |              |   |   |              |   |   |             |  
|Expenses                                            |   |              |   |   |              |   |   |             |  
|General and administrative                          |   | 18,408       |   |   | 92,756       |   |   | 220,942     |  
|                                                    |   |              |   |   |              |   |   |             |  
|Other Income                                        |   |              |   |   |              |   |   |             |  
|Interest, net                                       |   | -            |   |   | 487          |   |   | 487         |  
|Gain on settlement of accounts
      payable        |   | 3,856        |   |   | -            |   |   | 3,856       |  
|                                                    |   |              |   |   |              |   |   |             |  
|Net Loss From Continuing Operations                 |   | (14,552      | ) |   | (92,269      | ) |   | (216,599    | )
|                                                    |   |              |   |   |              |   |   |             |  
|Discontinued Operations                             |   |              |   |   |              |   |   |             |  
|Loss from operations of Niew Industries,            |   |              |   |   |              |   |   |             |  
|Inc. to be disposed, including
      gain on        |   |              |   |   |              |   |   |             |  
|disposal of $344,977, net of
      tax effect of $0 |   |              |   |   |              |   |   |             |  
|                                                    |   | -            |   |   | 342,577      |   |   | (304,246    | )
|Loss from operations of Energy
      Medicine       |   |              |   |   |              |   |   |             |  
|Developments Corp., including gain
      on         |   |              |   |   |              |   |   |             |  
|disposal of $10,403, net of
      tax effect of $0  |   |              |   |   |              |   |   |             |  
|                                                    |   | -            |   |   | (250,297     | ) |   | (463,597    | )
|                                                    |   |              |   |   |              |   |   |             |  
|Net (Loss) Income From Discontinued Operations      |   | -            |   |   | 92,280       |   |   | (767,843    | )
|                                                    |   |              |   |   |              |   |   |             |  
|Net (Loss) Income For The Period                    | $ | (14,552      | ) | $ | 11           |   | $ | (984,442    | )
|                                                    |   |              |   |   |              |   |   |             |  
|Income (Loss) Per Share, Basic and diluted          |   |              |   |   |              |   |   |             |  
|Continuing operations                               | $ | (0.00        | ) | $ | (0.05        | ) |   |             |  
|Discontinued operations                             |   | -            |   |   | (0.05        | ) |   |             |  
|                                                    |   |              |   |   |              |   |   |             |  
|Loss Per Share                                      | $ | (0.00        | ) | $ | 0.00         |   |   |             |  
|                                                    |   |              |   |   |              |   |   |             |  
|Weighted Average Number Of Shares Outstanding       |   | 5,961,652    |   |   | 1,863,336    |   |   |             |  

The accompanying notes are an integral part of these financial
  statements

F-5

---

GLOBAL INNOVATIVE SYSTEMS, INC.(A Development Stage Company)

CONSOLIDATED STATEMENTS OF CASH FLOWS (Stated in U.S. Dollars)

|                                                                      |   |              |   |   |              |   |   | CUMULATIVE  |  
|--------------------------------------------------------------------- | - | ------------ | - | - | ------------ | - | - | ----------- | -
|                                                                      |   |              |   |   |              |   |   | PERIOD FROM |  
|                                                                      |   |              |   |   |              |   |   | INCEPTION   |  
|                                                                      |   |              |   |   |              |   |   | JANUARY 15  |  
|                                                                      |   | YEARS ENDED  |   |   | 1997 TO      |  
|                                                                      |   | SEPTEMBER 30 |   |   | SEPTEMBER 30 |  
|                                                                      |   | 2004         |   |   | 2003         |   |   | 2004        |  
|                                                                      |   |              |   |   |              |   |   |             |  
|Cash Flows From Operating Activities                                  |   |              |   |   |              |   |   |             |  
|Net (loss) income for the period                                      | $ | (14,552      | ) | $ | 11           |   | $ | (984,442    | )
|                                                                      |   |              |   |   |              |   |   |             |  
|Adjustments To Reconcile Net Loss To Net Cash Provided                |   |              |   |   |              |   |   |             |  
|By Operating Activities                                               |   |              |   |   |              |   |   |             |  
|Net income from discontinued operations                               |   |              |   |   | (92,280      | ) |   | 672,713     |  
|Gain on settlement of accounts
      payable                          |   | (3,856       | ) |   |              |   |   | (3,856      | )
|Decrease (Increase) in other receivables                              |   | 7,933        |   |   | (7,933       | ) |   |             |  
|(Decrease) Increase in accounts
      payable and accrued             |   |              |   |   |              |   |   |             |  
|liabilities                                                           |   | (79,672      | ) |   | 10,290       |   |   | (41,639     | )
|Net cash used in continuing activities                                |   | (90,147      | ) |   | (89,912      | ) |   | (357,224    | )
|Net cash used in discontinued activities                              |   |              |   |   | 45,481       |   |   | (479,215    | )
|                                                                      |   | (90,147      | ) |   | (44,431      | ) |   | (836,439    | )
|                                                                      |   |              |   |   |              |   |   |             |  
|Cash Flows From Investing Activity                                    |   |              |   |   |              |   |   |             |  
|Net cash from discontinued activities                                 |   | -            |   |   | 44,431       |   |   | 65,821      |  
|                                                                      |   |              |   |   |              |   |   |             |  
|Cash Flows From Financing Activities                                  |   |              |   |   |              |   |   |             |  
|Share capital issued                                                  |   | 125,000      |   |   | -            |   |   | 125,000     |  
|Short term notes payable, net                                         |   | (8,708       | ) |   | -            |   |   | (8,708      | )
|Net cash from discontinued activities                                 |   | -            |   |   | -            |   |   | 677,086     |  
|                                                                      |   | 116,292      |   |   | -            |   |   | 793,378     |  
|                                                                      |   |              |   |   |              |   |   |             |  
|Increase In Cash                                                      |   | 26,145       |   |   | -            |   |   | 22,760      |  
|                                                                      |   |              |   |   |              |   |   |             |  
|Effect Of Foreign Exchange On Cash                                    |   | -            |   |   | -            |   |   | 3,385       |  
|                                                                      |   |              |   |   |              |   |   |             |  
|Cash And Cash Equivalents, Beginning Of Period                        |   | -            |   |   | -            |   |   | -           |  
|                                                                      |   |              |   |   |              |   |   |             |  
|Cash And Cash Equivalents, End Of Period                              | $ | 26,145       |   | $ | -            |   | $ | 26,145      |  
|                                                                      |   |              |   |   |              |   |   |             |  
|Supplemental Disclosure Of Interest And Income Taxes
      Paid       |   |              |   |   |              |   |   |             |  
|Interest paid during the period                                       | $ | -            |   | $ | -            |   | $ | -           |  
|Income taxes paid during the period                                   | $ | -            |   | $ | -            |   | $ | -           |  
|                                                                      |   |              |   |   |              |   |   |             |  
|Supplemental Disclosure Of Non-Cash Investing And FinancingActivities |   |              |   |   |              |   |   |             |  
|Shares issued for subsidiaries
      and shareholder payables         | $ | -            |   | $ | 425,598      |   | $ | 436,071     |  
|Licenses acquired by issuance of
      accounts payable               | $ | -            |   | $ | -            |   | $ | 31,037      |  
|Settlement of accounts payable on termination
      of license        | $ | -            |   | $ | -            |   | $ | 26,057      |  

The accompanying notes are an integral part of these financial
  statements

F-6

---

GLOBAL INNOVATIVE SYSTEMS, INC.(A Development Stage Company)

CONSOLIDATEDSTATEMENTOFSTOCKHOLDERS’DEFICIENCY

YEARENDEDSEPTEMBER30, 2004(Stated in U.S.Dollars)

|                                                    |              |   |   |            |   |   |            |  |   |             |   |   | DEFICIT         |   |   |          |  
|--------------------------------------------------- | ------------ | - | - | ---------- | - | - | ---------- |  | - | ----------- | - | - | --------------- | - | - | -------- | -
|                                                    |              |   |   |            |   |   |            |  |   |             |   |   | ACCUMULATE**D** |   |   |          |  
|                                                    | COMMON STOCK |   |   | ADDITIONAL |   |   | CUMULATIVE |  |   | DURING THE  |   |   |                 |  
|                                                    |              |   |   | PAR        |   |   | PAID-IN    |  |   | TRANSLATION |   |   | DEVELOPMENT     |   |   |          |  
|                                                    | SHARES       |   |   | VALUE      |   |   | CAPITAL    |  |   | ADJUSTMENT  |   |   | STAGE           |   |   | TOTAL    |  
|                                                    |              |   |   |            |   |   |            |  |   |             |   |   |                 |   |   |          |  
|Initial capitalization, January 15, 1998            | 100          |   | $ | 67         |   | $ | -          |  | $ | -           |   | $ | -               |   | $ | 67       |  
|Shares issued for cash, April 15, 1998              | 4,900        |   |   | 3,198      |   |   | -          |  |   | -           |   |   | -               |   |   | 3,198    |  
|                                                    | 5,000        |   |   | 3,265      |   |   | -          |  |   | -           |   |   | -               |   |   | 3,265    |  
|                                                    |              |   |   |            |   |   |            |  |   |             |   |   |                 |   |   |          |  
|Net loss                                            | -            |   |   | -          |   |   | -          |  |   | -           |   |   | (260,374        | ) |   | (260,374 | )
|Currency translation adjustment                     | -            |   |   | -          |   |   | -          |  |   | 8,588       |   |   | -               |   |   | 8,588    |  
|Total comprehensive loss                            | -            |   |   | -          |   |   | -          |  |   | 8,588       |   |   | (260,374        | ) |   | (251,786 | )
|                                                    |              |   |   |            |   |   |            |  |   |             |   |   |                 |   |   |          |  
|Balance, as originally reported, September 30, 1998 | 5,000        |   |   | 3,265      |   |   | -          |  |   | 8,588       |   |   | (260,374        | ) |   | (248,521 | )
|                                                    |              |   |   |            |   |   |            |  |   |             |   |   |                 |   |   |          |  
|Retroactive adjustment for 80-1 reverse split,      |              |   |   |            |   |   |            |  |   |             |   |   |                 |   |   |          |  
|December 18, 2003                                   | (4,748       | ) |   | (3,265     | ) |   | 3,265      |  |   | -           |   |   | -               |   |   | -        |  
|Balance, as restated, September 30, 1998            | 252          |   |   | -          |   |   | 3,265      |  |   | 8,588       |   |   | (260,374        | ) |   | (248,521 | )
|                                                    |              |   |   |            |   |   |            |  |   |             |   |   |                 |   |   |          |  
|Net loss                                            | -            |   |   | -          |   |   | -          |  |   | -           |   |   | (145,219        | ) |   | (145,219 | )
|Currency translation adjustment                     | -            |   |   | -          |   |   | -          |  |   | (14,339     | ) |   | -               |   |   | (14,339  | )
|Total comprehensive loss                            | -            |   |   | -          |   |   | -          |  |   | (14,339     | ) |   | (145,219        | ) |   | (159,558 | )
|                                                    |              |   |   |            |   |   |            |  |   |             |   |   |                 |   |   |          |  
|Balance, September 30, 1999                         | 252          |   |   | -          |   |   | 3,265      |  |   | (5,751      | ) |   | (405,593        | ) |   | (408,079 | )

F-7

---

GLOBAL INNOVATIVE SYSTEMS, INC.(A Development Stage Company)

CONSOLIDATEDSTATEMENTOFSTOCKHOLDERS’DEFICIENCY(Continued)

YEARENDEDSEPTEMBER30, 2004(Stated in U.S.Dollars)

|                                          |              |   |   |            |  |   |            |  |   |             |   |   | DEFICIT         |   |   |          |  
|----------------------------------------- | ------------ | - | - | ---------- |  | - | ---------- |  | - | ----------- | - | - | --------------- | - | - | -------- | -
|                                          |              |   |   |            |  |   |            |  |   |             |   |   | ACCUMULATE**D** |   |   |          |  
|                                          | COMMON STOCK |   |   | ADDITIONAL |  |   | CUMULATIVE |  |   | DURING THE  |   |   |                 |  
|                                          |              |   |   | PAR        |  |   | PAID-IN    |  |   | TRANSLATION |   |   | DEVELOPMENT     |   |   |          |  
|                                          | SHARES       |   |   | VALUE      |  |   | CAPITAL    |  |   | ADJUSTMENT  |   |   | STAGE           |   |   | TOTAL    |  
|                                          |              |   |   |            |  |   |            |  |   |             |   |   |                 |   |   |          |  
|Balance, September 30, 1999               | 252          |   | $ | -          |  | $ | 3,265      |  | $ | (5,751      | ) | $ | (405,593        | ) | $ | (408,079 | )
|                                          |              |   |   |            |  |   |            |  |   |             |   |   |                 |   |   |          |  
|Common stock redeemed, October 31, 1999   | (144         | ) |   | -          |  |   | -          |  |   | -           |   |   | -               |   |   | -        |  
|Adjustment for reverse acquisition        | 1,084,892    |   |   | 1,084      |  |   | 429,844    |  |   | -           |   |   | -               |   |   | 430,928  |  
|                                          | 1,085,000    |   |   | 1,084      |  |   | 433,109    |  |   | (5,751      | ) |   | (405,593        | ) |   | 22,849   |  
|                                          |              |   |   |            |  |   |            |  |   |             |   |   |                 |   |   |          |  
|Net loss                                  | -            |   |   | -          |  |   | -          |  |   | -           |   |   | (240,748        | ) |   | (240,748 | )
|Currency translation adjustment           | -            |   |   | -          |  |   | -          |  |   | (4,176      | ) |   | -               |   |   | (4,176   | )
|Total comprehensive loss                  | -            |   |   | -          |  |   | -          |  |   | (4,176      | ) |   | (240,748        | ) |   | (244,924 | )
|                                          |              |   |   |            |  |   |            |  |   |             |   |   |                 |   |   |          |  
|Balance, September 30, 2000               | 1,085,000    |   |   | 1,084      |  |   | 433,109    |  |   | (9,927      | ) |   | (646,341        | ) |   | (222,075 | )
|                                          |              |   |   |            |  |   |            |  |   |             |   |   |                 |   |   |          |  
|Net loss                                  | -            |   |   | -          |  |   | -          |  |   | -           |   |   | (111,911        | ) |   | (111,911 | )
|Currency translation adjustment           | -            |   |   | -          |  |   | -          |  |   | 15,230      |   |   | -               |   |   | 15,230   |  
|Total comprehensive loss                  | -            |   |   | -          |  |   | -          |  |   | 15,230      |   |   | (111,911        | ) |   | (96,681  | )
|                                          |              |   |   |            |  |   |            |  |   |             |   |   |                 |   |   |          |  
|Balance, September 30, 2001               | 1,085,000    |   |   | 1,084      |  |   | 433,109    |  |   | 5,303       |   |   | (758,252        | ) |   | (318,756 | )
|                                          |              |   |   |            |  |   |            |  |   |             |   |   |                 |   |   |          |  
|Acquire Energy Medicine, February 6, 2002 | 760,324      |   |   | 760        |  |   | 14,447     |  |   | -           |   |   | -               |   |   | 15,207   |  
|                                          | 1,845,324    |   |   | 1,844      |  |   | 447,556    |  |   | 5,303       |   |   | (758,252        | ) |   | (303,549 | )
|                                          |              |   |   |            |  |   |            |  |   |             |   |   |                 |   |   |          |  
|Net loss                                  | -            |   |   | -          |  |   | -          |  |   | -           |   |   | (211,649        | ) |   | (211,649 | )
|Currency translation adjustment           | -            |   |   | -          |  |   | -          |  |   | (206        | ) |   | -               |   |   | (206     | )
|Total comprehensive loss                  | -            |   |   | -          |  |   | -          |  |   | (206        | ) |   | (211,649        | ) |   | (211,855 | )
|                                          |              |   |   |            |  |   |            |  |   |             |   |   |                 |   |   |          |  
|Balance, September 30, 2002               | 1,845,324    |   |   | 1,844      |  |   | 447,556    |  |   | 5,097       |   |   | (969,901        | ) |   | (515,404 | )

F-8

---

GLOBAL INNOVATIVE SYSTEMS, INC.(A Development Stage Company)

CONSOLIDATEDSTATEMENTOFSTOCKHOLDERS’DEFICIENCY(Continued)

YEARENDEDSEPTEMBER30, 2004(Stated in U.S.Dollars)

|                                            |              |  |   |            |  |   |            |  |   |             |   |   | DEFICIT         |   |   |          |  
|------------------------------------------- | ------------ |  | - | ---------- |  | - | ---------- |  | - | ----------- | - | - | --------------- | - | - | -------- | -
|                                            |              |  |   |            |  |   |            |  |   |             |   |   | ACCUMULATE**D** |   |   |          |  
|                                            | COMMON STOCK |  |   | ADDITIONAL |  |   | CUMULATIVE |  |   | DURING THE  |   |   |                 |  
|                                            |              |  |   | PAR        |  |   | PAID-IN    |  |   | TRANSLATION |   |   | DEVELOPMENT     |   |   |          |  
|                                            | SHARES       |  |   | VALUE      |  |   | CAPITAL    |  |   | ADJUSTMENT  |   |   | STAGE           |   |   | TOTAL    |  
|                                            |              |  |   |            |  |   |            |  |   |             |   |   |                 |   |   |          |  
|Balance, September 30, 2002                 | 1,845,324    |  | $ | 1,844      |  | $ | 447,556    |  | $ | 5,097       |   | $ | (969,901        | ) | $ | (515,404 | )
|                                            |              |  |   |            |  |   |            |  |   |             |   |   |                 |   |   |          |  
|Acquire Energy Medicine, April 8, 2003      | 7,568        |  |   | 8          |  |   | 143        |  |   | -           |   |   | -               |   |   | 151      |  
|Acquire Energy Medicine, May 12, 2003       | 3,784        |  |   | 4          |  |   | 72         |  |   | -           |   |   | -               |   |   | 76       |  
|Acquire Energy Medicine, September 27, 2003 | 128,112      |  |   | 128        |  |   | 2,434      |  |   | -           |   |   | -               |   |   | 2,562    |  
|Debt settlement, September 30, 2003         | 2,911,428    |  |   | 2,912      |  |   | 404,688    |  |   | -           |   |   | -               |   |   | 407,600  |  
|                                            | 4,896,216    |  |   | 4,896      |  |   | 854,893    |  |   | 5,097       |   |   | (969,901        | ) |   | (105,015 | )
|                                            |              |  |   |            |  |   |            |  |   |             |   |   |                 |   |   |          |  
|Net loss                                    | -            |  |   | -          |  |   | -          |  |   | -           |   |   | 11              |   |   | 11       |  
|Currency translation adjustment             | -            |  |   | -          |  |   | -          |  |   | (5,097      | ) |   | -               |   |   | (5,097   | )
|Total comprehensive loss                    | -            |  |   | -          |  |   | -          |  |   | (5,097      | ) |   | 11              |   |   | (5,086   | )
|                                            |              |  |   |            |  |   |            |  |   |             |   |   |                 |   |   |          |  
|Balance, September 30, 2003                 | 4,896,216    |  |   | 4,896      |  |   | 854,893    |  |   | -           |   |   | (969,890        | ) |   | (110,101 | )
|                                            |              |  |   |            |  |   |            |  |   |             |   |   |                 |   |   |          |  
|Fractional rounding entitlements            | 516          |  |   | -          |  |   | -          |  |   | -           |   |   | -               |   |   | -        |  
|Shares issued for cash, October 23, 2003    | 1,136,364    |  |   | 1,137      |  |   | 123,863    |  |   | -           |   |   | -               |   |   | 125,000  |  
|                                            | 6,033,096    |  |   | 6,033      |  |   | 978,756    |  |   | -           |   |   | (969,890        | ) |   | 14,899   |  
|                                            |              |  |   |            |  |   |            |  |   |             |   |   |                 |   |   |          |  
|Net loss                                    | -            |  |   | -          |  |   | -          |  |   | -           |   |   | (14,552         | ) |   | (14,552  | )
|                                            |              |  |   |            |  |   |            |  |   |             |   |   |                 |   |   |          |  
|Balance, September 30, 2004                 | 6,033,096    |  |   | 6,033      |  |   | 978,756    |  |   | -           |   |   | (984,442        | ) |   | 347      |  

The accompanying notes are an integral part of these financial
  statements

F-9

---

GLOBAL INNOVATIVE SYSTEMS, INC.(A Development Stage Company)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

SEPTEMBER 30, 2004(Stated in U.S. Dollars)

|1. | NATURE OF OPERATIONS
|-- | --------------------
|  
|   | a)                  
|  
|   |                     
|  
|   | b)                  
|  
|   |                     
|  
|   | c)                  
|  
|   |                     
|  
|   |                     

F-10

---

GLOBAL INNOVATIVE SYSTEMS, INC.(A Development Stage Company)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

SEPTEMBER 30, 2004(Stated in U.S. Dollars)

|2. | SIGNIFICANT ACCOUNTING POLICIES                                                                                                                                                                                                                                                                                                                                                                                                 
|-- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|  
|   | The financial statements of the Company
        have been prepared in accordance with generally accepted accounting principles
        in the United States. Because a precise determination of many assets and
        liabilities is dependent upon future events, the preparation of financial
        statements for a period necessarily involves the use of estimates which
        have been made using careful judgment.
|  
|   | The financial statements have, in management’s
        opinion, been properly prepared within reasonable limits of materiality
        and within the framework of the significant accounting policies summarized
        below:                                                                                                                                                                                                
|  
|   | a)                                                                                                                                                                                                                                                                                                                                                                                                                              
|  
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                 
|  
|   | b)                                                                                                                                                                                                                                                                                                                                                                                                                              
|  
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                 
|  
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                 
|  
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                 
|  
|   | c)                                                                                                                                                                                                                                                                                                                                                                                                                              
|  
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                 

F-11

---

GLOBAL INNOVATIVE SYSTEMS, INC.(A Development Stage Company)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

SEPTEMBER 30, 2004(Stated in U.S. Dollars)

|2. | SIGNIFICANT ACCOUNTING POLICIES(Continued)
|-- | ------------------------------------------
|  
|   | d)                                        
|  
|   |                                           
|  
|   |                                           
|  
|   | e)                                        
|  
|   |                                           
|  
|   | f)                                        
|  
|   |                                           
|  
|   | g)                                        
|  
|   |                                           
|  
|   | h)                                        
|  
|   |                                           

F-12

---

GLOBAL INNOVATIVE SYSTEMS, INC.(A Development Stage Company)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

SEPTEMBER 30, 2004(Stated in U.S. Dollars)

|3. | SHORT TERM NOTES PAYABLE                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|-- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|  
|   | The Company has borrowed $15,000 (2003 - $23,100)
        from third parties. The loans are payable on demand with interest at 8%.
        As of September 30, 2004, the principal balance of $15,000, plus accrued
        interest of $461, is due and payable, and has been reported as short
        term notes payable on the accompanying balance sheet for September 30,
        2004.                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|  
|4. | COMMON STOCK                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|  
|   | On October 25, 2003, the Company completed a private
        placement of 284,091 shares of common stock for aggregate proceeds of
        $125,000. These funds were used to settle outstanding obligations
        of the Company and to pay costs related to the planned restructuring of
        the Company and for working capital.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|  
|   | On November 8, 2003, the board of directors authorized
        80 to 1 reverse stock split. The reverse stock split was effective December
        18, 2003. As a result of the split, the authorized shares decreased from
        200,000,000 to 2,500,000. All references in the accompanying financial
        statements to the number of common shares and per-share amounts have been
        restated to reflect the reverse stock split.                                                                                                                                                                                                                                                                                                                                                                                                                           
|  
|   | On March 3, 2004, the Company amended its Articles
        of Incorporation. As a result, the authorized capital stock of the Company
        was increased to 200,000,000 shares of common stock, $0.001 par value,
        of which 1,508,274 are issued and outstanding, and 100,000,000 shares
        of preferred stock, $0.001 par value, of which no preferred shares
        are issued and outstanding.                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|  
|5. | INCOME TAXES                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|  
|   | As of September 30, 2004, the Company had a net
        operating loss carryforward for income tax reporting purposes of approximately
        $970,000 that may be offset against future taxable income through
        2023 to potentially reduce taxable income of those future years. Current
        tax laws limit the amount of loss available to be offset against future
        taxable income when a substantial change in ownership occurs. Therefore,
        the amount available to offset future taxable income may be limited. No
        tax benefit has been reported in the financial statements because the
        Company believes there is a 50% or greater chance the carry-forwards will
        expire unused. Accordingly, the potential tax benefits of the loss carry-forwards
        are offset by a valuation allowance of the same amount.

F-13

---

GLOBAL INNOVATIVE SYSTEMS, INC.(A Development Stage Company)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

SEPTEMBER 30, 2004(Stated in U.S. Dollars)

|5. | INCOME TAXES(Continued)                                                                                                                                               
|-- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------
|  
|   | The tax effect of temporary differences for Canadian
        and US tax purposes that give rise to the Company’s deferred assets
        (liabilities) are as follows:

| |                      |   | 2004    |   |   | 2003    |  
| | -------------------- | - | ------- | - | - | ------- | -
| | Net operating losses | $ | 55,270  |   | $ | 50,320  |  
| | Valuation allowance  |   | (55,270 | ) |   | (50,320 | )
| |                      | $ | -       |   | $ | -       |  

| | The provision for income taxes differs from the amount
        computed using the federal US statutory income tax rate as follows:
| | ----------------------------------------------------------------------------------------------------------------------------------

| |                                            |   | 2004   |   |   | 2003    |  
| | ------------------------------------------ | - | ------ | - | - | ------- | -
| | Provision (Benefit) at US statutory rate   | $ | (4,950 | ) | $ | -       |  
| | Foreign exchange and other                 |   | -      |   |   | 41,140  |  
| | Increase (Decrease) in valuation allowance |   | 4,950  |   |   | (41,140 | )
| |                                            |   |        |   |   |         |  
| |                                            | $ | -      |   | $ | -       |  

|   | The Company evaluates its valuation allowance requirements
        based on projected future operations. When circumstances change and causes
        a change in management’s judgement about the recoverability of deferred
        tax assets, the impact of the change on the valuation is reflected in
        current income.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|-- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|  
|6. | PROPOSED ACQUISITION                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|  
|   | On September 21, 2004 and amended on October 21,
        2004, the Company entered into a Letter of Intent with Tech Team Holdings
        Limited (“TTHL”) to acquire all the issued shares of TTHL.
        The proposed acquisition (“Acquisition”) is to be effected
        pursuant to a share exchange whereby the Company will acquire all of the
        issued shares of TTHL, the consideration for which will be the issuance,
        to TTHL’s shareholders, of approximately 13,000,000 common shares
        in the capital of the Company after giving effect to a four (4) for one
        (1) forward split of the issued and outstanding shares of the Company
        (Note 7). The transaction will be considered to be a reverse acquisition
        of TTHL and a recapitalization of TTHL.
|  
|   | TTHL has provided the Company with a non-refundable
        due diligence deposit of $25,000 which has been applied against expenses.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              

F-14

---

GLOBAL INNOVATIVE SYSTEMS, INC.(A Development Stage Company)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

SEPTEMBER 30, 2004(Stated in U.S. Dollars)

|7. | SUBSEQUENT EVENT                                                                                                                                                                                                                                                                        
|-- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|  
|   | Subsequent to September 30, 2004, the board of directors
        authorized a forward stock split of the Company’s common shares
        issued and outstanding on a 4 for 1 basis. Per-share amounts in the accompanying
        financial statements have been adjusted for the split.

F-15

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- 19 -

Item 8.           Changes
  In and Disagreements With Accountants on Accounting and Financial Disclosure.

On November 8, 2004, we received the resignation of Robison, Hill & Co.,
  Certified Public Accountants. As a result, on November 8, 2004, we engaged Morgan
  & Company, Chartered Accountants, as our new principal independent accountants
  with the approval of our board of directors effective November 8, 2004. There
  were no disagreements with either Robison, Hill & Co. or Morgan & Company.

Item 8A.        Controls and Procedures.

As required by Rule 13a-15 under the Securities Exchange Act of 1934, as of
  the end of the period covered by the annual report, being September 30, 2004,
  we have carried out an evaluation of the effectiveness of the design and operation
  of our company’s disclosure controls and procedures. This evaluation was
  carried out under the supervision and with the participation of our company’s
  management, including our company’s president and our company’s
  chief financial officer. Based upon that evaluation, our company’s president
  and our company’s chief financial officer concluded that our company’s
  disclosure controls and procedures are effective as at the end of the period
  covered by this report. There have been no significant changes in our internal
  controls over financial reporting that occurred during our most recent fiscal
  quarter that have materially affected, or are reasonably likely to materially
  affect our internal controls over financial reporting.

Disclosure controls and procedures and other procedures that are designed
  to ensure that information required to be disclosed in our reports filed or
  submitted under the Securities Exchange Act of 1934 is recorded, processed,
  summarized and reported, within the time period specified in the Securities
  and Exchange Commission’s rules and forms. Disclosure controls and procedures
  include, without limitation, controls and procedures designed to ensure that
  information required to be disclosed in our reports filed under the Securities
  Exchange Act of 1934 is accumulated and communicated to management including
  our president and secretary as appropriate, to allow timely decisions regarding
  required disclosure.

Item 8B.        Other Information

None.

PART III

Item 9.           Directors,
  Executive Officers, Promoters and Control Persons; Compliance with Section 16(a)
  of the Exchange Act.

Directors and Executive Officers, Promoters and Control Persons

All directors of our company hold office until the next annual meeting of
  the stockholders or until their successors have been elected and qualified.
  The officers of our company are appointed by our board of directors and hold
  office until their death, resignation or removal from office. Our directors,
  executive officers and significant employees, their ages, positions held, and
  duration as such, are as follows:

|Name            | Position Held  with the Company | Age | Date First Elected or Appointed                                 
|--------------- | ------------------------------- | --- | ----------------------------------------------------------------
|William McGinty | Director and President          | 57  | October 22, 2003 (President)  
      November 7, 2003 (Director)

Business Experience

The following is a brief account of the education and business experience
  during at least the past five years of our director, executive officer and key
  employee, indicating his principal occupation during that period, and the name
  and principal business of the organization in which such occupation and employment
  were carried out.

---

- 20 -

William McGinty

Mr. McGinty became our President, Secretary and Treasurer on October 22, 2003
  upon the resignations of Messrs. Lawrie and Fletcher as officers of our company
  and our director on November 7, 2003.

From 1995 to 2000 Mr. McGinty was employed by CallDirect Enterprises Inc.,
  which he co-founded. CallDirect was a direct-mail catalogue company selling
  telecommunication products across Canada, (headsets and cordless phone systems).
  At CallDirect Mr. McGinty acted in the capacity of VP Marketing and later President.
  From September 2000 through July 2001 Mr. McGinty worked under contract with
  Canada Payphone Corp. as manager of operations. From September 2001 to September
  2003 Mr. McGinty has acted as a consultant to Digitel Systems.

Committees of the Board

We do not have a standing audit, nominating or compensation committees at
  the present time. Our company did not hold any formal board meetings during
  the year ended September 30, 2004. All the proceedings of the Board were conducted
  by resolutions consented to in writing by all of our directors and filed with
  the minutes of the proceedings of the directors. Such resolutions consented
  to in writing by the directors entitled to vote on that resolution are, according
  to the Nevada General Corporate Law and our by-laws, as valid and effective
  as if they had been at a meeting of the directors duly called and held.

Family Relationships

There are no family relationships among our directors or officers.

Involvement in Certain Legal Proceedings

Our directors, executive officers and control persons have
  not been involved in any of the following events during the past five years:

|1. | any bankruptcy petition filed by or against any business of which such
      person was a general partner or executive officer either at the time of
      the bankruptcy or within two years prior to that time;                                                                                                        
|-- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|  
|2. | any conviction in a criminal proceeding or being subject to a pending
      criminal proceeding (excluding traffic violations and other minor offenses);                                                                                                                                                                 
|  
|3. | being subject to any order, judgment, or decree, not subsequently reversed,
      suspended or vacated, of any court of competent jurisdiction, permanently
      or temporarily enjoining, barring, suspending or otherwise limiting his
      involvement in any type of business, securities or banking activities; or
|  
|4. | being found by a court of competent jurisdiction (in a civil action),
      the Commission or the Commodity Futures Trading Commission to have violated
      a federal or state securities or commodities law, and the judgment has not
      been reversed, suspended, or vacated.                                     

We currently do not have an audit nominating, compensation committees or committees
  performing similar functions. There has not been any defined policy or procedure
  requirements for shareholders to submit recommendations or nomination for directors.

Audit Committee Financial Expert

Our Board of Directors has determined that it does not have a member of its
  audit committee that qualifies as an “audit committee financial expert”
  as defined in Item 401(e) of Regulation S-B, and is “independent”
  as the term is used in Item 7(d)(3)(iv) of Schedule 14A under the Securities
  Exchange Act of 1934, as amended.

We believe that the members of our Board of Directors are collectively capable
  of analyzing and evaluating our financial statements and understanding internal
  controls and procedures for financial reporting. In addition, we

---

- 21 -

believe that retaining an independent director who would qualify as an “audit
  committee financial expert” would be overly costly and burdensome and
  is not warranted in our circumstances given the early stages of our development
  and the fact the we have not generated any revenues from operations to date.

Audit Committee

William McGinty is the sole member of our audit committee.

Code of Ethics

Effective October 29, 2004, our company's board of directors adopted a Code
  of Business Conduct and Ethics that applies to, among other persons, our company's
  president (being our principal executive officer) and our company's secretary
  (being our principal financial and accounting officer and controller), as well
  as persons performing similar functions. As adopted, our Code of Business Conduct
  and Ethics sets forth written standards that are designed to deter wrongdoing
  and to promote:

(1) honest and ethical conduct, including the ethical handling of actual or
  apparent conflicts of interest between personal and professional relationships;

(2) full, fair, accurate, timely, and understandable disclosure in reports
  and documents that we file with, or submit to, the Securities and Exchange Commission
  and in other public communications made by us;

(3) compliance with applicable governmental laws, rules and regulations;

(4) the prompt internal reporting of violations of the Code of Business Conduct
  and Ethics to an appropriate person or persons identified in the Code of Business
  Conduct and Ethics; and

(5) accountability for adherence to the Code of Business Conduct and Ethics.

Our Code of Business Conduct and Ethics requires, among other things, that
  all of our company's personnel shall be accorded full access to our president
  and secretary with respect to any matter which may arise relating to the Code
  of Business Conduct and Ethics. Further, all of our company's personnel are
  to be accorded full access to our company's board of directors if any such matter
  involves an alleged breach of the Code of Business Conduct and Ethics by our
  president or secretary.

In addition, our Code of Business Conduct and Ethics emphasizes that all employees,
  and particularly managers and/or supervisors, have a responsibility for maintaining
  financial integrity within our company, consistent with generally accepted accounting
  principles, and federal, provincial and state securities laws. Any employee
  who becomes aware of any incidents involving financial or accounting manipulation
  or other irregularities, whether by witnessing the incident or being told of
  it, must report it to his or her immediate supervisor or to our company's president
  or secretary. If the incident involves an alleged breach of the Code of Business
  Conduct and Ethics by the president or secretary, the incident must be reported
  to any member of our board of directors. Any failure to report such inappropriate
  or irregular conduct of others is to be treated as a severe disciplinary matter.
  It is against our company policy to retaliate against any individual who reports
  in good faith the violation or potential violation of our company's Code of
  Business Conduct and Ethics by another.

Our Code of Business Conduct and Ethics is filed herewith with the Securities
  and Exchange Commission as Exhibit 14.1 to this annual report. We will provide
  a copy of the Code of Business Conduct and Ethics to any person without charge,
  upon request. Requests can be sent to: Global Innovative Systems Inc., 2114
  Nanton Avenue, Vancouver, British Columbia V6L 3C7, Canada.

Section 16(a) Beneficial Ownership Compliance

Section 16(a) of the Securities Exchange Act of 1934, as amended, requires
  our executive officers and directors and persons who own more than 10% of a
  registered class of our equity securities to file with the Securities and

---

- 22 -

Exchange Commission initial statements of beneficial ownership, reports of
  changes in ownership and annual reports concerning their ownership of our common
  stock and other equity securities, on Forms 3, 4 and 5 respectively. Executive
  officers, directors and greater than 10% shareholders are required by the Securities
  and Exchange Commission regulations to furnish us with copies of all Section
  16(a) reports they file.

To the best of our knowledge, all executive officers, directors and greater
  than 10% shareholders filed the required reports in a timely manner.

Item 10.         Executive
  Compensation.

Executive Compensation

No executive officer of our company received annual salary and bonus in excess
  of $100,000 for the years ended September 30, 2004, 2003 and 2002. For the
  years ended September 30, 2004 and 2003, we did not pay any salaries or bonuses
  to any of our executive officers. As of the date of this annual report, we have
  no compensatory plan or arrangement with respect to any officer that results
  or will result in the payment of compensation in any form from the resignation,
  retirement or any other termination of employment of such officer's employment
  with our company, from a change in control of our company or a change in such
  officer's responsibilities following a change in control.

Employment/Consulting Agreements

Currently we are not a party to any employment or consulting
  agreement.

Stock Option Plan

Currently, there are no stock option plans in favour of any officers, directors,
  consultants or employees of our company. However, we plan to issue stock options
  to our directors, officers and employees in the near future, upon adoption of
  a stock option plan.

Stock Options/SAR Grants

There were no grants of stock options or stock appreciation rights made during
  the fiscal years ended September 30, 2004 and September 30, 2003.

Aggregated Option Exercises in Last Fiscal Year and Fiscal
  Year-End Values

There were no options exercised during fiscal year ended September
  30, 2004 by any officers or directors of our company.

Directors Compensation

Directors may be paid their expenses for attending each meeting of the directors
  and may be paid a fixed sum for attendance at each meeting of the directors
  or a stated salary as director. No payment precludes any director from serving
  our company in any other capacity and being compensated for the service. Members
  of special or standing committees may be allowed like reimbursement and compensation
  for attending committee meetings.

Certain Relationships and Related Transactions

Except as otherwise indicated below, we have not been a party to any transaction,
  proposed transaction, or series of transactions in which the amount involved
  exceeds $60,000, and in which, to its knowledge, any of its directors, officers,
  five percent beneficial security holder, or any member of the immediate family
  of the foregoing persons has had or will have a direct or indirect material
  interest.

Report on Executive Compensation

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- 23 -

Our compensation program for our executive officers is administered and reviewed
  by our board of directors. Historically, executive compensation consists of
  a combination of base salary and bonuses. Individual compensation levels are
  designed to reflect individual responsibilities, performance and experience,
  as well as the performance of our company. The determination of discretionary
  bonuses is based on various factors, including implementation of our business
  plan, acquisition of assets, development of corporate opportunities and completion
  of financing.

Item 11.          Security
  Ownership of Certain Beneficial Owners and Management.

The following table sets forth, as of December 15, 2004, certain information
  with respect to the beneficial ownership of our common stock by each stockholder
  known by us to be the beneficial owner of more than 5% of our common stock and
  by each of our current directors and executive officers. Each person has sole
  voting and investment power with respect to the shares of common stock, except
  as otherwise indicated. Beneficial ownership consists of a direct interest in
  the shares of common stock, except as otherwise indicated.

|Name and Address of Beneficial Owner                                              | Amount and Nature of Beneficial
      Ownership | Percentage of Class(1)
|--------------------------------------------------------------------------------- | ----------------------------------------------- | ----------------------
|William McGinty  
      2114 Nanton Avenue  
      Vancouver, B.C. Canada V6L 3C7 | 150,000                                         | 9.9%                  
|Directors and Executive Officers as a Group                                       | 150,000 common shares                           | 9.9%                  

(1)Based on 1,508,274 shares of common stock issued and outstanding
  as of December 15, 2004. Beneficial ownership is determined in accordance with
  the rules of the SEC and generally includes voting or investment power with
  respect to securities. Except as otherwise indicated, we believe that the beneficial
  owners of the common stock listed above, based on information furnished by such
  owners, have sole investment and voting power with respect to such shares, subject
  to community property laws where applicable.

Change in Control

A change of control occurred on October 15, 2003 as the result of the resignations
  of Fraser Lawrie and Robert Fletcher from our board of directors, the appointment
  of Mr. McGinty to our board of directors, and the acquisition by William McGinty
  of an aggregate of 150,000 post-split shares of common stock from Fraser Lawrie
  and Robert Fletcher.

In addition, we entered into subscription agreements dated October 22, 2003
  with Gordon Smith, Michael Proctor, Donald Sutherland and Joseph Lewis pursuant
  to which we issued an aggregate of 284,091 post-split shares of our common stock
  to the subscribers. We had also entered into certain debt settlement agreements
  dated October 22, 2003 pursuant to which we agreed to settle certain indebtedness
  in the aggregate amount of $400,000 through the issuance of an aggregate
  of 727,857 post-split shares of our common stock at $0.007 per share. We
  issued the foregoing shares in regards to the subscription agreements and debt
  settlement agreements on December 10, 2003.

The shares of our common stock acquired or issued in the foregoing transactions
  collectively represented 77% of our issued and outstanding voting stock.

Item 12.          Certain
  Relationships and Related Transactions.

Other than as described below or under the heading "Executive Compensation",
  there are no material transactions with any of our directors, officers or control
  person that have occurred during the last fiscal year.

We have agreed to the sale of all of the issued and outstanding shares of
  our subsidiary, Energy Medicine, owned by us to Robert Fletcher and Fraser Lawrie,
  pursuant to the terms of a share purchase agreement dated September 30, 2003.
  On October 22, 2003 our Board of Directors approved the Sale of Energy Medicine,
  as a result of our change

---

- 24 -

in control, as discussed in our information statement on Schedule 14f-1, which
  was filed and mailed to our registered shareholders on October 29, 2003. Due
  to our change in control, our new management intends to pursue other opportunities
  unrelated to the business of Energy Medicine.

The agreement for the sale of Energy Medicine was made with Fraser Lawrie
  and Robert Fletcher, our former directors and officers. Under the terms of the
  agreement, the purchase price for the shares of Energy Medicine was $28,400,
  which consisted of the forgiveness of certain debts owed by us to Messrs. Lawrie
  and Fletcher or to companies controlled by Messrs Lawrie and Fletcher.

Item 13.          Exhibits.

|Exhibit Number | Description                                                                                                                                                                                                                                                                           
|-------------- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|               |                                                                                                                                                                                                                                                                                       
|(3)            | (i) Articles of Incorporation; and (ii) Bylaws                                                                                                                                                                                                                                        
|               |                                                                                                                                                                                                                                                                                       
|3.1            | Charter (incorporated by reference from our Registration
      Statement on Form 10-SB filed on April 11, 2000).                                                                                                                                                                      
|               |                                                                                                                                                                                                                                                                                       
|3.2            | Articles of Incorporation (incorporated by reference
      from our Registration Statement on Form 10-SB filed on April 11, 2000).                                                                                                                                                    
|               |                                                                                                                                                                                                                                                                                       
|3.3            | Bylaws (incorporated by reference from our Registration
      Statement on Form 10-SB filed on April 11, 2000).                                                                                                                                                                       
|               |                                                                                                                                                                                                                                                                                       
|3.4            | Certificate of Reverse Stock Split filed with
      the Nevada Secretary of State on November 12, 2003 (incorporated by reference
      from our Current Report on Form 8-K filed on December 17, 2003).                                                                              
|               |                                                                                                                                                                                                                                                                                       
|3.5            | Certificate of Amendment to Articles of Incorporation
      filed with the Secretary of State of Nevada on March 3, 2004 (incorporated
      by reference from our Quarterly Report on Form 10- QSB filed on May 15,
      2004)                                                      
|               |                                                                                                                                                                                                                                                                                       
|(10)           | Material Contracts                                                                                                                                                                                                                                                                    
|               |                                                                                                                                                                                                                                                                                       
|10.1           | Share Purchase Agreement, dated September 30,
      2003, between Global Innovative Systems Inc., Fraser Lawrie and Robert Fletcher
      (incorporated by reference from our Current Report on Form 8-K filed on
      November 7, 2003).                                            
|               |                                                                                                                                                                                                                                                                                       
|10.2           | Acquisition Agreement, dated January 22, 2003,
      between Ken Bergestad, Walter Niemi, Lloyd Olson, Fraser Lawrie, Robert
      M. Fletcher and Global Innovative Systems, Inc. (incorporated by reference
      from our Annual Report on Form 10-KSB filed on December 23, 2003).
|               |                                                                                                                                                                                                                                                                                       
|10.3*          | Letter of Intent, dated
      September 21, 2004, between Global Innovative Systems Inc. and the shareholders
      of Tech Team Holdings Inc.                                                                                                                                        
|               |                                                                                                                                                                                                                                                                                       
|10.4*          | Amendment to Letter
      of Intent, dated October 20, 2004, between Global Innovative Systems Inc.
      and the shareholders of Tech Team Holdings Inc.                                                                                                                             
|               |                                                                                                                                                                                                                                                                                       
|(14)           | Code of Ethics                                                                                                                                                                                                                                                                        
|               |                                                                                                                                                                                                                                                                                       
|14.1*          | Code
        of Ethics                                                                                                                                                                                                                                                                
|               |                                                                                                                                                                                                                                                                                       
|(31)           | Rule 13a-14(a)/15d-14(a)
        Certifications                                                                                                                                                                                                                                       

---

- 25-

|31.1* | Certification of Principal
      Executive Officer and Principal Financial Officer filed pursuant to Section
      302 of the Sarbanes-Oxley Act of 2002.                                               
|----- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|      |                                                                                                                                                                                                         
|(32)  | Section 1350 Certifications                                                                                                                                                                             
|      |                                                                                                                                                                                                         
|32.1* | Certification of Principal
      Executive Officer and Principal Financial Officer pursuant to 18 U.S.C.
      Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act
      of 2002.

*Filed herewith

Item 14.          Principal
  Accountant Fees and Services

Audit Fees

The aggregate fees billed by Morgan & Company, Chartered Accountants or
  Robison, Hill & Co. (our former auditors), Certified Public Accountants
  for professional services rendered for the audit of our annual financial statements
  included in our Annual Report on Form 10-KSB for the fiscal years ended September
  30, 2004 and 2003 were $5,800 and $6,800 respectively.

Audit Related Fees

For the fiscal years ended September 30, 2004 and 2003, the aggregate fees
  billed for assurance and related services by Morgan and Company or Robison,
  Hill & Co. (our former auditors), Certified Public Accountants relating
  to the performance of the audit of our financial statements which are not reported
  under the caption “Audit Fees” above, was $4,000 and $0
  respectively.

Tax Fees

For the fiscal years ended September 30, 2004 and 2003, the aggregate fees
  billed by Morgan and Company or Robison, Hill & Co. (our former auditors),
  Certified Public Accountants for other non-audit professional services, other
  than those services listed above, totalled $625.

We do not use Morgan and Company for financial information system design and
  implementation. These services, which include designing or implementing a system
  that aggregates source data underlying the financial statements or generates
  information that is significant to our financial statements, are provided internally
  or by other service providers. We do not engage Morgan and Company to provide
  compliance outsourcing services.

Effective May 6, 2003, the Securities and Exchange Commission adopted rules
  that require that before Morgan and Company is engaged by us to render any auditing
  or permitted non-audit related service, the engagement be:

- approved by our audit committee (which consists of entire Board of Directors);
    or
- entered into pursuant to pre-approval policies and procedures established
    by the audit committee, provided the policies and procedures are detailed
    as to the particular service, the audit committee is informed of each service,
    and such policies and procedures do not include delegation of the audit committee’s
    responsibilities to management.

The audit committee pre-approves all services provided by our independent
  auditors. The pre-approval process has just been implemented in response to
  the new rules, and therefore, the audit committee does not have records of what
  percentage of the above fees were pre-approved. However, all of the above services
  and fees were reviewed and approved by the audit committee either before or
  after the respective services were rendered.

The audit committee has considered the nature and amount of fees billed by
  Morgan and Company and believes that the provision of services for activities
  unrelated to the audit is compatible with maintaining Morgan and Company.

---

- 26 -

SIGNATURES

In accordance with Section 13 or 15(d) of the Exchange Act,
  the registrant caused this report to be signed on its behalf by the undersigned,
  thereunto duly authorized.

GLOBAL INNOVATIVE SYSTEMS, INC.

By:/s/ William McGinty
  William McGinty, President, Secretary and Treasurer 
  (Principal Executive Officer and Principal Financial and Accounting Officer)

Date: December 29, 2004

---