10-K 1 a2279101k.txt FOR THE FISCAL YEAR ENDED NOVEMBER 30, 2008 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended November 30, 2008 Commission File Number 000-33271 GLOBAL BIOTECH CORP. Delaware 98-022951 (State or Other Jurisdiction of (I.R.S. Employer Incorporation or Organization) Identification No.) 5800 Metropolitan Blvd E Suite 328 Montreal, Quebec H1S 1A7 ADDRESS OF principal Executive Offices) Issuer's telephone number: (514) 333-4545 Securities registered pursuant to Section 12 (b) of the Act: None Securities registered pursuant to Section 12 (g) of the Act: Common stock, par value $0.0001 per share 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| Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definitions of "large accelerated filer," "accelerated filer," and "smaller reporting company" in Rule 12b-2 of the Exchange Act. Large accelerated filer [_] Accelerated filer [_] Non-accelerated filer [_] Smaller reporting company [X] (Do not check if a smaller reporting company) Indicate by check mark whether the registrant is a shell company (as determined in Rule 12b-2 of the Exchange Act) Yes [x] 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 3 of this Form 10-K or any amendment to this Form 10-K. [X] Issuer's revenues for its most recent fiscal year: $0

GLOBAL BIOTECH CORP. FORM 10-K ANNUAL REPORT TABLE OF CONTENTS SECTION PART 1 Item 1. Business 1 Item 2. Properties 10 Item 3. Legal Proceedings 11 Item 4. Submission of Matters to a Vote of Security Holders 11 PART 2 Item 5. Market for Registrant's Common Equity and Related Stockholders' Matters 11 Item 6. Management's Discussion and Analysis of Financial Condition and Results of Operation 12 Item 7. Financial Statements and Supplementary Data 17 Item 8. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure. 17 Item 8a Controls and Procedures 17 PART 3 Item 9. Directors and Executive Officers of the Registrant 18 Item 10. Executive Compensation 23 Item 11. Security Ownership of Certain Beneficial Owners and Management 24 Item 12. Certain Relationship and Related Transactions 24 PART 4 Item 13. Exhibits, Financial Statement Schedule and Reports on Form 8-K 24 Item 14. Principal Accountant Fees and Services 25

DESCRIPTION OF BUSINESS (a) Business Development GLOBAL BIOTECH CORP. ("GLOBAL"), formerly (SWORD COMP-SOFT CORP.) was organized on November 2, 1998. Its goal was to bring interactive healthcare information services utilizing the Internet to the consumer, the end user, to access what they, as individuals, need. As of March 5, 2003 this business was sold along with the assumption of a note payable in the amount of $700,000 to Millenia Hope Inc., its former parent corporation. In exchange, GLOBAL received 30.7 million shares of its outstanding common shares held by Millenia Hope Inc. Subsequently, GLOBAL acquired the exclusive 10 year North American licensing rights to a vehicle tracking system in exchange for 30.7 million of its common shares. GLOBAL's vehicle tracking system was supposed to seamlessly tie together wireless communications and the Internet with global positioning technology to link vehicles to a world of unlimited wireless services. As of February 24, 2005,GLOBAL's Board of Directors concluded that its attempt to enter the vehicle tracking business was unsuccessful and entered into a provisional agreement, with Advanced Fluid Technologies Inc. a Delaware corporation, to acquire assets from the latter corporation pursuant to entering the bottled water, more specifically the oxygenated bottled water, market. This Agreement was finalized on August 15, 2007. (b) Business of Issuer GLOBAL's goal is to position AquaBoost(TM), the bottled oxygenated water product it expects to acquire from Advanced Fluid Technologies, as an energizing alternative to soft drinks and as a beverage with more health benefits than ordinary water. To date, the aforementioned product has had minimal sales and the Company will endeavor, but can offer no guarantees, to raise its sales level significantly. Officers and director of the firm have committed to fund the operations of the Company until sufficient funds have been generated from ongoing business. OXYGENATED WATER, THE PRODUCT Oxygen enriched water is water that is treated, combined or infused with oxygen. Most oxygen enriched water companies claim that their water contains around seven times the oxygen of natural, mineral, tap or spring water. For many of the available brands the oxygen content is acknowledged to decrease over time (giving products a shorter shelf life) and also decreases when the oxygen-enriched water bottle is opened, as the oxygen slowly dissipates. 1 Oxygenated water is a convenient source of additional oxygen for the body. The benefits of additional oxygen, according to the studies run and research done, include increased cardiovascular and muscular endurance. Oxygenated water raises the body's energy levels, improves concentration, calms the nervous system, and helps to remove toxins (See Tests and Studies). BOTTLED WATER MARKET Worldwide sales in the fast-growing bottled water industry have risen annually, over the past decade, surpassing $40 billion US in 2004. The United States market was $7.1 billion US and the European market, where bottled water is the leading beverage, at an estimated $12 billion. Some analysts suggest that bottled water will surpass all US beverage categories, excluding soft drinks. Oxygenated bottled water is a sub-category, one of the groups of specialty beverages, of the broader bottled water market. Zenith International, a British food industry consultant, stated, in its January 2005 report, that the worldwide sales of bottled oxygenated water in 2004 reached 110 million litres, a growth of 30% from previous year and 65% during the past 2 years. MARKET SIZE AND TRENDS The oxygenated water market represents an important niche within the global beverage market. The product imparts beneficial aspects not available from bottled water, and is a healthy substitute for soft drinks. For the year 2004, according to the aforementioned Zenith study, Europeans purchased some 44 billion litres of bottled water and Americans more than 26 billion litres. The 2004 sales figures for oxygenated bottled water were 32 million litres for the United States and 40 million litres for Europe, respectively. As per the previously mentioned Zenith report, oxygenated water sales should double between 2004 and the year 2008. This would yield an annual growth rate of 20%, far above the predicted growth rate of regular bottled water. According to the Canadian Soft Drinks Association, bottled water is the largest selling beverage in Europe and ranks behind soft drinks in North America. The growth rate in the past decade for all bottled water consumption is much higher than that of soft drinks. COMPETITION Several Canadian companies and Bio-Hydration of San Diego, California, the volume leader in oxygenated water, have developed their own oxygenated water.O2 Canada, Oxyl'Eau, Neva Sport, Athletic Superwater, and Life 02 are being marketed as a means to improve athletic performance. Penta and Avani's oxygenated water relies on the purity of its product in its sales effort. 2 All of these brands are not on par with AquaBoost(TM) in either their oxygen-retentive abilities and/or in their levels of oxygenation. Brand Parts Per Million of Oxygen Retentive Ability Oxygen Upon Opening of a Bottle 600ml ---------------------------------------------------------- Penta Waters Up to 70 Not listed Life O2 Up to 120 Less than 36 hours O2 Canada Up to 40 Not listed Athletic Super Water Up to 50 Not listed Avani Extra Oxygen Up to 50 Maximum up to 2 hours Neva Sport Up to 50 Within 24 hours OxyL'eau 15 Not listed AQUABOOST(TM) AquaBoost(TM) is "oxygenated" water: it has been treated to retain oxygen in concentrations far higher than those found in nature. For example, water can retain 9 parts per million (ppm) of oxygen at 20(degree) under a pressure of one atmosphere. Studies conducted by the Quebec government have confirmed that our water contained at least 20 ppm - the highest concentration detectable by the government lab's measurement instruments. Our own tests established that AquaBoost(TM) contained in excess of 80 ppm and even exceeded 100 ppm, even six months after bottling (See Tests and Studies section). PRODUCTION PROCESS We have added new dimensions to the laws of physics governing dissolved gases. Our method of dissolving gases in a liquid works by influencing ionic mobility, electron diffusion, via an electron cannon, and the use of triboelectricity with electrostatic charges. Due to the aforementioned processes, we can attach and stabilize oxygen molecules in water at levels previously unheard of, 100PPM and even higher. Therefore, in contrast to a mineralized solution reducing the dissolvability of oxygen in water, as would be the case with our competitors' products, a small quantity of minerals helps us create conductivity in water. In effect, the amount of conductivity is influenced by the electrolyte strength, the nature of free ions and their concentration in water. The process modifies water's physical and chemical characteristics and allows us to bond the oxygen molecule to water. 3 Currently, we expect that our oxygenated bottled water will be produced for us by Saint Ellie's bottling plant in Quebec,Canada, though we have the option to utilize any other facility that may prove more efficacious. Their production and bottling capacity is more than adequate to fill our estimated annual sales of oxygenated water. DEVELOPMENT We are researching the optimum path to bring further products to the market in the medium term, by exploring the oxygenation technology's application in beverages other than water. Oxygenated fruit-juices is one of the development items on our mid-term strategic horizon. COMPETITIVE ADVANTAGES o Due to its production process, AquaBoost(TM)'s elevated oxygen content does not simply bubble away, when the product is opened, as happens with many of our competitors' products. Aquaboost(TM) will retain its oxygen level over a much longer period of time than its competitors. o Our level of dissolved oxygen, up to 100ppm, is far greater than the vast majority of our competitors (see previous section). o Our production process ensures that our product is clean of all contaminants and impurities. PRICING AND MARKETING PRICING Due to the superior qualities of of AquaBoost(TM), we believe that retailers will obtain premium prices for it. The higher price will signal to consumers that there is something "unique" about AquaBoost(TM), which we expect will fuel greater customer demand. It will also offer the increased margins of oxygenated and specialty type waters to distributors, thus helping to boost our product's introduction into the consumer marketplace. POTENTIAL CONSUMERS AquaBoost(TM) offers important benefits to consumers. In raising their oxygen levels, people not only feel better and have increased energy levels, they also think more clearly and function at peak performance for longer periods of time, improving their work and leisure time productivity. An in house survey of potential AquaBoost(TM) customers and the 2005 report of Zenith International tell us that they are health-conscious, men and women who will benefit from the additional oxygen in their bodies. They lead active lifestyles, engage in sports and other physical activities and are looking for healthy, nourishing alternatives to soft drinks and other traditional beverages. 4 A secondary group that we have identified, through the same research, are the elderly, who may encounter oxygen deprivation through illness and physical trauma. Oxygen reduces the effectiveness of pathogenic bacteria and viruses. As a simple, readily available source of oxygen. AquaBoost(TM) can offer these consumers better health. In March 2001 Aquaboost(TM) was shown at the beverage and food show, SIAL, in Montreal, Quebec. Over 4,000 samples of Aquaboost(TM) were given out and generated significant positive interest during the commencement of the product testing phase. MARKETING STRATEGY The Company, both in the short and in the long term, aims to raise the awareness of our product, and the added benefits of additional oxygen in the blood stream. Medical benefits, of elevated oxygen levels, include: Treatment of: - Infectious Diseases - Chronic wounds - Anemia/blood loss - Post operative wound care - Spinal cord injury - Cerebral Damage - Burn Victims Improvements in: - Cognitive performance - Lowering blood pressure - Depression - Sleep Disorders - Chronic joint and muscular pain - Chronic Fatigue - Respiratory and Heart problems - Stimulation of metabolism AquaBoost(TM) will be marketed and differentiated as having one of the highest PPM of oxygen and retaining this level over an extended period of time, thus conveying more of the potential benefits of higher bloodstream oxygen levels. With appropriate financing we will also utilize sport stars and will continue to ride the general bottled water and specialty water consumption rise, vis a vis soft drinks and other beverages. 5 PURCHASED RIGHTS On August 15,2007 the Company finalized an agreement with Advanced Fluid Technologies to purchase their to be patented oxygenation unit and all technical know how, intellectual properties, methodologies and all information pertaining to the following: the fixation of the oxygen molecule to water or any other fluid and/or to the building and maintenance of the oxygenation unit. Furthermore; all trademarks for the name Aquaboost Oxygenated Water, and the right to use and register said name globally, were to be transferred to Global. Purchase price, for all the aforementioned assets, is a combination of debt this being the $216,261 due by AFT to the Company in a note payable as of August 26, 2005, and 18 million shares of the Company's common stock, valued at $720,000. Pursuant to the above stock issuance to Advanced Fluid Technologies, on August 15,2007, the assets listed in the Agreement were transferred to the Company. TESTS AND STUDIES AquaBoost(TM) oxygen levels and retentive abilities December 1999 - March 2000-Test done by the Government of Quebec, Canada's Testing facility. 58 samples of 500 ml and 1000 ml bottles refrigerated until December 23, 1999 and then left at room temperature until the end of the of experiment Upper limit of government testing equipment 20 ppm Samples opened December 23, 1999, January 19, February 16 and March 13, 2000. All samples measured at or above the maximum testing level i.e. in excess of 20 ppm of dissolved oxygen. February 2000 - July 2000-Test done In-House by Dr. Rene Morel of Hospital Maisoneuve Rosemont. Measured, once a month, the oxygen level of a total of 200 bottles, 500 ml and 1000 ml, left at room temperature, for 6 months consecutively. All samples measured between 80-110 ppm of dissolved oxygen, even after 6 months. August 2000 - Test done by LAB Preclinical Research International Variation of PO2 levels in MMHG in relation to time, animals 1 canine test subject, 11 months old, 500 ml with an oxygen content of 33 ppm Increased PO2 level within a short time of receiving the oxygenised solution. July 2000 - Test done by Dr. Knox van Dyke and Dr. Meir Sacks - University of West Virginia Examined AquaBoost(TM) in an assay against the strong pro-oxidant SIN-1 which produces a key body oxidant called peroxynitrite. AquaBoost acted as an antixiodant by suppressing the light from luminol. Normally the peroxynitrite reacts with the luminol to produce light. AquaBoost interfered with the production or transmission of light, clearly indicating it is acting as an antioxidant. November 2000 - Test done In-House by Dr. Rene Morel of Hospital-Maisoneuve Rosemont. Variation of PO2 levels in MMHG in relation to time, humans 6 adults, male and female ages 38-53, who ingested 750 ml each of AquaBoost(TM) with an oxygen content of 100ppm. In all cases, their PO2 level increased significantly within a short time of ingesting Aquaboost(TM). Equally as significant, the elevated level of PO2 was detectable after a sustained period of time. 6 April 2002 - Test done by Northwest Environmental Water Lab in Oakville. AquaBoost retaind oxygenated was 82ppm or 900% more than naturally occurring oxygen in water. STUDIES ON THE BENEFITS OF INGESTING OXYGENATED WATER The European Journal of Medical Research( vol.6, Nov 20,2001) has carried out a study on the effect of oxygen enriched water on behalf of Germany's Adelhoizener. The study found that, due to warming in the stomach, oxygen bound in mineral water slowly de-binds and penetrates the stomach septum. Hence, venous blood leading to the liver was additionally supplied with oxygen. This oxygen enrichment amounted to 7% to 14% and lasted for around one hour. In August 1997 double-blind tests were conducted by the Center for Research on Woman's Health, Denton, Texas under the supervision of Dr. John Duncan. This involved 25 participants - 20 male and 5 females. They were given either clustered and oxygen enriched water or normal water and asked to run for 90 minutes with relevant recordings and measurements taken. It was found that runners drinking the clustered and oxygen enriched water decreased recorded times over the 5 kilometre distance by an average of 31 seconds, compared to regular bottled water. It was concluded that oxygen enriched beverages could increase athletic achievement. According to a January 1999 article in the Canadian Journal of Health and Nutrition, "Oxygen Boosts Performance", the addition of extra oxygen to the human body yields many health and well-being benefits: improved cardiovascular endurance, raised energy levels, improved concentration, a calmer nervous system, and reduced toxin levels. In a study conducted for Oxy-Water by George Washington University, entitled "Effects of Oxygenized Water on Percent Oxygen Saturation and Performance During Exercise"( presented to The American College of Sports Medicine in June 2001 by Jenkins,Moreland,Waddell and Fernhall), the effect of oxygen enriched water on performance during exercise was investigated. The study involved ten men and ten women aged between 23 and 35 - all regular exercisers. Each person performed two maximum output tests and two endurance tests, two for both oxygenized and distilled water. All four tests were carried out on a cycling machine. Each person drank 50cl of water 15 minutes before each test and then immediately following fatigue. Further separation of the group found that the time to fatigue during the maximum output exercise was greater with Oxy-Water compared to the distilled water. The study concluded, "Individuals who are highly trained may benefit from the use of oxygenised water to increase percentage oxygen saturation during acute bouts of intense exercise and possibly prolong time to fatigue. Even small increases in oxygen saturation may be significant in highly trained individuals and elite performers." "Oxygen plays a pivotal role in the proper functioning of the immune system..we can look at oxygen deficiency as the single greates cause of all diseases." Stephen Levine, a respected molecular biologist and geneticist, and Dr. Paris M. Kidd, Ph.D., excerpted from Antioxidant Adaptation and Immunity, etc., published in August 1986. Two time Nobel Prize winning researcher, Dr. Otto Warburg determined that healthy cells might become cancerous as a result of oxygen depriviation.- per an OxyPlus oxygenated water excerpt Dr. Otto Warburg's studies prove that when your body is saturated in oxygen, your healthy cells have more energy and are stronger. Cancer cells do not feed on oxygen,they feed on fermentation. An oxygen- saturated body is a hostile environment for cancer. Oxygen increases your energy, your memory and the quality of your life(excerpted from his address on June 30,1966 in Lindau, Lake Constance, Germany). 7 As reported in the New York Times in 2001,Glenn J. Butler, whose bio-engineering career includes work with NASA and whose firm manages The Chronic Wound Treatment & Hyperbaric Center at The Mount Vernon Hospital, researched the long and short-term effects of consuming Oxygen8 (an oxygenated water produced in the US). Mr. Butler's findings: "By drinking Oxygen8, there is a significant increase in blood oxygen levels. The results suggest that the oxygen remains in the system for longer than 10 minutes after consumption. Approximately 1 out of every 3 of Americans is in need of hydration and thus, oxygen would be beneficial for their health." As with many scientific claims, there are detractors from the benefit of ingesting oxygen enriched water. The tests and studies we have quoted are the validation for our beliefs in the benefit of oxygenated water. AQUISITIONS On August 15, 2007 the Company finalized an agreement with Advanced Fluid Technologies to purchase their to be patented oxygenation unit and all technical know how, intellectual properties, methodologies and all information pertaining to the following: the fixation of the oxygen molecule to water or any other fluid and/or to the building and maintenance of the oxygenation unit. Furthermore; all trademarks for the name Aquaboost Oxygenated Water and the right to use and register said name globally, were to be transferred to Global. Purchase price, for all the aforementioned assets, was a combination of debt this being the $216,261 due by AFT to the Company in a note payable as of August 26, 2005, and 18 million shares of the Company's common stock valued at $0.04 per share or $720,000. Pursuant to the above stock issuance to Advanced Fluid Technologies on August 15,2007, the assets listed in the Agreement were transferred to the Company. Business Objectives and Milestones The Company's short-term and medium-term objectives are as follows: o To attach our oxygenation unit in Quebec to the bottling line of a recognized North American bottler via a joint venture or establish our own bottling plant; o To create a revenue stream through sales from strategic merchandising relationships and highly targeted markets - to this end, the Company is working on forming business relationships with pharmacy chains to place its nutraceutical beverage products in the next 6 to 12 months; o To strengthen its investor relations program, to increase shareholder value and increase public investors' interest in the Company; and o To complete development of additional oxygenated and non-oxygenated drinks with nutraceutical values, which can be added to the Company's product offering, distributed by others, or licensed to others. o The Company's long-term objectives are: o To position Aquaboost(TM) as a top quality oxygenated water in the specialty waters market - Aquaboost(TM)'s oxygenation level (up to 100 ppm and greater), the ability of our bottled water to retain this level of oxygenation, even over lengthy periods of time, and the purity of our product, we believe, should give Aquaboost(TM) the ability to become a staple in this specialty waters niche; 8 o To reach our 4 years sales objective - We have set a conservative sales objective of 4-6% of the European and American markets, or US$12.5 million to US$20 million of annual revenues by 2012. The fact that Aquaboost(TM) was seen by hundreds of distributors at the SIAL in Montreal, Canada in 2001, gives Management confidence that Global can meet these sales objectives; and o To enter other complimentary beverage fields - The Company has held discussions with several large beverage companies about oxygenating fruit juices. Should these discussions prove successful, the Company would have another major revenue generating area. The Company may also partner with other beverage distributors or lease its technology for royalties in those regions and for those products where it will not negatively impact potential Aquaboost(TM) sales. We are also conducting research and development on a potential new product that we currently refer to as "Aquaboost-VitA: Orange Antioxidant". 9 EMPLOYEES There are no signed contracts with any employees. At the current time the following officers are its only employees: Louis Greco - President-Director Responsible for overall operational co-ordination, implantation of its new business direction and the marketing effort required to bring this to fruition. At present, he devotes 1 1/2 days per week to the Company and is a resident of Montreal. Perry Choiniere - Chief Operating Officer-Director Responsible for day-to-day implantation of the Company's entry into the bottled water field. Currently, he devotes a full week to the Company and is a Montreal resident. Frederique Blondeleau- Vice President - Sales and Marketing Responsible for sales and marketing. He devotes his time to the Company as his expertise is needed, based on the Company's development stage, and is a Montreal resident. Dr. Pierre Marois, Chief Scientific Officer Dr. Pierre Marois, a well- respected physician at St. Justine's Hospital in Montreal, Canada, specializes in rehabilitative and epidermal medicine. Dr. Marois has specific expertise in the oxygenation process, having been one of the leaders of a research team involved in oxygenation projects from 1998-2001. Resident of Montreal. Gilles Lamarre- Vice President-Director Responsible for assisting the President with general oversight of the Company, its operations and shareholder communications. Currently, he devotes a full week to the Company and is a Montreal resident Eric Sonigo, Vice President - Production Once the corporation starts selling its product in large volume, Mr. Sonigo will be responsible for the production runs and machinery maintenance, as well as scheduling of orders and will work full time for the Company. He is a Montreal resident. Although the aforementioned six officers, to a greater or lesser extent, do not work full time for GLOBAL; each one devoted an adequate amount of time to accomplish his role in the corporate structure. Whenever it is necessary, each of these officers puts in work time over and above their regularly scheduled workday. ITEM 2 DESCRIPTION OF PROPERTIES Our principal office is 1200 sq, ft., located at 5800 Metropolitan Est, suite 328 in Montreal, Quebec. 10 ITEM 3 LEGAL PROCEEDINGS We are not involved in any material legal proceedings. ITEM 4 ITEMS SUBMITTED TO A VOTE OF SECURITY HOLDERS None ITEM 5 MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDERS MATTERS (a) Market in Formation Currently, there is no public market for GLOBAL BIOTECH CORP. shares. The company has filed, via a market maker, documentation to allow it to be traded publicly on a North American Stock Exchange. Of the 67,265,500 shares of common stock outstanding, 53,167,550 shares are currently subject to the resale restrictions and limitations of Rule 144. In general, under Rule 144 as currently in effect, subject to the satisfaction of certain other conditions, a person, including an affiliate, or persons whose shares are aggregated with affiliates, who has owned restricted shares of common stock beneficially for at least one year is entitled to sell, within any three-month period, a number of shares that does not exceed 1% of the total number of outstanding shares of the same class. In the event the shares are sold on an exchange or are reported on the automated quotation system of a registered securities association, you could sell during any three-month period the greater of such 1% amount or the average weekly trading volume as reported for the four calendar weeks preceding the date on which notice of your sale is filed with the SEC. Sales under Rule 144 are also subject to certain manner of sale provisions, notice requirements and the availability of current public information about us. A person who has not been an affiliate for at least the three months immediately preceding the sale and who has beneficially owned shares of common stock for at least two years is entitled to sell such shares under Rule 144 without regard to any of the limitations described above. (b) Holders As of February 27, 2009, there were 280 holders of the Company's common stock. (c) Dividends The Company has had no earnings to date, nor has the Company declared any dividends to date. The payment by the Company of dividends, if any, in the future, rests within the discretion of its Board of Directors and will depend, among other things, upon the Company's earnings, its capital requirements and its financial condition, as well as other relevant factors. The Company has not declared any cash dividends since inception, and has no present intention of paying any cash dividends on its Common Stock in the foreseeable future, as it intends to use earnings, if any, to generate growth. 11 (d) Recent Sales of Unregistered Securities. Common Stock On August 15, 2007 the Company issued 18,000,000 shares of common stock in settlement of Property & Equipment of $605,000 and goodwill of $115,000, a total of $720,000 (a) Common or Preferred Stock The Company is authorized to issue 260,000,000 shares of Common Stock, $0.0001 par value, of which 67,265,500 shares were issued and outstanding as of the date hereof. Each outstanding share of Common Stock is entitled to one (1) vote, either in person or by proxy, on all matters that may be voted upon the owners thereof at meetings of the stockholders. The holders of Common Stock: (i) have equal ratable rights to dividends from funds legally available therefore, when and if declared by the Board of Directors of the Company; (ii) are entitled to share ratably in all of the assets of the Company available for distribution to holders of Common Stock upon liquidation, dissolution or winding up of the affairs of the Company; (iii) do not have preemptive, subscription or conversion rights, or redemption or sinking fund provisions applicable thereto; and (iv) are entitled to one non-cumulative vote per share on all matters on which stockholders may vote at all meetings of stockholders. Holders of Shares of Common Stock of the Company do not have cumulative voting rights, which means that the individuals holding Common Stock with voting rights to more than 50% of eligible votes, voting for the election of directors, can elect all directors of the Company if they so choose and, in such event, the holders of the remaining shares will not be able to elect any of the Company's directors. The Company is authorized to issue 80,000,000 shares of Preferred Stock, $0.0001 par value, of which 0 shares were issued and outstanding as of the date hereof. (b) Debt Securities. The Company has not issued any debt securities to date. (c) Other securities to be registered None ITEM 6 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS. Special Note Regarding Forward-Looking Statements Some of the statements under "Plan of Operations", "Business" and elsewhere in this registration statement are forward-looking statements that involve risks and uncertainties. These forward-looking statements include statements about our plans, objectives, expectations, intentions and assumptions and other statements contained herein that are not statements of historical fact. You can identify these statements by words such as "may," "will," "should," "estimates," "plans," 12 "expects," "believes," "intends," and similar expressions. We cannot guarantee future results, levels of activity, performance or achievements. Our actual results and the timing of certain events may differ significantly from the results discussed in the forward-looking statements. You are cautioned not to place undue reliance on any forward-looking statements. Plan of Operation. The following discussion should be read in conjunction with the financial statements and related notes, which are included elsewhere in this prospectus. Statements made below which are not historical facts are forward-looking statements. Forward-looking statements involve a number of risks and uncertainties including, but not limited to, general economic conditions and our ability to market our product. The business objective of GLOBAL is to position AquaBoost(TM) as a top quality oxygenated water in the specialty waters market. Our oxygenation level (up to 100 ppm and greater), the ability of our bottled water to retain this level of oxygenation, even over lengthy periods of time and the purity of our product, we believe, should give us the ability to become a staple in this specialty waters niche. We have set a conservative sales objective of 4-6% of the European and American markets, or $12.5 million U.S. to $20 million U.S., by the year 2012, our envisioned fourth year of production. The fact that AquaBoost(TM) was seen by hundreds of distributors at the SIAL in Montreal, Canada in 2001 and that there is already a market in Mexico for the product, gives us confidence in our abilities to reach our sales objectives. However, no assurances can be given that the Company will meet these goals. Furthermore, the Company has held discussions with several large beverage companies about oxygenating fruit juices. Should these discussions prove successful, the Company would have another major revenue generating area. Currently, it is too premature to hazard an estimate about the likelihood of finalizing any deals with said corporations. The Company will also attempt to partner with other beverage distributors or lease its technology for royalties in those regions and for those products where it will not negatively impact on potential AquaBoost(TM) sales. GLOBAL BIOTECH CORP. (formerly SWORD COMP-SOFT CORP.) was incorporated in November 1998 as an (ASP) Application Service Provider, specializing in the E-Healthcare sector. On May 29, 2000 Millenia Hope Inc. acquired 35,700,000 shares of GLOBAL BIOTECH CORP., this being the 76% of GLOBAL's issued capital, in exchange for 5,000,000 common shares, valued at $129,478 based on the net tangible asset value of Millenia Hope and not fair market value of the shares and 5,000,000 warrants entitling the registered holder thereof to purchase at any time from that date for a period of three years, one share of common stock at a price of two dollars. As of March 5, 2003 this business was sold along with the assumption of a note payable of $700,000 to Millenia Hope Inc., its former parent corporation. In exchange, GLOBAL received 30.7 million shares of its outstanding common shares held by Millenia Hope Inc. Subsequently, GLOBAL acquired the exclusive 10 year North American licensing rights to market a unique vehicle tracking model from First Link Assoc. in exchange for 30.7 million of its common shares. GLOBAL's vehicle tracking system was supposed to seamlessly tie together wireless communications and the Internet with global positioning technology to link vehicles to a world of unlimited wireless services. As of February 24, 2005, GLOBAL's Board of Directors concluded that its attempt to enter the vehicle tracking business was unsuccessful and entered into a provisional agreement, with Advanced Fluid Technologies Inc. (AFT), a Delaware corporation, to acquire assets from the latter corporation pursuant to entering the bottled water, more specifically, the oxygenated bottled water market. 13 On August 15,2007 GLOBAL finalized an agreement with Advanced Fluid Technologies to purchase their to be patented oxygenation unit and all technical know how, intellectual properties, methodologies and all information pertaining to the following: the fixation of the oxygen molecule to water or any other fluid and/or to the building and maintenance of the oxygenation unit. Furthermore; all trademarks for the name Aquaboost Oxygenated Water and the right to use and register said name globally, were to be transferred to Global. Purchase price, for all the aforementioned assets, was a combination of debt this being the $216,261 due by AFT to the Company in a note payable as of August 26, 2005, and 18 million shares of the Company's common stock valued at $0.04 per share or $720,000. Pursuant to the above stock issuance to Advanced Fluid Technologies on August 15,2007, the assets listed in the Agreement were transferred to the Company. GLOBAL's registration statement, with the Security and Exchange Commission, was accepted on July 16, 2001 and it is a reporting company. It is presently in the process of re-applying, via a market maker, to allow it to be traded publicly, on a North American Stock Exchange. In an effort to expand its product line, the Company is working on developing a new product that we currently refer to as "Aquaboost-VitA: Orange Antioxidant". This experimental product contains water oxygenated using the Aquaboost(TM) technology, vitamin C, vitamin E and apple skin extract. The Company is in the research and testing phase of the product's development, and is conducting research into the product's antioxidant effects and palatability. On December 6, 2007 the Company, pursuant to the agreement of the shareholders owning the majority of the common shares and the resolution of the Board of Directors, raised its authorized Common shares to 260,000,000 and authorized 80,000,000, $0.0001 par value, blank check Preferred shares. Effective September 21, 2008, Jean Pierre Robichaud resigned as Vice President - Sales and Marketing of Global Biotech Corp. and Frederique Blondeleau was appointed Vice President - Sales and Marketing. Mr. Blondeleau's appointment was confirmed at a meeting of the directors of the Company held on January 19, 2009. Mr. Blondeleau, aged 36, will serve as Vice President - Sales and Marketing of the Company until further notice. Effective November 25, 2008, Gilles Lamarre was appointed a Vice President of the Company. Mr. Lamarre's appointment was confirmed at a meeting of the directors of the Company held on January 19, 2009. Mr. Lamarre, aged 61, will serve as Vice President of the company until further notice. On January 14, 2009, Giuseppe Daniele resigned as a director of the Company. On January 19, 2009 Gilles Lamarre was appointed a director of the Company to fill the vacancy created by his resignation. On January 19, 2009, Perry Choiniere was appointed the Chief Financial Officer of the Company. Mr. Choiniere, aged 43, will serve as the Company's Chief Financial Officer until further notice. 14 On January 19, 2009, the Company adopted amended and restated bylaws relating generally to the transaction of the business and affairs of the Company. The bylaws were amended and restated to allow directors to determine the size of the Board of Directors, within a set range, and to clarify the provisions of the original bylaws. A copy of the amended and restated bylaws of the Company was attached to our 8K filing of January 29,2009. 15 Year ended November 30, 2007 compared to November 30, 2008 In 2007 we had $16,253 of professional and SG&A exp. In 2008 we had $35,956. The rise in costs were due to $14,200 of extra regulatory fees, in connection with our attempt to be become a listed trading company, and a $5,000 consultant's fee. In 2007 we wrote off $331,261 of goodwill that was booked as part of our Purchase Agreement with AFT to acquire oxygenated water assets. We did not have this expense in 2008. We had net interest expense, on our outstanding notes, of $28,822 in 2007 and $31,368 in 2008. As a result of the foregoing we had a loss of $376,336 in 2007 and a loss of $63,371 in 2008. LIQUIDITY AND CAPITAL RESOURCES At November 30, 2008 the company had negative working capital of $537,733. We expect that our cash needs for the fiscal year ending November 30, 2009 will be $600,000. Management anticipates generating revenue through sales during the next fiscal year. The officers and directors of the company have indicated their commitment to help in finding funds to aid in the operations of the organization during the next fiscal year, until the organization can generate sufficient cash flow from operations to meet current operating expenses and overhead. Recent Accounting Pronouncements In March 2008, the FASB issued SFAS No. 161, "Disclosures about Derivative Instruments and Hedging Activities - an amendment of SFAS No. 133." This Statement amends and expands the disclosure requirements by requiring qualitative disclosures about objectives and strategies for using derivatives, quantitative disclosures about fair value amounts of, and gains and losses on, derivative instruments, and disclosures about credit risk-related contingent features in derivative agreements. SFAS No. 161 is effective for financial statements issued for fiscal years and interim periods beginning after November 15, 2008. In April 2008, the FASB approved FSP FAS 142-3, "Determination of the Useful Life of Intangible Assets." FSP FAS 142-3 amends the factors that should be considered in developing renewal or extension assumptions used to determine the useful life of a recognized intangible asset under SFAS No. 142, "Goodwill and Other Intangible Assets." FSP FAS 142-3 is effective for the Company's fiscal year beginning January 1, 2009, with early adoption prohibited. In May 2008, the FASB approved FSP APB 14-1, "Accounting for Convertible Debt Instruments That May Be Settled in Cash upon Conversion (Including Partial Cash Settlement)." FSP APB 14-1 clarifies that convertible debt instruments that may be settled in cash upon conversion (including partial cash settlement) are not addressed by paragraph 12 of APB Opinion No. 14, "Accounting for Convertible Debt and Debt issued with Stock Purchase Warrants." Additionally, FSP APB 14-1 specifies that issuers of such instruments should separately account for the liability and equity components in a manner that will reflect the entity's nonconvertible debt borrowing rate when interest cost is recognized in subsequent periods. FSP APB 14-1 is effective for the Company's fiscal year beginning January 1, 2009. 16 In June 2008, the FASB issued FSP EITF 03-6-1, "Determining Whether Instruments Granted in Share-Based Payment Transactions Are Participating Securities." FSP EITF 03-6-1 addresses whether instruments granted in share-based payment transactions are participating securities prior to vesting and, therefore, need to be included in computing earnings per share under the two-class method described in SFAS No. 128, "Earnings Per Share." FSP EITF 03-6-1 requires companies to treat unvested share-based payment awards that have non-forfeitable rights to dividend or dividend equivalents as a separate class of securities in calculating earnings per share. FSP EITF 03-6-1 will be effective for the Company's fiscal year beginning January 1, 2009, with early adoption prohibited. The adoption of these new Statements is not expected to have a material effect on the Company's current financial position, results of operations, or cash flows. ITEM 7. Financial Statements. The financial statements are included at the end of this Annual Report, after the signature page. Item 8. Changes In and Disagreements with Accountants on Accounting and Financial Disclosures None Item 8a. Controls and Procedures The Company maintains disclosure controls and procedures that are designed to ensure that information required to be disclosed in the Company's Exchange Act reports is recorded, processed, summarized and reported within the time periods specified in the SEC's rules and forms, and that such information is accumulated and communicated to the Company's management, including its Chief Executive Officer and Chief Financial Officer, to allow timely decisions regarding required disclosure based closely on the definition of "disclosure controls and procedures" in Rule 13a-14c. In designing and evaluating the disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives, and management necessarily was required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures. Within 90 days prior to the date of this report, the Company carried out an evaluation, under the supervision and with the participation of the Company's management, including the Company's Chief Executive Officer and the Company's Chief Financial Officer, of the effectiveness of the design and operation of the Company's disclosure controls and procedures. Based on the forgoing, the Company's Chief Executive Officer and Chief Financial Officer concluded that the Company's disclosure controls and procedures were effective. 17 ITEM 9 Director and Executive Officers a) Directors and Executive Officers Name Age Title Louis Greco 54 President-Director Perry Choiniere 43 Chief Operating Officer - Director Frederique Blondeleau 36 Vice President - Sales & Marketing Dr. Pierre Marois 57 Chief Scientific Officer Gilles Lamarre 61 Vice President-Director Eric Sonigo 41 Vice President Production Louis Greco - President, CEO and Director Louis Greco, age 54, received his B. Comm. from McGill University in Montreal, Canada in 1974. Mr. Greco has been involved with a variety of consumer oriented industries in his 30 years in business. He worked in financial industry as a branch manager of the National Bank from 1975-1980. During the next decade until 1990, Mr. Greco was the manager of a chain of video outlets, and involved with sales. From 1990 to 1995, he co-owned a retail food establishment. Between 1996 and present he has worked as a sales consultant to the national divisions of multinational office technology corporations, Minolta (Canada) and Panasonic Canada. Mr. Greco's management, sales and financial skills will greatly aid Global Biotech. His experience in sales will help the Company to strategically position its products and technical expertise in the desired marketplaces. As President and CEO of the Company, Mr. Greco is responsible for the general oversight of the Company, its operations and its communications with its shareholders. Mr. Greco currently devotes part of his time working for the Company, but will be working full-time as an employee once Global commences sales of its product. Perry Choiniere - Chief Operating Officer, Chief Financial Officer, and Director Perry Choiniere, age 43, has been involved in a number of consumer oriented ventures for more than 20 years. He started his career in the customer service field for a large provider of heating oil to residential and commercial users. For most of the next 2 decades he managed and ran several businesses involved in the maintenance and construction sectors, dealing directly with the public and being responsible for the day to day administration of the previously mentioned businesses. During the last 4 years to date, he has been involved with the negotiations and sales of products, both domestically and internationally, in the pharmaceutical and nutritional industries. Mr. Choiniere brings to Global a broad knowledge of business management and expertise in consumer relations. Mr. Choiniere has worked with Biomedico Pharma in a technical quasi-engineering capacity. His intuitive abilities have assisted him in understanding the mechanical aspects of the oxygenation process. As a director, the Chief 19 Operating Officer, and Chief Financial Officer his responsibilities are to oversee and manage the operations of bottling line and the logistics' attached to the oxygenation and bottling process and to manage the finances and financial reporting obligations of the Corporation. Mr. Choiniere devotes all of his time to the Company as a full-time employee. Dr. Pierre Marois - Chief Science Officer Dr. Pierre Marois, age 57, served as a Director at Global from May 11, 2006 until August 15, 2007, and has been a Chief Science Officer since May 11, 2006. Dr. Marois received his medical degree from the University de Montreal in 1978 and his specialization certificate, from the College of Physicians and Surgeons of Canada, in 1979. For the past 25 years, Dr. Marois has worked as a physician at St. Justine's Hospital in Montreal, Canada, and several other pediatric hospitals specializing in Physical Medicine and Rehabilitation where he is well-respected. Dr. Marois has initiated countless research projects in neuromuscular disease and cerebral palsy. Dr. Marois has specific expertise in the oxygenation process, having been one of the leaders of a research team involved in oxygenation projects from 1998-2001 for which he received the inaugural Richard A. Neubauer award. He has participated in symposiums, lectures and written numerous articles on the subject, for the past decade. He is known for his work with children in hyperbaric chambers, in which pressurized oxygen is injected into a chamber and the body is subjected to an increased amount of oxygen. He is a leading authority on the effects of oxygen therapy on the human body. As a part time employee of the Company, the proportion of his time devoted to the Company is dependent upon the requirements of the Company for his expertise, the Company's phase of development and his availability. Frederique Blondeleau - Vice President - Sales and Marketing Frederique Blondeleau, age 36, has been involved in sales and marketing throughout his career. During his time as the western sales and marketing director for a U.S. company, Mr. Blondeleau organized national media events, implemented the launch of products into new markets, negotiated advertisement purchases, managed and co-ordinated western U.S. sales, implemented customer loyalty programs, developed new distribution networks and supervised and co-ordinated the customer service, manufacturing, shipping, and purchase and supplies departments of the company. In 1999, Mr. Blondeleau founded, and became the President, CEO and Chairman of the Board of, Les Breuvages Alaska Inc., a producer of spring water, carbonated water and flavoured water. Les Breuvages Alaska Inc. was sold in April of 2005, and Mr. Blondeleau was retained as consultant for a two year period thereafter to facilitate the transition of that company to its new ownership. Currently, he is a consultant with FBE Solution Inc., a company that provides consulting services to the beverage industry. Mr. Blondeleau has a degree in business administration with a specialization in international marketing from the University of Quebec. As a consultant to the Company, the amount of time he devotes to the Company is dependent upon the Company's need for his expertise, as well as the Company's phase of development and Mr. Blondeleau's availability. 20 Gilles Lamarre - Vice President and Director Mr. Lamarre, age 61,began his career as a Box Office Manager at Expo 67 (Garden of Stars). In 1969 he joined the National Arts Centre where in 1975 he developed the first computerized subscription/season ticketing system in North America. In 1984, he made the transition to the private sector by co-founding Uniticket to service the Ottawa/Hull Region. Uniticket processed over 1.5 million tickets each year and was sold to Ticketmaster Canada Inc. in 1988. He also co-founded and developed Ticketnet Corporation in 1984, a major new national network for ticketing and shared-resource box office management, which was subsequently sold to AMR in 1986. Mr. Lamarre has acted as a consultant/advisor to a number of Canadian corporations in the development and implementation of leading edge technology and business development. More recently, he fulfilled several executive functions with Comnetix, a leading provider of technology to law enforcement agencies. He then became a Board member and a member of their Audit and Compensation committees and resigned in early 2006 to concentrate his efforts on developing a new venture related to weight loss programs and products. He is currently the President and CEO of Wykanta International Ltd., a company engaged in the production and sale of nutraceutical products. As Vice President of the Company, Mr. Lamarre will be responsible for assisting the President with the general oversight of the Company, its operations and its communications with its shareholders. He will devote all of his time as an employee working for the Company as Vice President and a director. Eric Sonigo - Vice President - Production Eric Sonigo, age 41, began his career in sales of various goods and services, from cellular accessories to delivering luxury cars. He has been involved with sales and scheduling during his entire career, meeting with individuals and coordinating their various needs and corporate priorities. He has extensive knowledge of the maintenance and running of the Company's primary oxygenation machinery, having been involved with the original owners of that unit. Although Mr. Sonigo is not an engineer by training, the practical knowledge garnered by Mr. Sonigo and specific expertise gleaned from the engineers involved in the initial oxygenation product have given Mr. Sonigo the knowledge to monitor and maintain the production equipment, and schedule and run the production of the Company's products. Mr. Sonigo has worked with Advanced Fluid Technologies Inc. and has expertise in the oxygenation process. Once production commences, Mr. Sonigo will run the oxygenation unit as a full-time employee of Global. b) Significant Employees None c) Family Relationships There are no family relationships among directors or executive officers of the company. 21 d) Involvement in certain legal proceedings None e) Committees The Company has no standing audit, nominating and compensating committees of the Board of Directors or committees performing similar functions. Under the Sarbanes-Oxley Act of 2002, each public company is required to have an audit committee consisting solely of independent directors and to explain whether or not any independent director is a financial expert. In the event the public company does not have an audit committee, the Board of Directors becomes charged with the duties of the audit committee. Since the enactment of the Sarbanes-Oxley Act of 2002 which was signed into law by President Bush in July 2002, the Company's directors have without success, attempted to obtain independent directors to serve on the Board of Directors and on a newly formed audit committee. In the event the Company is successful in the future in obtaining independent directors to serve on the Board of Directors and on a newly formed audit committee, of which there can be no assurances given, the Board of Directors would first adopt a written charter. Such charter would be expected to include, among other things: - annually reviewing and reassessing the adequacy of the committees formal charter; - reviewing the annual audited financial statements with the adequacy of its internal accounting controls; - reviewing analyses prepared by the Company's management and independent auditors concerning significant financial reporting issues and judgments made in connection with the preparation of its financial statements; - being directly responsible for the appointment, compensation and oversight of the independent auditor, which shall report directly to the Audit Committee, including resolution of disagreements between management and the auditors regarding financial reporting for the purpose of preparing or issuing an audit report or related work; - reviewing the independence of the independent auditors; - reviewing the Company's auditing and accounting principles and practices with the independent auditors and reviewing major changes to its auditing and accounting principles and practices as suggested by the independent auditor or its management; - reviewing all related party transactions on an ongoing basis for potential conflict of interest situations; and - all responsibilities given to the Audit Committee by virtue of the Sarbanes-Oxley Act of 2002, which was signed into law by President George W. Bush on July 30, 2002. Code of Ethics Effective March 3, 2003, the Securities & Exchange Commission requires registrants like the Company to either adopt a code of ethics that applies to the Company's Chief Executive Officer and Chief Financial Officer or explain why the Company has not adopted such a code of ethics for purposes of item 406 of Regulations S-K, the term "code of ethics" means written standards that are reasonably designed to deter wrong doing and to promote: - Honest and ethical conduct, including the ethical handling of actual or apparent conflicts of interest between personal and professional relationships: - Full, flair, accurate, timely and understandable disclosure in reports and documents that the company files with, or submits to, the Securities & Exchange Commission and in other public communications made by the Company; 22 - Compliance with applicable governmental law, rules and regulations; - The prompt internal reporting of violations of the code to an appropriate person or persons identified in the code; and - Accountability for adherence to the code. The Company has adopted the aforementioned Code of Ethics. f) Section 16 (a) Beneficial Ownership Reporting Compliance Section 16(a) of the Securities Exchange Act of 1934, as amended, requires our officers, directors and persons who beneficially own more than ten percent of a registered class of our equity securities ("ten-percent shareholders") to file reports of ownership and changes in ownership with the Securities and Exchange Commission. Officers, directors and ten-percent shareholders also are required to furnish us with copies of all Section 16(a) forms they file. Based solely on our review of the copies of such forms furnished to us, and written representations that no other reports were required, we believe that during the fiscal year ended November 30, 2008, all of our officers, directors and ten-percent shareholders complied with the Section 16(a) reporting requirements. ITEM 10 EXECUTIVE COMPENSATION (a) General None of the current or past Officers or Directors received any compensation during fiscal 2006, 2007 or 2008. (b) Options/SAR Grants table None (c) Long Term Incentive Plan Award Table None (d) Compensation of Directors Directors do not receive any compensation for services as members of the Board of Directors (e) Employment Contracts and Termination of Employment and Change-in-Control The company has no employment contracts with any of its executive officers. As indicated above, certain officers received compensation. (f) Report on Repricing of options/SAR None 23 ITEM 11 SECURITY OWNERSHIP OF CERTAIN BENEFICAL OWNERS AND MANAGEMENT The following table sets forth, as of February 27, 2009, information regarding the beneficial ownership of our common stock based upon the most recent information available to us for o Each person known by us to own beneficially more than five (5%)percent of our outstanding common stock, o Each of our officers and directors and o All of our officers and directors as a group. Name Number Of Shares Owned % of Total Beneficially Jomuc Holdings 5,800,000 8.62% 1623 Buttonwood Bay Belize City, Belize (Represented by J. Muccari) Louis Greco 25,000 .04% 5800 Metropolitan Blvd Est suite 328 Montreal,Quebec President-Global Biotech Perry Choiniere 25,000 .04% 5800 Metropolitan Blvd Est suite 328 Montreal,Quebec COO/CFO-Global Biotech All Directors and Officers 50,000 .08% Item 12. Certain Relationships and Related Transactions. None Item 13. Financial Statements and Exhibits. (a) List of Financial statements filed herewith GLOBAL BIOTECH CORP. (A company in the development stage) Report of Independent Registered Accounting Firm Balance Sheets November 30, 2007 and 2008 Statement of Operations Year ended November 30, 2007, November 30, 2008 and from inception to November 30, 2008 Statement of Shareholders' Equity From inception to November 30, 2008 Statement of Cash flows years ended November 30, 2007 and November 30, 2008 and from inception to November 30, 2008 Summary of Significant Accounting Policies year ended November 30, 2008 Notes to the Financial Statements year ended November 30, 2008 24 (b) List of Exhibits. Reports on Form 8-K Material Agreement Appointment, resignation of officers/directors Item 14. Principal Accountant Fees and Service Audit Fees For the fiscal year ended November 30, 2008, the aggregate fees billed for professional services rendered by Chang G. Park, CPA ("independent auditors") for the audit of the Company's annual financial statements totaled approximately $10,500. Financial Information Systems Design and Implementation Fees For the fiscal year ended November 30, 2008 there were $-0- in fees billed for professional services by the Company's independent auditors rendered in connection with, directly or indirectly, operating or supervising the operation of its information system or managing its local area network. All Other Fees For the fiscal year ended November 30, 2008 there was $0 in fees billed for other service. Sarbane Oxley Declarations SIGNATURES In accordance with the requirement of the Securities Exchange Act, this Annual Report or Amendment was signed by the following persons in the capacities and on the dates stated: GLOBAL BIOTECH CORP. Date: February 27,2009 /s/ Louis Greco --------------- Louis Greco, President, Director (Principal Executive Officer) /s/ Perry Choiniere ------------------- Perry Choiniere, (Chief Financial Officer, Director 25 Chang G. Park, CPA, Ph. D. o 2667 Camino Del Rio S. Plaza B o San Diego o California 92108-3707 o o TELEPHONE (858)722-5953 o FAX (858) 761-0341 o FAX (858) 764-5480 o E-MAIL changgpark@gmail.com o -------------------------------------------------------------------------------- Report of Independent Registered Public Accounting Firm ------------------------------------------------------- To the Board of Directors and Stockholders Global Biotech Corp. We have audited the accompanying balance sheets of Global Biotech Corp. ( A Development Stage Company) as of November 30, 2008 and 2007 and the related statements of operations, changes in shareholders' equity and cash flows for the years then ended and for the period of November 2, 1998 (inception) to November 30, 2008. 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 audit. 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 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 audit provides 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 Biotech Corp. as of November 30, 2008 and 2007, and the results of its operations and its cash flows for the years then ended and the period of November 2, 1998 (inception) to November 30, 2008 in conformity with U.S. generally accepted accounting principles. The financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 3 to the financial statements, the Company's losses from operations raise substantial doubt about its ability to continue as a going concern. The financial statements do not include any adjustments that might result from the outcome of this uncertainty. /s/ Chang G. Park ----------------- CHANG G. PARK, CPA February 12, 2009 San Diego, CA. 92108 Member of the California Society of Certified Public Accountants Registered with the Public Company Accounting Oversight Board F-1 GLOBAL BIOTECH CORP. (A Development Stage Company) Balance Sheets ------------------------------------------------------ ASSETS As of As of November 30, November 30, 2008 2007 ---- ---- CURRENT ASSETS Cash $ 6 $ -- Prepaid exp 7,428 -- -------- -------- Total Current Assets 7,434 -- Property & Equipment (net) 605,000 605,000 -------- -------- TOTAL ASSETS $612,434 $605,000 ======== ======== See Notes to the Financial Statements F-2 GLOBAL BIOTECH CORP. (A Development Stage Company) Balance Sheets ------------------------------------------------------ LIABILITIES AND STOCKHOLDERS' EQUITY As of As of November 30, November 30, 2008 2007 ---- ---- CURRENT LIABILITIES Bank Advances $ -- $ 2,834 Accounts payable 47,421 33,597 Notes payable - (related party) 29,844 1,397 Notes Payable 467,902 436,534 ----------- ----------- Total Current Liabilities 545,167 474,362 STOCKHOLDERS' EQUITY Preferred Stock $0.0001 par value -- -- Authorized 80,000,000 shares 0 shares issued and outstanding as of November 30, 2008 and November 30, 2007 Common stock $0.0001 par value, 260,000,000 Shares authorized: 67,265,500 shares issued and outstanding as of November 30, 2008 and 67,265,500 as of November 30, 2007 6,727 6,727 Paid-in capital 1,346,502 1,346,502 Deficit accumulated during the development stage (1,285,962) (1,222,591) ----------- ----------- Total Stockholders' EQUITY 67,267 130,638 ----------- ----------- TOTAL LIABILITIES & STOCKHOLDERS' EQUITY $ 612,434 $ 605,000 =========== =========== See Notes to the Financial Statements F-3

GLOBAL BIOTECH CORP. (A Development Stage Company) Statements of Operations ------------------------------------------------------ November 2, 1998 (Inception) Year Ended Year Ended through November 30, November 30, November 30, 2008 2007 2008 ---- ---- ---- REVENUES $ -- $ -- $ 944,811 Costs of revenues -- -- (603,063) ----------- ----------- ----------- GROSS PROFIT -- -- 341,748 OPERATING COSTS Bad debt expense -- -- 120,844 Licensing rights -- -- 700,000 Depreciation expense -- -- 73,274 Marketing expense -- -- 236,266 Professional fees 10,500 10,500 157,924 Selling, general and administrative expense 25,456 5,753 298,033 ----------- ----------- ----------- Total Operating Costs 35,956 16,253 1,586,341 ----------- ----------- ----------- OPERATING (LOSS) (35,956) (16,253) (1,244,593) OTHER INCOME & (EXPENSES) Interest income -- 12,637 111,878 Foreign exchange gain 3,953 -- 3,953 Other income -- -- 81,052 Interest expense (31,368) (41,459) (275,346) Write-down of leasehold improvements -- -- (2,663) Write-up of notes receivable, related parties -- -- 11,435 Impairment Loss -- (331,261) (331,261) Gain on sale of investment -- -- 359,583 ----------- ----------- ----------- Total Other Income & (Expenses) (27,415) (360,083) (41,369) ----------- ----------- ----------- NET INCOME (LOSS) $ (63,371) $ (376,336) $(1,285,962) =========== =========== =========== BASIC EARNINGS (LOSS) PER SHARE $ (0.00) $ (0.01) =========== =========== WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING 67,265,500 54,542,212 =========== ===========

See Notes to the Financial Statements F-4

GLOBAL BIOTECH CORP. (A Development Stage Company) Statement of Stockholders' Equity (Deficit) From November 2, 1998 (inception) through November 30, 2008 ---------------------------------------------------------------------------------------------------------------------------- (Deficit) Additional Stock Accumulated Common Common Paid-in Subscription During the Total Shares Stock Capital Receivable Development Stage ---------------------------------------------------------------------------------------------------------------------------- Balance, November 30, 1998 0 $ - $ - $ - $ - $ - Stock issued on April 30, 2000 for cash 10,400,000 1,040 258,961 (103,739) 156,262 Stock issued on April 30, 2000 for settlement of equipment purchase 600,000 60 14,940 15,000 Stock issued May 29, 2000 in exchange for 5,000,000 shares of Millenia Hope, Inc. 35,700,000 3,570 125,908 129,478 May 31, 2000 - collection on subscription 20,408 20,408 June 30, 2000 - collection on subscription 83,331 83,331 Net loss for November 2, 1998 (inception) to November 30, 2000 (69,231) (69,231) ---------------------------------------------------------------------------------------------------------------------------- Balance, November 30, 2000 46,700,000 4,670 399,809 - (69,231) 335,248 ---------------------------------------------------------------------------------------------------------------------------- Stock issued on September 15, 2001 for cash 30,000 3 119,997 (120,000) - Stock issued on November 21, 2001 for cash 380,000 38 189,962 (190,000) - Net loss for the year ended November 30, 2001 (1,679) (1,679) ---------------------------------------------------------------------------------------------------------------------------- Balance, November 30, 2001 47,110,000 4,711 709,768 (310,000) (70,910) 333,569 ---------------------------------------------------------------------------------------------------------------------------- Stock issued December 5, 2001 in exchange for payment of consulting fees 82,500 8 16,492 16,500 Stock issued May 13, 20002 in exchange for professional fees 205,200 21 51,354 51,375 September 4, 2005 - collection on subscription (112,500) 112,500 - Stock issued October 14, 2002 in exchange for payment on consulting fees 10,000 1 1,999 2,000 November 10, 2002 - collection on subscription (95,000) 95,000 - Net loss for the year ended November 30, 2002 (141,693) (141,693) ---------------------------------------------------------------------------------------------------------------------------- Balance, November 30, 2002 47,407,700 4,741 572,113 (102,500) (212,603) 261,751 ---------------------------------------------------------------------------------------------------------------------------- Rounding 300 - stock issued December 1, 2002 in exchange 250,000 25 24,975 25,000 for marketing expense February 28, 2003 - collection on subscription 23,750 23,750 May 31, 2003 - collection on subscription 23,750 23,750 August 31, 2003 - collection on subscription 23,750 23,750 Stock issued October 20, 2003 in exchange for marketing expense 350,000 35 17,465 17,500 Stock issued October 20, 2003 in exchange for notes payable 257,500 26 12,849 12,875 November 30, 2003 - collection on subscription 31,250 31,250 Net loss for the year ended November 30, 2003 (715,903) (715,903) ---------------------------------------------------------------------------------------------------------------------------- Balance, November 30, 2003 48,265,500 4,827 627,402 - (928,506) (296,277) ---------------------------------------------------------------------------------------------------------------------------- Net loss for the year ended November 30, 2004 - - - - (12,963) (12,963) ---------------------------------------------------------------------------------------------------------------------------- Balance, November 30, 2004 48,265,500 4,827 627,402 - (941,469) (309,240) ---------------------------------------------------------------------------------------------------------------------------- Net income for the year ended November 30, 2005 - - - - 142,417 142,417 ---------------------------------------------------------------------------------------------------------------------------- Balance, November 30, 2005 48,265,500 $ 4,827 $627,402 $ - $(799,052) $(166,823) ============================================================================================================================

See Notes to the Financial Statements F-5

GLOBAL BIOTECH CORP. (A Development Stage Company) Statements of Stockholders' Equity (Deficit) From November 2, 1998 (inception) through November 30, 2008 ------------------------------------------------------ Stock issued March 1, 2006 In exchange for services 1,000,000 100 900 - - 1,000 Net (loss) for the year ended November 30, 2006 - - - - (47,203) (47,203) --------------------------------------------------------------------------- 49,265,500 $ 4,927 $ 628,302 $ - $ (846,255) $(213,026) =========================================================================== Stock issued August 15, 2007 In exchange of Property & Equipment & 18,000,000 1,800 718,200 - - 720,000 Goodwill Net (loss) for the year ended November 30, 2007 - - - - (376,336) (376,336) --------------------------------------------------------------------------- 67,265,500 $ 6,727 $1,346,502 $ - $(1,222,591) $130,638 =========================================================================== Net (loss) for the year ended November 30, 2008 - - - - (63,371) (63,371) --------------------------------------------------------------------------- 67,265,500 $ 6,727 $1,346,502 $ - $(1,285,962) $ 67,267 ===========================================================================

See Notes to the Financial Statements F-6

GLOBAL BIOTECH CORP. (A Development Stage Company) Statements of Cash Flows --------------------------------------------------------------------------------------------------------------------- November 2, 1998 (inception) Year Ended Year Ended through November 30, November 30, November 30, 2008 2007 2008 ---- ---- ---- CASH FLOWS FROM OPERATING ACTIVITIES ------------------------------------ Net income (loss) $ (63,371) $ (376,336) $(1,285,962) Adjustments to reconcile net loss to net cash used in operating activities: Depreciation expense - 73,274 Common stock issued for services - - 113,375 Gain on sale of Investment - - (359,583) Impairment Loss 331,261 331,261 Write-down of leasehold improvements - - 2,663 Write-down of notes receivable - - (11,435) Accrued interest expense - note payable 31,368 41,459 165,858 Accrued interest income - notes receivable (12,637) (106,352) Changes in operating assets and liabilities: (Increase) decrease in accounts receivable & prepaids (7,428) (7,428) (Increase) decrease in notes receivable 8,741 (461,899) Increase (decrease) in accounts payable 13,824 3,410 47,421 ----------- ---------- ----------- Net Cash Provided by (Used in) Operating Activities (25,607) (4,102) (1,498,807) CASH FLOWS FROM INVESTING ACTIVITIES ------------------------------------ ----------- Net sale (purchase) of fixed assets - - (60,937) Proceeds from sale of investment shares - - 489,061 ----------- ---------- ----------- Net Cash Provided by (Used in) Investing Activities - - 428,124 CASH FLOWS FROM FINANCING ACTIVITIES ------------------------------------ Bank Advances (2,834) 2,834 Issuance of common stock - - 156,262 Payment of common stock subscription receivable - - 206,239 Proceeds from notes payable 28,447 1,185 708,188 ----------- ---------- ----------- Net Cash Provided by (Used in) Financing Activities 25,613 4,019 1,070,689 ----------- ---------- ----------- Net Increase (Decrease) in Cash 6 (83) 6 Cash at Beginning of Year 83 - ----------- ---------- ----------- Cash at End of Year $ 6 $ - $ 6 =========== ========== =========== Supplemental Cash Flow Disclosures: Cash paid during period for interest $ - $ - ========= ========== Cash paid during period for taxes $ - $ - ========= ========== Non-Cash flows activities Shares issued for Property & Equipment $ - $ 605,000 Shares issued for Goodwill $ - 115,000 Notes receivable-related party offset with Note Payable - 181,878 Notes receivable exchange for Goodwill - 216,261 ----------- ---------- $ - $1,118,139 =========== ==========

See Notes to the Financial Statements F-7 GLOBAL BIOTECH CORP. (A Development Stage Company) Notes to the Financial Statements As of November 30, 2008 NOTE 1. ORGANIZATION AND DESCRIPTION OF BUSINESS GLOBAL BIOTECH CORP. (the "Company") was incorporated in the State of Delaware on November 2, 1998 to be an Application Service provider in the E-Health sector. On March 5, 2003 this business was sold and the Company attempted to enter the vehicle tracking market, unsuccessfully. On February 25, 2005 that attempt was discontinued. On August 15, 2007 the Company finalized an Agreement and acquired assets to enter the oxygenated bottled water market. NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES a. Accounting Method The Company's policy is to use the accrual method of accounting to prepare and present financial statements,which conforms to US generally accepted accounting principles ("GAAP'). The company has elected a November 30 year- end. b. Cash and Cash Equivalents The Company considers all highly liquid investments with original maturities of three months or less and bank indebtedness to be cash and cash equivalents. Highly liquid investments are valued at quoted market prices. c. Estimates and Adjustments The preparation of financial statements in conformity with US generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. In accordance with FASB 16 all adjustments are normal and recurring. d. Basis of Presentation and Considerations Related to Continued Existence (going concern) The Company's financial statements have been presented on the basis that it is a going concern, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. F-8 GLOBAL BIOTECH CORP. (A Development Stage Company) Notes to the Financial Statements As of November 30, 2008 The Company's management intends to raise additional operating funds through operations, and debt or equity offerings. Management has yet to decide what type of offering the Company will use or how much capital the Company will raise. There is no guarantee that the Company will be able to raise any capital through any type of offerings. e. Fair Value of Financial Instruments Fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to management as of the financial statement preparation date. The respective carrying value of certain on-balance-sheet financial instruments approximated their fair values of cash and accounts payable were assumed to approximate carrying values for financial instruments because they are short term in nature, their carrying amounts approximate fair values, and they are payable on demand. f. Property & Equipment Property is stated at cost. Additions, renovations, and improvements are capitalized. Maintenance and repairs, which do not extend asset lives, are expensed as incurred. g. Depreciation Depreciation is provided on a straight-line basis over the estimated useful lives, 5 years for tenant improvements, and 5 - 7 years for equipment. h. Impairment of Long-Lived Assets Long-lived assets held and used by the Company are reviewed for possible impairment whenever events or changes in circumstances indicate the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of the assets to the estimated undiscounted cash flows, expected to be generated by the asset. If such assets are considered to be impaired, the impairment to be recognized is measured by the amount by which the carrying amount of the assets exceeds the fair value of such assets. Management believes that there were no such impairments of at November 30, 2008. i. Revenue Recognition and Deferred Revenue The Company's revenues recognized from inception to November 30, 2008 were software consultation. Revenue, in respect of all services described, is recognized on completion of services, when collectability is reasonably assured. F-9 GLOBAL BIOTECH CORP. (A Development Stage Company) Notes to the Financial Statements As of November 30, 2008 j. Foreign Currency Exchange We record our transactions in US dollars. Foreign currency accounts have been translated as follows: o Monetary items - at exchange rates in effect at the balance sheet date o Non-monetary item - at exchange rates in effect o the dates of transactions o Revenue and expenses - at average exchange rate prevailing during the year. Gains and losses arising from foreign currency translation are included in income. k. Earning (Loss) Per Share The Company follows Statement of Financial Accounting Standards (SFAS) 128, "Earning Per Share". Basic earnings (loss) per common share (EPS) calculations are determined by dividing net income (loss) by the weighted average number of shares of common stock outstanding during the year. Diluted earnings per common share calculations are determined by dividing net income (loss) by the weighted average number of common shares and dilutive common share equivalents outstanding. During the periods presented common stock equivalents were not considered, as their effect would be anti-dilutive. l. Stock-Based Compensation In December 2004, the FASB issued SFAS No. 123R, "Share Based Payment." SFAS No. 123R establishes the accounting for grants of stock options and other transactions in which an entity exchanges its equity instruments for goods or services. It also addresses transactions in which an entity incurs liabilities in exchange for goods or services that are based on the fair value of the entity's equity instruments or that may be settled by the issuance of those equity instruments. SFAS No. 123R (1) revises SFAS No. 123, "Accounting for Stock-Based Compensation," (2) supersedes Accounting Principles Bulletin ("APB") Opinion No. 25, "Accounting for Stock Issued to Employees," and (3) establishes fair value as the measurement objective for share-based payment transactions. F-10 GLOBAL BIOTECH CORP. (A Development Stage Company) Notes to the Financial Statements As of November 30, 2008 RECENT ACCOUNTING PRONOUNCEMENTS . In March 2008, the FASB issued SFAS No. 161, "Disclosures about Derivative Instruments and Hedging Activities - an amendment of SFAS No. 133." This Statement amends and expands the disclosure requirements by requiring qualitative disclosures about objectives and strategies for using derivatives, quantitative disclosures about fair value amounts of, and gains and losses on, derivative instruments, and disclosures about credit risk-related contingent features in derivative agreements. SFAS No. 161 is effective for financial statements issued for fiscal years and interim periods beginning after November 15, 2008. In April 2008, the FASB approved FSP FAS 142-3, "Determination of the Useful Life of Intangible Assets." FSP FAS 142-3 amends the factors that should be considered in developing renewal or extension assumptions used to determine the useful life of a recognized intangible asset under SFAS No. 142, "Goodwill and Other Intangible Assets." FSP FAS 142-3 is effective for the Company's fiscal year beginning January 1, 2009, with early adoption prohibited. In May 2008, the FASB approved FSP APB 14-1, "Accounting for Convertible Debt Instruments That May Be Settled in Cash upon Conversion (Including Partial Cash Settlement)." FSP APB 14-1 clarifies that convertible debt instruments that may be settled in cash upon conversion (including partial cash settlement) are not addressed by paragraph 12 of APB Opinion No. 14, "Accounting for Convertible Debt and Debt issued with Stock Purchase Warrants." Additionally, FSP APB 14-1 specifies that issuers of such instruments should separately account for the liability and equity components in a manner that will reflect the entity's nonconvertible debt borrowing rate when interest cost is recognized in subsequent periods. FSP APB 14-1 is effective for the Company's fiscal year beginning January 1, 2009. In June 2008, the FASB issued FSP EITF 03-6-1, "Determining Whether Instruments Granted in Share-Based Payment Transactions Are Participating Securities." FSP EITF 03-6-1 addresses whether instruments granted in share-based payment transactions are participating securities prior to vesting and, therefore, need to be included in computing earnings per share under the two-class method described in SFAS No. 128, "Earnings Per Share." FSP EITF 03-6-1 requires companies to treat unvested share-based payment awards that have non-forfeitable rights to dividend or dividend equivalents as a separate class of securities in calculating earnings per share. FSP EITF 03-6-1 will be effective for the Company's fiscal year beginning January 1, 2009, with early adoption prohibited. The adoption of these new Statements is not expected to have a material effect on the Company's current financial position, results of operations, or cash flows. F-11 GLOBAL BIOTECH CORP. (A Development Stage Company) Notes to the Financial Statements As of November 30, 2008 NOTE 3. GOING CONCERN The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. The Company generated net losses of $63,371 for the year ended November 30, 2008 and a net loss of $1,285,962 during the period from November 2, 1998 (inception) through November 30, 2008. At November 30, 2008 the Company had negative working capital of $537,733 and stockholders' equity of $67,267. This condition raises substantial doubt about the Company's ability to continue as a going concern. The Company's continuation as a going concern is dependent on its ability to meet its obligations, to obtain additional financing as may be required and ultimately to attain profitability. The financial statements do not include any adjustments that might result from the outcome of this uncertainty. The officers and directors are committed to help in raising funds to fill any operating cash flow shortages during the next fiscal year until the organization can generate sufficient funds from operations to meet current operating expenses and overhead, although there are no guarantees that this commitment will be met. F-12 GLOBAL BIOTECH CORP. (A Development Stage Company) Notes to the Financial Statements As of November 30, 2008 NOTE 4. PROPERTY & EQUIPMENT On August 15, 2007 the Company acquired Oxygenation Equipment with a cost of $605,000 in exchange for common shares (see Note 8 & 10). November 30, November 30, 2008 2007 ---- ---- Oxygenation equipment $ 605,000 $ 605,000 --------- --------- Less Accumulated Depreciation -- -- --------- --------- Net Property and Equipment $ 605,000 $ 605,000 ========= ========= The Oxygenation Unit will be utilized, starting March/April 2009. The Company will then start depreciating it over its estimated useful life of 7 years on the straight line. F-13 GLOBAL BIOTECH CORP. (A Development Stage Company) Notes to the Financial Statements As of November 30, 2008 NOTE 5. BASIC & DILUTED INCOME / (LOSS) PER COMMON SHARE Basic gain (loss) per common share has been calculated based on the weighted average number of shares of common stock outstanding during the period. Diluted gain (loss) per common share has been calculated based on the weighted average number of shares of common and preferred stock outstanding during the period. November 30, November 30, 2008 2007 ------------------------------ Net income (loss) from operations $ (63,371) $ (376,336) Basic income / (loss) per share $ (0.00) $ (0.01) ============================== Weighed average number of shares outstanding 67,265,500 54,542,212 ============================== NOTE 6. NOTES PAYABLE Note payable as of November 30, 2008, 2007 consist of the following: 2008 2007 --------------------------- Note payable to Millenia Hope, Inc. unsecured, with annual interest rate 7%. $ 467,902 $ 436,534 --------- --------- NOTE 7. INCOME TAXES Income taxes are provided in accordance with Statement of Financial Accounting Standards No. 109 (SFAS 109), Accounting for Income Taxes. A deferred tax asset or liability is recorded for all temporary differences between financial and tax reporting and net operating loss carry-forwards. Deferred tax expense (benefit) results from the net change during the year of deferred tax assets and liabilities. F-14 GLOBAL BIOTECH CORP. (A Development Stage Company) Notes to the Financial Statements As of November 30, 2008 The net operating loss expires twenty years from the date the loss was incurred. In accordance with SFAS 109 paragraph 18 the Company has reduced its deferred tax benefit asset by a valuation allowance due to negative evidence that has caused the Company to feel it is more likely than not that some portion or the entire deferred tax asset will not be realized. No portion of the valuation allowance will be allocated to reduce goodwill or other non-current intangible asset of an acquired entity. There are no temporary differences or carry-forward tax effects that would significantly effect the Companies deferred tax asset. Utilization of the net operating losses and credit carry-forwards may be subject to a substantial annual limitation due to the "change in ownership" provisions of the Internal Revenue Code of 1986. The annual limitation may result in the expiration of net operating losses and credits before utilization. None of the valuation allowance recognized was allocated to reduce goodwill or other non-current intangible assets of an acquired entity or directly to contributed capital At November 30, 2008 the Company had net operating losses carry-forward of $1,285,962. The tax benefits resulting for these losses have been estimated as follows: November 30, 2008 ----------------- Gross income tax benefit $ 430,000 Valuation allowance 430,000 ----------- Net income tax benefit $ 0 =========== Deficit - December 1, 2007 (1,222,591) Net Loss for Year ended November 30, 2008 (63,371) ----------- Deficit - November 30, 2008 $(1,285,962) =========== . NOTE 8. STOCK TRANSACTIONS Transactions, other than employees' stock issuance, are in accordance with paragraph 8 of SFAS 123. Thus issuances shall be accounted for based on the fair value of the consideration received. Transactions with employees' stock issuance are in accordance with paragraphs (16-44) of SFAS 123. These issuances shall be accounted for based on the fair value of the consideration received or the fair value of the equity instruments issued, or whichever is more readily determinable. F-15 GLOBAL BIOTECH CORP. (A Development Stage Company) Notes to the Financial Statements As of November 30, 2008 On August 15, 2007 the Company issued 18,000,000 shares of common stock in settlement of Property & Equipment of $605,000 and goodwill of $115,000, a total of $720,000 As of November 30, 2008 the Company had 67,265,500 shares of common stock issued and outstanding NOTE 9. STOCKHOLDERS' EQUITY The stockholders' equity section of the Company contains the following classes of capital stock as of November 30, 2008 and 2007: Common stock, $ 0.0001 par value; 260,000,000 shares and 70,000,000 shares authorized November 30, 2008 and 2007: 67,265,500 shares issued and outstanding as of November 30, 2008 and 2007. Preferred Stock, $0.0001 par value; 80,000,000 shares authorized as November 30, 2008 and zero (0) shares authorized as of November 30, 2007. Zero (0) shares issued and outstanding as of November 30, 2008 and 2007. NOTE 10. SIGNIFICANT EVENTS On August 15, 2007 the Company finalized an agreement with Advanced Fluid Technologies (AFT) to purchase their to be patented oxygenation unit and all technical know how, intellectual properties, methodologies and all information pertaining to the following: the fixation of the oxygen molecule to water or any other fluid and/or to the building and maintenance of the oxygenation unit. Furthermore, all trademarks for the name AquaBoost Oxygenated Water, currently in force in the U.S., Canada, and Mexico and the right to use and register said name globally, were transferred to the Company. Purchase price, for all the aforementioned assets, is a combination of debt this being the $ 216,261 due by AFT to the Company in a note payable as of August 26, 2005, and 18 million newly issued shares of the Company's common stock, valued at $0.04 per share or $720,000. The Company recorded $605,000 as equipment and $331,261 as good will at that time. The company wrote off the good will at August 31, 2007, due to the lack of certainty of the commercialization-potential of this oxygenation- process. Pursuant to the above stock issuance to Advanced Fluid Technologies, the assets listed in the Agreement were transferred to the Company. F-16