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Global Resource Corp – ‘10QSB’ for 9/30/04

On: Monday, 11/15/04, at 2:44pm ET · For: 9/30/04 · Accession #: 1144204-4-18938 · File #: 814-00677

  As Of                Filer                Filing    For·On·As Docs:Size              Issuer               Agent

11/15/04  Global Resource Corp              10QSB       9/30/04    3:34K                                    Vintage/FA

Quarterly Report — Small Business — Form 10-QSB
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10QSB       Quarterly Report -- Small Business                    13     59K 
 2: EX-31.1     Certification per Sarbanes-Oxley Act (Section 302)     2±     8K 
 3: EX-32.1     Certification per Sarbanes-Oxley Act (Section 906)     1      6K

10QSB — Quarterly Report — Small Business
Document Table of Contents

Page	(sequential)	\|	(alphabetic)	Top
			Alternative Formats (Word, et al.) Condensed Financial Statements Controls and Procedures Default Upon Senior Securities Exhibits Global Resource Corporation Legal Proceedings Other Information Plan of Operation Submission of Matters to A Vote of Security Holders Unregistered Sales of Equity Securities and Use of Proceeds
1	1st Page - Filing Submission
"	Global Resource Corporation
2	Item 1 -. Condensed Financial Statements
9	Item 2 -. Plan of Operation
10	Item 3 -. Controls and Procedures
11	Item 1 -. Legal Proceedings
"	Item 2 -. Unregistered Sales of Equity Securities and Use of Proceeds
"	Item 3 -. Default Upon Senior Securities
"	Item 4 -. Submission of Matters to A Vote of Security Holders
12	Item 5 -. Other Information
"	Item 6 -. Exhibits

10QSB 1st Page of 13 TOC ↑Top Previous Next ↓Bottom Just 1st
 
================================================================================

 UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 WASHINGTON D.C. 20549

 FORM 10-QSB
(Mark One)                                                                      

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

For the quarterly period ended September 30, 2004                   
            ------------------

|_|   TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES       
EXCHANGE ACT OF 1934                                                

 For the transition period from __________ to __________

Commission File No.: 000-50944

 GLOBAL RESOURCE CORPORATION
(Exact name of registrant as specified in its charter)

 NEVADA                                     84-1565820
(State or other jurisdiction of                  (I.R.S. Employer       
incorporation or organization)                   Identification No.)  

 2820 LA MIRADA, SUITE H
 VISTA, CA 92081
(Address of principal executive offices)

 Issuer's telephone number: (760) 599-0775

ADVANCED HEALTHCARE TECHNOLOGIES, INC.
(Former name, former address and former fiscal year,
if changed since last report) 

 -------------------

Check whether the  registrant  filed all  documents  and reports  required to be
filed by Section 12, 13 or 15(d) of the  Securities  Exchange Act of 1934 during
the  preceding 12 months (or for such  shorter  period that the  registrant  was
required  to file  such  reports),  and  (2) has  been  subject  to such  filing
requirements for the past 90 days. Yes X No                                     

APPLICABLE ONLY TO CORPORATE ISSUERS

As of November 12, 2004, 4,360,034 shares of Global Resource's common stock were
outstanding.                                                                    

Transitional Small Business Disclosure Format: Yes |_|  No |X|                  

================================================================================

10QSB 2nd Page of 13 TOC 1st Previous Next ↓Bottom Just 2nd
PART 1: FINANCIAL INFORMATION                                                   

ITEM 1 - CONDENSED FINANCIAL STATEMENTS                                         

 GLOBAL RESOURCE CORPORATION
 FORMERLY ADVANCED HEALTHCARE TECHNOLOGIES, INC.
 (A DEVELOPMENT STAGE COMPANY)
 Balance Sheet

                                                                   September 30,
                                                                2004
                                                                 -----------
                                                                   (Unaudited)
ASSETS                                

CURRENT ASSETS                                                     $        --  
                                                                 -----------

FIXED ASSETS, NET                                                           --  
                                                                 -----------

   TOTAL ASSETS - DISCONTINUED OPERATIONS                        $        --
                                                                 ===========

LIABILITIES AND STOCKHOLDERS' DEFICIT 

CURRENT LIABILITIES                                                             

 Accounts payable                                                $     9,064
 Accounts payable - related party                                     17,080
 Convertible debentures (Note 4)                                      25,000
                                                                 -----------

   Total Current Liabilities                                          51,144
                                                                 -----------

STOCKHOLDERS' DEFICIT                                                           

Preferred Stock: 50,000,000 shares authorized of $0.001                   
   par value, no shares issued and outstanding                            --
Common stock: 2,000,000,000 shares authorized, of                         
   $0.001 par value, 2,400,000 shares issued and outstanding           2,400
 Additional paid-in capital (deficit)                              6,871,660
  Deficit accumulated during the development stage                 (6,925,204)
                                                                 -----------

    Total Stockholders' Deficit                                       (51,144)
                                                                 -----------

   TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT                   $        --
                                                                 ===========

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

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10QSB 3rd Page of 13 TOC 1st Previous Next ↓Bottom Just 3rd
 GLOBAL RESOURCE CORPORATION
 FORMERLY ADVANCED HEALTHCARE TECHNOLOGIES, INC.
 (A DEVELOPMENT STAGE COMPANY)
Statements of Operations
 (Unaudited)

                                                        [Enlarge/Download Table]

                                                                                                   From      
                                                                                                inception    
                                     For the three                   For the six               on March 28,  
                                     months ended                    months ended              2000 through  
                                     September 30,                   September 30,             September 30, 
                            -----------------------------   --------------------------------                 
                                 2004            2003            2004             2003             2004      
                            -------------  --------------   --------------  ----------------  ---------------
                                                                                                             
REVENUES                    $          --  $           --   $           --  $           --    $           -- 

OPERATING EXPENSES                 76,144       1,674,072           76,144       1,995,000            76,144 
                            -------------  --------------   --------------  --------------    -------------- 

LOSS BEFORE                                                                                                  
 DISCONTINUED OPERATIONS          (76,144)     (1,674,072)         (76,144)     (1,995,000)          (76,144)
                            -------------  --------------   --------------  --------------    -------------- 

LOSS FROM DISCONTINUED                                                                                       
  OPERATIONS (NOTE 3)                  --              --         (116,946)             --        (6,849,060)
                            -------------  --------------   --------------- --------------    -------------- 

NET LOSS                    $     (76,144) $   (1,674,072)  $     (193,090) $   (1,995,000)      $(6,925,204)
                            =============  ==============   ==============  ==============    ============== 

BASIC LOSS PER SHARE                                                                                         

  Continuing Operations     $       (0.03) $        (0.04)        $  (0.03) $        (0.07)                  
  Discontinued Operations              --              --            (0.05)             --                   
                            -------------  --------------   --------------  --------------                   

      Total Loss per Share  $       (0.03) $        (0.04)        $  (0.08) $        (0.07)                  
                            =============  ==============   ==============  ==============                   

WEIGHTED AVERAGE NUMBER                                                                                      
  OF SHARES OUTSTANDING         2,400,000      41,467,798        2,400,000      30,056,878                   
                            =============  ==============   ==============  ==============                   

Note: The three and six months ending  September 30, 2003  represent  operations
for Advanced Healthcare Technologies,  Inc., prior to the change of control, the
reverse merger, or the spin-off of NutraTek, LLC.                               

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

 3

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 GLOBAL RESOURCE CORPORATION
 FORMERLY ADVANCED HEALTHCARE TECHNOLOGIES, INC.
 (A DEVELOPMENT STAGE COMPANY)
Statements of Cash Flows
 (Unaudited)

                                                        [Enlarge/Download Table]

                                                                                      From     
                                                                                    Inception  
                                                            For the six                on      
                                                            months ended         March 28, 2000
                                                            September 30,           through    
                                                    --------------------------   September 30, 
                                                        2004           2003           2004     
                                                    -----------    -----------    -----------  
                                                                                               
CASH FLOWS FROM OPERATING ACTIVITIES                                                           

    Net loss                                        $  (193,090)   $(1,955,000)   $(6,925,204) 
    Adjustments to reconcile net loss to net cash                                              
       used by operating activities:                                                           
           Depreciation and amortization                    509             --            821  
           Equity issuances for stock                        --      1,717,890      6,786,535  
           Services provided for shareholder                                                   
             advances                                        --        191,652             --  
           Noncash interest expense related to                                                 
            beneficial conversion feature of debt        25,000             --         25,000  
    Changes in assets and liabilities :                                                        
           Increase in accounts payable                   9,064         (8,071)         9,064  
           Increase in accounts payable -                                                      
             related party                               17,080             --         17,080  
           Decrease in accrued expenses                      --        (32,477)            --  
    Changes in discontinued assets and liabilities      106,679             --       (265,440) 
                                                    -----------    -----------    -----------  

             Net Cash Used by Operating Activities      (34,758)       (86,006)      (352,144) 
                                                    -----------    -----------    -----------  

CASH FLOWS FROM INVESTING ACTIVITIES                                                           

    Purchase of fixed assets                                 --             --        (11,858) 
                                                    -----------    -----------    -----------  

             Net Cash Used by Investing Activities           --             --        (11,858) 
                                                    -----------    -----------    -----------  

CASH FLOWS FROM FINANCING ACTIVITIES                                                           

    Common stock sold or subscribed for cash                 --         15,000        268,150  
    Repayment of related party loans                         --             --        (70,325) 
    Advances to affiliated company                           --             --        (55,380) 
    Repayment of advances to affiliated company              --         28,000         50,000  
    Loans from related party                                 --          5,400         67,225  
    Cash used for partner draw                          (12,006)            --        (25,422) 
    Cash contributed by former officer                   20,000             --             --  
    Proceeds from issuance of note payable               15,500         25,000         91,018  
    Proceeds from convertible debenture                  25,000             --         25,000  
    Change from cash overdraft                          (13,736)            --         13,736  
                                                    -----------    -----------    -----------  

             Net Cash Provided by Financing                                                    
                 Activities                              34,758         73,400        364,002  
                                                    -----------    -----------    -----------  

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

 4

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 GLOBAL RESOURCE CORPORATION
 FORMERLY ADVANCED HEALTHCARE TECHNOLOGIES, INC.
 (A DEVELOPMENT STAGE COMPANY)
 Consolidated Statements of Cash Flows (Continued)
 (Unaudited)

                                                                  From
                                                                   Inception
                                                                  on
                                               For the three       March 28,
                                            months ended          2000
                                              September 30,        through
                                           ----------------------- September 30,
                                          2004         2003         2004
                                          ----------   ----------   ----------
NET INCREASE (DECREASE) IN CASH                    --      (12,606)          -- 

CASH AT BEGINNING OF PERIOD                        --       12,684           -- 
                                          ----------   ----------   ----------

CASH AT END OF PERIOD                      $       --   $       78   $       -- 
                                          ==========   ==========   ==========

CASH PAID FOR                                                                   

   Interest                               $       --   $       --   $      659
   Income taxes                           $       --   $       --   $       --

SCHEDULE OF NON CASH FINANCING ACTIVITIES                                       

   Contributed capital by shareholders    $  247,546   $       --   $  247,546

Note: The three and six months ending  September 30, 2003  represent  operations
      for  Advanced  Healthcare  Technologies,  Inc.,  prior  to the  change  of
control, the reverse merger, or the spin-off of NutraTeck, LLC.     

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

 5

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 GLOBAL RESOURCE CORPORATION
 FORMERLY ADVANCED HEALTHCARE TECHNOLOGIES, INC.
 (A DEVELOPMENT STAGE COMPANY)
 Notes to the Financial Statements
 September 30, 2004 and March 31, 2004

NOTE 1 -    FINANCIAL STATEMENTS                                                

            The  accompanying  financial  statements  have been  prepared by the
            Company without audit. In the opinion of management, all adjustments
            (which  include  only normal  recurring  adjustments)  necessary  to
            present  fairly the financial  position,  results of operations  and
            cash flows at September 30, 2004 and for all periods  presented have
been made.                                              

            Certain  information and footnote  disclosures  normally included in
            financial   statements   prepared  in  accordance   with  accounting
            principles  generally  accepted in the United States of America have
            been  condensed  or omitted.  It is suggested  that these  financial
            statements be read in conjunction with the financial  statements and
            notes  thereto  included in the  Company's  March 31,  2004  audited
            consolidated financial statements. The results of operations for the
            period ended  September 30, 2004 are not  necessarily  indicative of
the operating results for the full year.                

NOTE 2 -    CHANGE OF CONTROL                                                   

            On June 30, 2004,  the  Company's  president and CEO entered into an
            agreement to sell his controlling interest in the Company and retain
            the operations and activities of NutraTek,  LLC. In connection  with
            this  change  in  control  the  Company's  president  and CEO,  vice
            president  and chief  scientific  officer,  as well as the Company's
            secretary  resigned.  Additionally,  five  individuals  resigned  as
            directors  of  the  Company.   The  individual  gaining  controlling
interest was appointed to fill these vacancies.         

            Concurrent  with the above  mentioned  events  the  Company  settled
            $247,546 of accounts payable debt by reallocating a total of 250,002
            shares of common stock, which had previously been issued to a number
            of different  related entities in exchange for their  forgiveness of
the debt as well as payment of $10,000.                 

            At March 31, 2004, the financial  statements had been presented in a
            reverse  merger  format  with  NutraTek,  LLC being  reported as the
            accounting entity and Advanced as the legal entity.  Accordingly the
            inception  date  had been  presented  as March  2003  which  was the
            inception  date of NutraTek.  With  NutraTek  being  returned to its
            former  owner  at June 30,  2004,  Advanced  is the  only  remaining
            entity.  The  inception  date of  Advanced  was on March  28,  2000.
  Advanced is now the remaining accounting and legal entity.

NOTE 3 -    DISCONTINUED OPERATIONS                                             

            On June 30,  2004,  the  Company's  CEO entered into an agreement to
            sell  1,260,000 of the  Company's  common stock and his  controlling
            interest to an unrelated individual.  This resulted in the Company's
            wholly  owned  subsidiary,  NutraTek,  LLC,  being spun off and left
            Advanced  Healthcare  Technologies,  Inc.  as  the  remaining  shell
company.                                                

6 

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 GLOBAL RESOURCE CORPORATION
 FORMERLY ADVANCED HEALTHCARE TECHNOLOGIES, INC.
 (A DEVELOPMENT STAGE COMPANY)
 Notes to the Financial Statements
 September 30, 2004 and March 31, 2004

NOTE 3 -    DISCONTINUED OPERATIONS (Continued)                                 

            All assets were associated with the discontinued  operations as well
            as all of the  liabilities  except for $247,546 which was associated
            with Advanced. See Note 2 for a discussion on the settlement of this
debt associated with Advanced.                          

            The  operations of Nutratek are for the three months ended March 31,
2004 because NutraTek had a December 31 year end.       

                                      For the three months
                                      ended,
                                      March 31, 2004
                                      --------------------
 REVENUES                             $             15,349
 Cost of goods sold                                  4,108
                                      --------------------

 Gross profit                                       11,241
                                      --------------------

OPERATING EXPENSES                                      
      Payroll                                       53,930
      Rent                                           2,271
      Professional fees                             49,104
      Depreciation                                     509
      General and administrative                    21,362
                                      --------------------

 Total Operating Expenses                          127,175
                                      --------------------

  LOSS FROM OPERATIONS                             (115,935)
                                      --------------------

OTHER EXPENSE                                           

       Interest Expense                              (1,011)
                                      --------------------

  Total Other Expense                                (1,011)
                                      --------------------

  NET LOSS                             $           (116,946)
                                      --------------------

  BASIC LOSS PER SHARE                 $              (0.05)
                                      ====================

WEIGHTED AVERAGE NUMBER                                 
   OF SHARES OUTSTANDING                         2,400,000
                                      ====================

7 

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 GLOBAL RESOURCE CORPORATION
 FORMERLY ADVANCED HEALTHCARE TECHNOLOGIES, INC.
 (A DEVELOPMENT STAGE COMPANY)
 Notes to the Financial Statements
 September 30, 2004 and March 31, 2004

NOTE 4 -    BENFICIAL COVERSION FEATURES OF DEBT                                

            Global  Resource  Corporation  recognized  a  beneficial  conversion
            feature for a convertible  debenture  issued in the third quarter as
            discount on the  convertible  debentures  and as additional  paid-in
            capital.  This  discount of $25,000 has been  amortized  as non-cash
interest expense during the quarter.                    

NOTE 5 -    GOING CONCERN                                                       

            The Company's financial statements are prepared using the accounting
            principles  generally  accepted  in the  United  States  of  America
            applicable to a going concern, which contemplates the realization of
            assets  and  liquidation  of  liabilities  in the  normal  course of
            business.  However,  the Company has had a change in control and has
            changed its business plan and it has not generated any revenues. The
            future  of the  Company  is  dependent  upon its  ability  to obtain
            financing and upon future profitable operations from the development
            of its new  business  opportunities.  Management  plans to  research
            possible  acquisitions  of  various  entities  and an officer of the
            Company  has agreed to loan the  Company  funds as needed to sustain
            business  for a period of twelve  months.  However,  the  Company is
            dependent  upon its ability to secure equity  and/or debt  financing
            and there are no  assurances  that the Company  will be  successful,
            without sufficient financing it would be unlikely for the Company to
continue as a going concern.                            

            These conditions raise substantial doubt about the Company's ability
            to continue as a going concern.  These  financial  statements do not
       include any adjustments that might arise from this uncertainty.

NOTE 6 -    SIGNIFICANT EVENTS                                                  

            During the second  quarter the  Company  amended  their  Articles of
            Incorporation  to increase  their shares of common stock  authorized
            from  500,000,000 to  2,000,000,000  and to increase their shares of
            preferred  stock   authorized  from  5,000,000  to  50,000,000.   In
            addition,  during the second  quarter,  the  Company had a 1 for 100
            reverse  stock  split,  which  changed  their  number of issued  and
            outstanding  shares of common stock from  240,000,000  to 2,400,000.
        All references to common stock have been retroactively restated.

            During  the  second  quarter  the  Company  changed  the name of the
            Company  from  Advanced  Healthcare  Technologies,  Inc.  to  Global
            Resource  Corporation.   Additionally,   the  Company  notified  the
            Securities  and Exchange  Commission of their desire to be regulated
            as a Business  Development  Company,  pursuant to the  provisions of
            section 54(a) of the  Investment  Company Act of 1940 (the "Act") to
          be subject to the provisions of sections 55 through 65 of the Act.

NOTE 7 - SUBSEQENT EVENTS                                                       

            Subsequent to September 30, 2004, the Company has sold approximately
            1,960,000 shares of its common stock pursuant to a stock offering of
         up to 1,000,000,000 shares at an offering price per share between
    $0.005 and $.05. This includes 175,000 shares related to the
         conversion of a portion of the convertible debenture described in
Note 4 above.                                           

8 

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ITEM 2 - PLAN OF OPERATION                                                      

      The following  discussion and analysis should be read in conjunction  with
our unaudited  consolidated  condensed  financial  statements  and related notes
included in this  report.  This  report  contains  "forward-looking  statements"
within the meaning of the Private Securities  Litigation Reform Act of 1995. The
statements   contained   in  this  report  that  are  not  historic  in  nature,
particularly  those that utilize  terminology  such as "may," "will,"  "should,"
"expects,"  "anticipates,"  "estimates,"  "believes,"  or "plans" or  comparable
terminology are  forward-looking  statements  based on current  expectations and
assumptions.                                                                    

      Various  risks and  uncertainties  could  cause  actual  results to differ
materially   from   those   expressed   in   forward-looking   statements.   All
forward-looking  statements in this document are based on information  currently
available to us as of the date of this report,  and we assume no  obligation  to
update any forward-looking statements.  Forward-looking statements involve known
and unknown  risks,  uncertainties  and other  factors that may cause the actual
results  to  differ   materially  from  any  future   results,   performance  or
achievements expressed or implied by such forward-looking statements.           

CHANGE OF CONTROL                                                               

      On June 30, 2004,  Richard  Mangiarelli  purchased  126,000,000  shares of
Global Resource common stock from its former President, Chief Executive Officer,
Director, and majority stockholder, Johnny Sanchez. As a result, Mr. Mangiarelli
now holds  approximately  52.5% of the issued and  outstanding  common  stock of
Global Resource.                                                                

      In connection with this change in control,  Mr. Sanchez resigned as Global
Resource's President and Chief Executive Officer,  Joel Rockwood resigned as its
Vice President and Chief Scientific  Officer,  and Michael MacArthur resigned as
its  Secretary.  The board of directors  appointed  Mr.  Mangiarelli  as the new
President, Chief Financial Officer, and Secretary. In addition, Mr. Sanchez, Mr.
Rockwood,  Virginia  Sanchez,  Carmen Sanchez,  and Joe V. Overcash  resigned as
directors  of  Global  Resource.   The  outgoing  directors   appointed  Richard
Mangiarelli to fill the vacancies on the board.                                 

      On June 30, 2004,  Global  Resource  entered into a Release and  Indemnity
Agreement with Johnny Sanchez,  its former President,  Chief Executive  Officer,
Director,  and majority stockholder,  pursuant to which Global Resource sold the
all of its  membership  interest in NutraTek to Mr.  Sanchez in exchange for Mr.
Sanchez's  agreement to do the following:  (a) release Global  Resource from any
and all claims  that Mr.  Sanchez  may have had  against  Global  Resource;  (b)
indemnify  Global  Resource  for any and all claims  against or  liabilities  of
Global Resource that existed before June 30, 2004, and (c) to cooperate with and
assist Global  Resource in connection  with its reporting  obligations or filing
requirements  under the  Securities  Act of 1933,  as  amended,  and  Securities
Exchange Act of 1934, as amended, and to deliver such other instruments and take
such other actions as may be reasonably requested by Global Resource in order to
carry out the intent of the agreement.                                          

      As a result of the spin-off of Nutratak,  Global Resource currently has no
operations.  Before the change of control  described  above,  Global  Resource's
principal business and operations were those of NutraTek.  NutraTek  researched,
developed,  and thereafter  contracted with third parties to manufacture its own
line of nutritional  dietary  supplements,  functional food products and natural
sweeteners.                                                                     

      Global  Resource's new management has decided to terminate the nutritional
products  business  and become a  business  development  company.  As a business
development  company,  Global  Resource  shall  focus on making  investments  in
securities,  and making available significant managerial assistance with respect
to the  issuers  of such  securities,  of  companies  that  meet  the  following
criteria:                                                                       

      A. is organized under the laws of, and has its principal place of business
in, one of the states of the United States;                                     

      B. is not an investment  company, as defined in the Investment Company Act
of 1940; and                                                                    

C. satisfies one of the following:                                  

9 

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            1. it does not have any class of securities  with respect to which a
      member of a national securities exchange,  broker, or dealer may extend or
      maintain  credit to or for a  customer  pursuant  to rules or  regulations
      adopted by the Board of  Governors  of the Federal  Reserve  System  under
section 7 of the Securities Exchange Act of 1934;                   

            2. it is controlled by a business development company,  either alone
      or as part of a group  acting  together,  and  such  business  development
      company in fact  exercises a controlling  influence over the management or
      policies  of such  eligible  portfolio  company  and,  as a result of such
      control,  has an  affiliated  person  who is a director  of such  eligible
portfolio company;                                                  

            3. it has total assets of not more than $ 4,000,000, and capital and
      surplus  (shareholders'  equity less retained earnings) of not less than $
      2,000,000,  except  otherwise  allowed  by  the  Securities  and  Exchange
Commission; or                                                      

            4.  it  meets  such  other  criteria  as  management  may  establish
      consistent  with the rules and  regulations of the Securities and Exchange
Commission.                                                         

      Global Resource is currently  evaluating  prospective  eligible  portfolio
companies  for  investment,  and it intends to  continue  to do so over the next
twelve months. In that time period,  Global Resource intends to hire from six to
up to fifty  employees,  depending on the nature of the  portfolio  companies in
which it invests.  Global  Resource has established a stock option plan in order
to attract and retain  employees and to provide  employees who make  significant
and  extraordinary  contributions  to Global  Resource's  long-term  growth  and
performance with equity-based compensation incentives.                          

      Global  Resource  intends  to retain any future  earnings  to finance  the
expansion  of its  business  and any  necessary  capital  expenditures,  and for
general corporate purposes.                                                     

LIQUIDITY AND CAPITAL RESOURCES                                                 

      Global  Resource  currently  has  limited  working  capital  with which to
satisfy its cash  requirements,  and it will require additional capital in order
to conduct  operations.  Global Resource  anticipates that it will need at least
$250,000 in additional  working  capital in order to sustain  operations for the
next 12 months.  This requirement may increase  substantially,  depending on the
nature and  capital  requirements  of the  business  opportunities  it elects to
pursue.  In order to obtain the necessary  working capital,  Global Resource has
commenced  an  offering of its common  stock  pursuant  to  Regulation  E of the
Securities  Act of 1933, as amended.  This  offering is ongoing,  and it may not
provide Global Resources with the capital  necessary to fund its operations.  In
the event that Global Resource is unable to obtain  necessary  capital from such
offering, management may provide additional financing for Global Resource.      

OFF BALANCE SHEET ARRANGEMENTS                                                  

      Global   Resource   does  not  have  any   off-balance   sheet   financing
arrangements.                                                                   

ITEM 3 - CONTROLS AND PROCEDURES                                                

      Our  disclosure  controls  and  procedures  are  designed  to ensure  that
information required to be disclosed in reports that we file or submit under the
Securities Exchange Act of 1934 is recorded, processed,  summarized and reported
within the time periods  specified in the rules and forms of the  Securities and
Exchange Commission. Our Chief Executive Officer and Chief Financial Officer has
reviewed the  effectiveness  of our  "disclosure  controls and  procedures"  (as
defined in the  Securities  Exchange Act of 1934 Rules  13a-14(c) and 15d-14(c))
within the last ninety days and has concluded that the  disclosure  controls and
procedures are effective to ensure that material  information relating to Global
Resource  Corporation  is  recorded,  processed,  summarized,  and reported in a
timely manner.  There were no significant changes in our internal controls or in
other factors that could  significantly  affect these controls subsequent to the
last day they were evaluated by our Chief Executive  Officer and Chief Financial
Officer.                                                                        

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      It should be noted that any system of controls,  however well designed and
operated,  can provide only  reasonable,  and not absolute,  assurance  that the
objectives of the system are met. In addition,  the design of any control system
is based in part upon certain assumptions about the likelihood of future events.
Because of these and other inherent limitations of control systems, there can be
no assurance  that any design will  succeed in achieving  its stated goals under
all potential future conditions.  As a small organization,  the effectiveness of
our controls  heavily  depends on the direct  involvement of our Chief Executive
Officer and Chief Financial Officer.                                            

PART II:  OTHER INFORMATION                                                     

ITEM 1 - LEGAL PROCEEDINGS                                                      

None.                                                               

ITEM 2 - UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS            

(a)                                                                 

            1. On September  15, 2004,  Global  Resource  borrowed  $25,000 from
Javelin  Holdings,  Inc. and, in connection  therewith,  delivered a convertible
debenture to Javelin  Holdings in the principal  amount of $25,000.  The note is
due on February 1, 2005 and bears  interest at a rate of eight percent (8%). The
note is convertible into shares of Global  Resource's common stock at a floating
conversion  price of fifty  percent  (50%) of the closing bid price per share on
the  day of  conversion,  or at the  lowest  price  allowable  as set by  Global
Resource in an effective  registration  statement or exemption  notification  as
filed with the Securities and Exchange Commission.  Global Resource is obligated
to register the resale of the shares of common stock issuable upon conversion of
the debenture  under the  Securities  Act of 1933,  as amended,  or to otherwise
provide an  acceptable  exemption  to  registration  under  Regulation  E of the
Securities  Act of 1933, as amended.  The issuance was exempt under Section 4(2)
of the Securities Act.                                                          

            2. On September 27, 2004,  Global Resource  commenced an offering of
up to  1,000,000,000  shares its  common  stock at an  offering  price per share
between  $0.005 and  $0.05.  To date,  Global  Resource  has sold  approximately
1,960,000 shares pursuant to the offering,  including approximately 175,000 upon
conversion  of a portion of the  debenture  described  above.  The  issuance was
exempt  pursuant  to  Section  3(b)  of the  Securities  Act  and  Regulation  E
thereunder.                                                                     

(b) None.                                                           

(c) None.                                                           

ITEM 3 - DEFAULT UPON SENIOR SECURITIES                                         

(a) None.                                                           

(b) None.                                                           

ITEM 4 - SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS                    

      On August 30, 2004,  stockholders  holding 126,000,000 shares of pre-split
common  stock,  which was, at the time, a majority of the voting power of Global
Resource,  took action by written  consent for the purpose  taking the following
action:                                                                         

      1. Approving an amendment to Global Resource's  articles of incorporation,
which became effective on September 10, 2004, to do the following:              

                  (a)  increase the number of shares of common stock that Global
          Resource is authorized to issue from 500,000,000 to 2,000,000,000;

                  (b)  increase the number of shares of  undesignated  preferred
            stock that Global  Resource is authorized to issue from 5,000,000 to
50,000,000;                                             

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                  (c) authorize  the board of directors,  without the consent of
            the stockholders of Global Resource,  to adopt any  recapitalization
            affecting the outstanding shares of capital stock of Global Resource
            by  effecting a forward or reverse  split of all of the  outstanding
            shares  of any  class of  capital  stock of  Global  Resource,  with
            appropriate  adjustments  to  Global  Resource's  capital  accounts,
            provided that the recapitalization does not require any amendment to
the Articles of Incorporation of Global Resource; and   

                  (d) change  the name of the  corporation  to "Global  Resource
Corporation."                                           

2. Adopting amended and restated bylaws of Global Resource;         

      3.  Approving  and  adopting the Global  Resource  2004 Stock Option Plan,
which provides for the grant,  at the  discretion of the board of directors,  of
options to purchase up to 25,000,000 shares of capital stock of Global Resource,
all upon the terms and subject to the provisions of the plan; and               

      4. Approving Global Resource's offer and sale through a public offering of
shares of Global Resource's  capital stock pursuant to the stock option plan and
the filing of a  registration  statement on Form S-8 under the Securities Act of
1933, as amended with respect to the same.                                      

      On September 16, 2004,  stockholders  holding  1,260,000  shares of common
stock,  which  was,  at the  time,  a  majority  of the  voting  power of Global
Resource,  took  action by  written  consent  for the  purpose of  approving  an
amendment to Global Resource's articles of incorporation to change the par value
of its common stock and preferred stock from $0.001 to $0.000001.  The amendment
to the articles of incorporation effectuating this change has not yet been filed
with the Nevada Secretary of State.                                             

ITEM 5 - OTHER INFORMATION                                                      

(a) None.                                                           

(b) None.                                                           

ITEM 6 - EXHIBITS                                                               

                                                        [Enlarge/Download Table]

Item No.  Description                                           Method of Filing              
--------  -----------                                           ----------------              
                                                                                              
31.1      Certification of Richard Mangiarelli pursuant to      Filed electronically herewith.
          Rule 13a-14(a)                                                                      
32.1      Chief Executive Officer and Chief Financial Officer   Filed electronically herewith.
          Certification pursuant to 18 U.S.C. ss. 1350 adopted                                
          pursuant to Section 906 of the Sarbanes Oxley Act of                                
          2002                                                                                

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SIGNATURES

      Pursuant to the  requirements of the Securities  Exchange Act of 1934, the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned thereunto duly authorized.                                          

                           GLOBAL RESOURCE CORPORATION

November 12, 2004                       /s/ Richard Mangiarelli                 
                                        ----------------------------------------
                   Richard Mangiarelli
                                     President and Chief Executive Officer
                                       (Principal Executive Officer, Principal
                      Financial Officer, and
                             Principal Accounting Officer)

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Dates Referenced Herein and Documents Incorporated by Reference

		Referenced-On Page
This ‘10QSB’ Filing	Date	First	Last	Other Filings

	2/1/05	11
Filed on:	11/15/04			8-K
	11/12/04	1	13
For Period End:	9/30/04	1	8
	9/27/04	11
	9/16/04	12
	9/15/04	11
	9/10/04	11
	8/30/04	11		8-K
	6/30/04	6	9	10QSB, 8-K, NT 10-Q
	3/31/04	6	8	10KSB, NT 10-K
	9/30/03	3	5	10QSB, 10QSB/A, NT 10-Q
	3/28/00	4	6
				List all Filings

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Filing Submission 0001144204-04-018938 – Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

Global Resource Corp – ‘10QSB’ for 9/30/04

On: Monday, 11/15/04, at 2:44pm ET · For: 9/30/04 · Accession #: 1144204-4-18938 · File #: 814-00677

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Quarterly Report — Small Business — Form 10-QSBFiling Table of Contents

10QSB — Quarterly Report — Small BusinessDocument Table of Contents

Dates Referenced Herein and Documents Incorporated by Reference

Quarterly Report — Small Business — Form 10-QSB
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10QSB — Quarterly Report — Small Business
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