Global Green (GOGC) 10-Q 2015 Q2 Quarterly report

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

_________________

FORM 10Q

_________________

(Mark One)

[X]QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2015

[  ]TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT

For the transition period from __________ to ___________

Commission file number: 333-174853

GLOBAL GREEN, INC.

(Exact name of registrant as specified in its charter)

Florida	20-1515998
(State of Incorporation)	(IRS Employer ID Number

2820 Remington Green Circle, Tallahassee, Florida 32308

(Address of principal executive offices)

(850) 597-7906

(Registrant's Telephone number)

 (Former Address and phone of principal executive offices)

Indicate by check mark  whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the  past 12 months (or for such  shorter  period that the  registrant  was required  to file  such  reports),  and  (2)  has  been  subject  to the  filing requirements for the past 90 days. Yes [X]No [  ]

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 for Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).Yes [X]No [  ]

Indicate by check mark whether the registrant is a large accelerated file, an accelerated filer, a non-accelerated filer, or a smaller reporting company.  See the definitions of "large accelerated filer," "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act.

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 defined in Rule 12b-2 of the Exchange Act).Yes [  ]No [X]

Indicate the number of share outstanding of each of the issuer's classes of common stock, as of the latest practicable date.

As of  August  6, 2015, there were 745,761,432 shares of the registrant's common stock issued and outstanding.

TABLE OF CONTENTS

PART I – FINANCIAL INFORMATION		Page
Item 1.	Financial Statements (Unaudited)	4
	Consolidated Balance Sheets – June 30, 2015 and December 31, 2014 (Audited)	4
	Consolidated Statements of Operations – Three and six months ended June 30, 2015 and 2014	5
	Consolidated Statements of Shareholders' Deficit – For the Period Ended June 30, 2015	6
	Consolidated Statements of Cash Flows – For the Six months ended June 30, 2015 and 2014	7
	Notes to the Consolidated Financial Statements	8
Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	13
Item 3.	Quantitative and Qualitative Disclosures About Market Risk – Not Applicable	16
Item 4.	Controls and Procedures	16
PART II – OTHER INFORMATION
Item 1.	Legal Proceedings – Not Applicable	17
Item 1A.	Risk Factors – Not Applicable	17
Item 2.	Unregistered Sales Of Equity Securities And Use Of Proceeds	17
Item 3.	Defaults Upon Senior Securities – Not Applicable	17
Item 4.	Mine Safety Disclosure – Not Applicable	17
Item 5.	Other Information – Not Applicable	17
Item 6.	Exhibits	18
SIGNATURES		19

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PART I

ITEM 1. FINANCIAL STATEMENTS

Global Green, Inc.

Consolidated Balance Sheets

June 30, 2015 (unaudited) and December 31, 2014

	June 30,2015			December 31,2014
ASSETS
Current assets:
Cash	$	432		$	7,833
Travel advances to officer		2,000			2,000
Total current assets		2,432			9,833
Intangible asset, net		5,291			5,459
Total assets	$	7,723		$	15,292
LIABILITIES AND SHAREHOLDERS' DEFICIT
Current liabilities:
Accounts payable and accrued expenses	$	20,867		$	18,328
Due to shareholders		500			500
Convertible advance- related party (see Note 6)		247,908			221,908
Total liabilities		269,275			240,736
Commitments and Contingencies (see Note 7)		-			-
Shareholders' deficit:
Preferred stock; no par value; 100,000,000 shares authorized; no shares outstanding at June 30, 2015 or December 31, 2014		-			-
Common stock; $.00001 par value; 3,000,000,000 shares authorized; 745,761,432 shares issued and outstanding at June 30, 2015 and December 31, 2014		7,458			7,458
Additional paid in capital		285,573			285,573
Accumulated deficit		(554,583	)		(518,475	)
Total shareholders' deficit		(261,552	)		(225,444	)
Total liabilities and shareholders' deficit	$	7,723		$	15,292

 See accompanying notes to the consolidated financial statements

4

Global Green, Inc.

Consolidated Statements of Operations

For the Three and Six Months Ended June 30, 2015 and 2014

(Unaudited)

	Six Months EndedJune 30, 2015			Six Months EndedJune 30, 2014			Three Months EndedJune 30, 2015			Three Months EndedJune 30, 2014
REVENUES	$	-		$	-		$	-		$	-
OPERATING EXPENSES
Professional fees		26,071			12,891			6,778			3,864
Interest expense (see Note 6)		6,031			5,600			3,049			2,600
General and administrative		2,693			8,073			1,293			3,397
Stock transfer agent fees		1,025			1,650			575			450
Amortization		168			168			84			84
Bank fees		120			-			90			-
Investor Relations		-			6,000			-			3,000
Vaccine testing		-			5,000			-			5,000
Total operating expenses		36,108			39,382			11,869			18,395
NET LOSS	$	(36,108	)	$	(39,382	)	$	(11,869	)	$	(18,395	)
Net loss per share applicable to common stockholders — basic and diluted	$	(0.00	)	$	(0.00	)	$	(0.00	)	$	(0.00	)
Weighted average number of shares outstanding – basic and diluted		745,761,432			745,761,432			745,761,432			745,761,432

 See accompanying notes to the consolidated financial statements

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Global Green, Inc.

Consolidated Statements of Shareholders' Deficit

For the Period Ended June 30, 2015

(Unaudited)

	Common Shares		Common Stock		Additional Paid in Capital		Accumulated Deficit			Total Shareholders' Deficit
BALANCE, December 31, 2013		745,761,432	$	7,458	$	285,573	$	(428,382	)	$	(135,351	)
Net loss		-		-		-		(90,093	)		(90,093	)
BALANCE, December 31, 2014		745,761,432		7,458		285,573		(518,475	)		(225,444	)
Net loss		-		-		-		(36,108	)		(36,108	)
BALANCE, June 30, 2015		745,761,432	$	7,458	$	285,573	$	(554,583	)	$	(261,552	)

 See accompanying notes to the consolidated financial statements

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Global Green, Inc.

Consolidated Statements of Cash Flows

For the Six Months Ended June 30, 2015 and 2014

(Unaudited)

CASH FLOWS FROM OPERATING ACTIVITIES:	Six Months Ended June 30, 2015			Six Months Ended June 30, 2014
Net Loss	$	(36,108	)	$	(39,382	)
Adjustments to reconcile net loss to net cash
used in operating activities:
Amortization		168			168
Change in assets and liabilities:
Prepaid expenses		-			750
Travel advances to officer		-			4,000
Accounts payable and accrued expenses		2,539			3,129
Net cash used in operating activities		(33,401	)		(31,335	)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds (payments) from convertible advance - related party		26,000			(39,000	)
Net cash provided by (used in) financing activities		26,000			(39,000	)
NET CHANGE IN CASH		(7,401	)		(70,335	)
CASH, beginning of period		7,833			113,532
CASH, end of period	$	432		$	43,197
SUPPLEMENTAL DISCLOSURES:
Cash Paid for Interest	$	-		$	5,630

See accompanying notes to the consolidated financial statements

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Global Green, Inc.

Notes to Consolidated Financial Statements

June 30, 2015

(Unaudited)

NOTE 1 NATURE OF ORGANIZATION

Global Green, Inc. (the "Company") is a Florida Corporation incorporated on July 12, 2004 (inception) as a wholly owned subsidiary of Global Assets & Services, Inc.  In September 2004, the Company was spun out into a separate legal entity.  The Company changed its name from The Global Tech Assets, Inc. to Global Green, Inc. in April 2010 and its fiscal period end is December 31.

Under the Share Exchange Agreement executed on November 29, 2010, between the Company and Nutritional Health Institute, LLC ("NHIL"), the Company acquired 100% of the issued and outstanding stock of Global Green International, Inc. ("GGII"), a wholly owned subsidiary of NHIL. At the same time, the Company issued approximately 683 million shares of its common stock, representing 93% of the ownership of the Company, to NHIL. After the above mentioned acquisition as per the Share Exchange Agreement, the Company has become a majority-owned subsidiary of NHIL. As the effective control over GGII did not change, in accordance with the Financial Accounting Standards Board's ("FASB") Accounting Standards Codification ("ASC") 805 Business Combinations, GGII is consolidated at its book value (See Note 4).  Prior to November 2010, GGII had no assets or operations, so there was no impact to the historical financial statements.

GGII, a wholly-owned subsidiary of the Company, has been granted the exclusive worldwide rights (the "Licensing Agreement") to manufacture, distribute, market and sell a Salmonella Antigen and Vaccine (the "Vaccine").  The Licensing Agreement was executed between NHIL and GGII before the Company acquired the 100% ownership of GGII and is the only asset of GGII.

In February 2011, the Vaccine entered into the final phase of becoming a United States Department of Agriculture ("USDA") approved vaccine for the in ovo vaccination of chicken eggs to provide immunity against Salmonella bacteria. In May 2011, the United States Patent and Trademark Office granted a patent for the method and composition in the Vaccine. In August 2011, an additional patent was granted related to the vaccine.

NOTE 2 GOING CONCERN

These consolidated financial statements have been prepared on a going concern basis which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business for the foreseeable future.  As of June 30, 2015, the Company has incurred net losses of $554,583 and a net working capital deficit of $266,843 since inception.

Management's plans include raising capital through the equity markets to fund operations and eventually, the generating of revenue through its business; however, there can be no assurance that the Company will be successful in such activities.  These consolidated financial statements do not include any adjustments relating to the recovery of the recorded assets or the classifications of the liabilities that might be necessary should the Company be unable to continue as a going concern.

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NOTE 3 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP") on the accrual basis of accounting.  All significant intercompany accounts and transactions have been eliminated in consolidation. 

Use of Estimates

The preparation of financial statements in conformity with GAAP requires management to adopt accounting policies and make estimates and assumptions that affect amounts reported in the consolidated financial statements.  The significant accounting policies, estimates and related judgments underlying the Company's consolidated financial statements are summarized below.  In applying these policies, management makes subjective judgments that frequently require estimates about matters that are inherently uncertain.  Actual results could differ materially from those estimates.

Cash and Cash Equivalents

The Company considers all investments with a maturity date of three months or less when purchased to be cash equivalents.  There were no cash equivalents at June 30, 2015 and December 31, 2014.

Revenue Recognition

The Company recognizes revenue on arrangements in accordance with Securities and Exchange Commission Staff Accounting Bulletin Topic 13, Revenue Recognition and ASC 605-15-25, Revenue Recognition.  In all cases, revenue is recognized only when the price is fixed or determinable, persuasive evidence of an arrangement exists, the service is performed and collectability is reasonably assured. The Company did not report any revenues for the periods ended June 30, 2015 and 2014.

Earnings Per Share

The Company has adopted ASC 260-10-50, Earnings Per Share, which provides for the calculation of "basic" and "diluted" earnings per share. Basic earnings per share includes no dilution and is computed by dividing net income or loss available to common shareholders by the weighted average common shares outstanding for the period. Diluted earnings per share reflect the potential dilution of securities that could share in the earnings of an entity. Basic and diluted losses per share were the same at the reporting dates as there were no common stock equivalents outstanding at June 30, 2015 and 2014.

Concentrations

Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of cash.

Occasionally, cash balances may exceed amounts insured by the Federal Deposit Insurance Corporation ("FDIC").  Accordingly, the Company places its cash and cash equivalents with financial institutions considered by management to be of high credit quality. 

Income Taxes

Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Additionally, the recognition of future tax benefits, such as net operating loss carryforwards, is required to the extent that realization of such benefits is more likely than not. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which the assets and liabilities are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income tax expense in the period that includes the enactment date.

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In the event the future tax consequences of differences between the financial reporting bases and the tax bases of the Company's assets and liabilities result in deferred tax assets, an evaluation of the probability of being able to realize the future benefits indicated by such asset is required. A valuation allowance is provided for the portion of the deferred tax asset when it is more likely than not that some or all of the deferred tax asset will not be realized. In assessing the realizability of the deferred tax assets, management considers the scheduled reversals of deferred tax liabilities, projected future taxable income, and tax planning strategies.

The Company files income tax returns in the United States and Florida, which are subject to examination by the tax authorities in these jurisdictions. Generally, the statute of limitations related to the Company's federal and state income tax return is three years. The state impact of any federal changes for prior years remains subject to examination for a period up to five years after formal notification to the states.

Management has evaluated tax positions in accordance with ASC 740, Income Taxes, and has not identified any significant tax positions, other than those disclosed.

Subsequent Events

In accordance with ASC 855, Subsequent Events, the Company evaluated subsequent events through August 6, 2015, the date the consolidated financial statements were available for issue.

NOTE 4 INTANGIBLE ASSET

The Company accounts for its intangible asset in accordance FASB ASC 350 Intangibles—Goodwill and Other.  The intangible assets consist of the Licensing Agreement and is carried at an allocated cost, less accumulated amortization.  The Licensing Agreement was executed on November 29, 2010 between NHIL and GGII, before the Company acquired the 100% ownership of GGII as described in Note 1. The provisions in the License Agreement include the Company's responsibilities to protect the Vaccine information and to assume financial responsibilities for the acquisition of USDA approval of the Vaccine.  The License Agreement has no expiration date, but is being amortized over the 20 year legal life of the related patent. As the effective control over GGII did not change after acquisition by the Company, in accordance with ASC 805, Business Combinations, the License Agreement is consolidated at the book value.  For the periods ended June 30, 2015 and 2014, the Company recorded amortization expense of $168.  The Company expects amortization expense to be approximately $336 per year for each of the next five fiscal years. 

Components of intangible assets at the periods ended are as follows:

	June 30,  2015			December 31,  2014
License Agreement	$	6,831		$	6,831
Accumulated amortization		(1,540	)		(1,372	)
Intangible assets, net	$	5,291		$	5,459

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NOTE 5  TAXES

         

       The components of income tax benefit for the years ended are as follows:

	June 30, 2015			June 30,  2014
Current tax benefit	$	(13,577	)	$	(14,808	)
Change in valuation allowance		13,577			14,808
	$	-		$	-

The difference between income tax benefit computed by applying the statutory federal income tax rate to earnings before taxes for the years ended are as follows:

	June 30, 2015			June 30, 2014
Pretax loss at federal statutory rate	$	(12,277	)	$	(13,390	)
State income benefit, net of federal benefit		(1,300	)		(1,418	)
Change in valuation allowance		13,577			14,808
	$	-		$	-

The components of deferred taxes are as follows:

	June 30, 2015			December 31, 2014
Deferred income tax assets:
Operating loss carryforwards	$	208,525		$	194,948
Less: Valuation allowance		(208,525	)		(194,948	)
	$	-		$	-

At June 30, 2015 and December 31, 2014, a valuation allowance was established for the entire amount of the net deferred tax asset as the realization of the deferred tax asset is dependent on future taxable income.

At June 30, 2015, the Company had net operating loss carryforwards for tax purposes of $554,583 which will expire beginning in 2031, if not previously utilized.

     

NOTE 6 RELATED PARTY TRANSACTIONS AND COMMITMENTS

On January 15, 2013, the Company entered into a convertible advance with the Company's Chief Executive Officer and Chairman. The advance, with a face value of $300,000, bears interest at 5% per annum and is payable on demand. The advance is convertible, at the holder's option, into the Company's common or preferred shares based on the value of the shares at the execution date of the advance.  The convertible advance is valued at the greater of the face value of the advance or the fair value of the shares, if converted.  At June 30, 2015 and December 31, 2014, the convertible advance was recorded at $247,908 and $221,908, respectively.  Accrued interest related to this advance was $11,454 and $5,423 at June 30, 2015 and December 31, 2014, respectively, and is included in accounts payable and accrued expenses on the consolidated balance sheets.

The Company has exclusive rights to the Licensing Agreement with NHIL, the Company's majority shareholder, in which its wholly-owned subsidiary, GGII, assumes the financial responsibility for the acquisition and maintenance of all patents, as well as USDA's approval of Vaccines.

NOTE 7 CONTINGENCIES

During the normal course of business, the Company may be exposed to litigation.  When the Company becomes aware of potential litigation, it evaluates the merits of the case in accordance with ASC 450-20-50, Contingencies.  The Company evaluates its exposure to the matter, possible legal or settlement strategies and the likelihood of an unfavorable outcome.  If the Company determines that an unfavorable outcome is probable and can be reasonably estimated, it establishes the necessary accruals.  As of June 30, 2015, the Company is not aware of any contingent liabilities that should be reflected in the accompanying consolidated financial statements.

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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion should be read in conjunction with our unaudited financial statements and notes thereto included herein. In connection with, and because we desire to take advantage of, the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995, we caution readers regarding certain forward looking statements in the following discussion and elsewhere in this report and in any other statement made by, or on our behalf, whether or not in future filings with the Securities and Exchange Commission.  Forward-looking statements are statements not based on historical information and which relate to future operations, strategies, financial results or other developments. Forward looking  statements are necessarily based upon estimates and assumptions that are inherently  subject to significant  business,  economic and competitive uncertainties and  contingencies,  many of which are beyond our control and many of which,  with  respect to future  business  decisions,  are subject to change. These uncertainties and contingencies can affect actual results and could cause actual results to differ materially from those expressed in any forward looking statements made by, or on our behalf.  We disclaim any obligation to update forward-looking statements.

The independent registered public accounting firm's report on the Company's financial statements as of December 31, 2014, and for each of the years in the two-year period then ended, includes a "going concern" explanatory paragraph, that describes substantial doubt about the Company's ability to continue as a going concern.

PLAN OF OPERATIONS

We did not have any revenues during the quarter ended June 30, 2015 nor the fiscal years ended December 31, 2014 and 2013. We have minimal capital, minimal cash, and only our intangible assets consist of our patents and patent applications, business plan, relationships and contacts. We are illiquid and need cash infusions from investors or shareholders to provide capital, or loans from any sources.

In March 2012, the Company completed its Final Efficacy Testing and submitted the results to the USDA and are awaiting a response from the USDA.  Our continuing plan of operations will be as follows:

Milestones

3rd Quarter 2015

• Continuing searching/negotiating with other partners/vaccine manufacturers.

• Initiating designs of protocols for commercial production, their finalization and testing.

• Identifying sources of financing.

• Negotiating with NHIL for licensing agreements for new vaccine technologies.

4thQuarter 2015

• Continuing searching/negotiating with other partners/vaccine manufacturers.

• Initiating designs of protocols for commercial production, their finalization and testing.

• Identifying sources of financing.

• Negotiating with NHIL for licensing agreements for new vaccine technologies.

1st Quarter 2016

• Continuing searching/negotiating with other partners/vaccine manufacturers.

• Initiating designs of protocols for commercial production, their finalization and testing.

• Identifying sources of financing.

• Negotiating with NHIL for licensing agreements for new vaccine technologies.

The Company's status regarding its Phase IV efficacy testing as of the time of this filing depends upon finding another vaccine manufacturer.

In August 2012, the Company began a study to determine how long a chicken can be protected against Salmonella after it begins laying eggs. If a layer hen is not infected with the Salmonella bacteria or shows reduced levels of the bacteria, then neither the egg, nor the chick, when it hatches, will have Salmonella or the egg or chick will show reduced levels of the bacteria. There is a "timelined" vaccine effect that will be logged and sequenced during the study, beginning from a newly-hatched chicken, to the 18-20 weeks before the chicken becomes a layer hen, and, after that, until the end of the hen's productive life. At the time of this filing the protocols have been finished and we are in the process of identifying a manufacture.

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In September 2013, the Company announced the signing of an agreement with Merial Ltd., the Animal Health Division of Sanofi, to conduct an internal evaluation of the Company's patented Salmogenics vaccine technology. The evaluation with Merial was terminated upon the expiration of the agreement on October 1, 2014.

On January 15, 2013, the Company entered into a convertible advance with the Company's Chief Executive Officer and Chairman. The advance, with a face value of $300,000, bears interest at 5% per annum and is payable on demand. The advance is convertible, at the holder's option, into the Company's common or preferred shares based on the value of the shares at the execution date of the advance.  The convertible advance is valued at the greater of the face value of the advance or the fair value of the shares, if converted.  At June 30, 2015 and December 31, 2014, the convertible advance was recorded at $247,908 and $221,908, respectively.  Accrued interest related to this advance was $11,454 and $5,423 at June 30, 2015 and December 31, 2014, respectively, and is included in accounts payable and accrued expenses on the consolidated balance sheets.

We will need substantial additional capital to support our proposed future operations.  We have no revenues.  We have no committed source for any funds as of the date hereof.  No representation is made that any funds will be available when needed.  In the event funds cannot be raised when needed, we may not be able to carry out our business plan, may never achieve sales, and could fail in business as a result of these uncertainties.

RESULTS OF OPERATIONS

For the Three Months Ended June 30, 2015 Compared to the Three Months Ended June 30, 2014

During the three months ended June 30, 2015 and 2014, the Company did not recognize any revenues from it operational activities.  Management does not anticipate recognizing any revenues from the sale of the Salmogenic vaccine, until the final approval of the USDA has been granted and at that time the Company will be able to begin sales and marketing efforts.

During the three months ended June 30, 2015, the Company incurred operational expenses of $11,869.  During the three months ended June 30, 2014, the Company incurred operational expenses of $18,395.  The decrease of $6,526 was primarily a result of a $2,914 increase in professional fees expenses due to legal services in connection with the Appeal process relating to the 10 day trading suspension, $449 increase in interest expense, and a $2,104 decrease in general and administrative expenses combined with a $3,000 decrease in investor relations and a $5,000 decrease in vaccine testing.  The decrease in vaccine and testing expenses was a result of delays in vaccine related researches.

During the three months ended June 30, 2015, the Company recognized a net loss of $11,869 compared to a net loss of $18,395 during the three months ended June 30, 2014.  The decrease of $6,526 was a direct result of the expenses discussed above.

For the Six  Months Ended June 30, 2015 Compared to the Six  Months Ended June 30, 2014

During the six months ended June 30, 2015 and 2014, the Company did not recognize any revenues from it operational activities.  Management does not anticipate recognizing any revenues from the sale of the Salmogenic vaccine, until the final approval of the USDA has been granted and that time the Company will be able to begin sales and marketing efforts.

During the six months ended June 30, 201,5, the Company incurred operational expenses of $36,108.  During the six months ended June 30, 2014, the Company incurred operational expenses of $39,382.  The decrease of $3,274 was primarily a result of a $5,380 decrease in general and administrative expenses combined with a $13,180 increase in professional fees offset by a $6,000 decrease in investor relations and a $5,000 decrease in vaccine testing.  The decrease in vaccine and testing expenses was a result of delays in vaccine related researches.

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During the six months ended June 30, 2015, the Company recognized a net loss of $36,108 compared to a net loss of $39,382 during the six months ended June 30, 2014.  The decrease of $3,274 was a direct result of the expenses discussed above.

LIQUIDITY

The independent registered public accounting firm's report on the Company's financial statements as of December 31, 2014, and for each of the years in the two-year period then ended, includes a "going concern" explanatory paragraph, that describes substantial doubt about the Company's ability to continue as a going concern.

At June 30, 2015, the Company had total current assets of $2,432, consisting of $432 in cash and $2,000 travel advances to officers.  At June 30, 2015, total current liabilities were $269,275, consisting of $20,867 in accounts payable and accrued expenses, $500 due to shareholders, and a convertible advance to related party of $247,908.  At June 30, 2015, the Company had working capital deficit of $266,843.

During the six months ended June 30, 2015, the Company used $33,401 in funds in it operational activities.  During the six months ended June 30, 2015, the Company recognized a net loss of $36,108 which was adjusted for $168 in amortization expense.  During the six months ended June 30, 2014, the Company used $31,335 in its operations, a net loss of $39,382 was adjusted for the non-cash item of $168 in amortization expense.

During the six months ended June 30, 2015, the Company received $26,000 in its financing activities from additional proceeds on the outstanding convertible advance made by its Chief Executive Officer and Chairman, discussed below.

Short Term

On a short-term basis, the Company has not generated any revenue or revenues sufficient to cover operations.  For short term needs the Company will be dependent on receipt, if any, of offering proceeds.

Capital Resources

The Company has only common stock as its capital resource.

The Company has no material commitments for capital expenditures within the next year, however if operations are commenced, substantial capital will be needed to pay for participation, investigation, exploration, acquisition and working capital.

Need for Additional Financing

The Company does not have capital sufficient to meet its cash needs.  The Company will have to seek loans or equity placements to cover such cash needs.  Once manufacturing and sales efforts commence, its needs for additional financing is likely to increase substantially.

No commitments to provide additional funds have been made by the Company's management or other stockholders.  Accordingly, there can be no assurance that any additional funds will be available to the Company to allow it to cover the Company's expenses as they may be incurred.

Significant Accounting Policies

Revenue Recognition

The Company recognizes revenue on arrangements in accordance with Securities and Exchange Commission Staff Accounting Bulletin Topic 13, Revenue Recognition and FASB ASC 605-15-25, Revenue Recognition.  In all cases, revenue is recognized only when the price is fixed or determinable, persuasive evidence of an arrangement exists, the service is performed and collectability is reasonably assured. The Company did not report any revenues from inception to June 30, 2015.

15

Earnings Per Share

The Company has adopted ASC 260-10-50, Earnings Per Share, which provides for calculation of "basic" and "diluted" earnings per share. Basic earnings per share includes no dilution and is computed by dividing net income or loss available to common shareholders by the weighted average common shares outstanding for the period. Diluted earnings per share reflect the potential dilution of securities that could share in the earnings of an entity. Basic and diluted losses per share were the same at the reporting dates as there were no common stock equivalents outstanding at June 30, 2015 or June 30, 2014.

ITEM 3.  QUANTATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

Not Applicable.

ITEM 4.  CONTROLS AND PROCEDURES

Disclosures Controls and Procedures

We have adopted and maintain disclosure controls and procedures (as such term is defined in Rules  13a 15(e) and 15d-15(e)  under the Securities  Exchange Act of 1934,  as  amended  (the  "Exchange  Act")) and   that are  designed  to ensure  that information  required to be disclosed in our reports  under the Exchange Act, is recorded,  processed,  summarized and reported within the time periods  required under  the  SEC's  rules and forms  and that the  information  is  gathered  and communicated to our management, including our Chief Executive Officer (Principal Executive Officer) and Chief Financial Officer (Principal Financial Officer), as appropriate, to allow for timely decisions regarding required disclosure.

As required by SEC Rule 15d-15(b), our Chief Executive/Financial Officer carried out an evaluation under the supervision and with the participation of our management, of the effectiveness of the design and operation of our disclosure controls and procedures pursuant to Exchange Act Rule 15d-14 as of the end of the period covered by this  report.  Based on the foregoing evaluation,  our Chief Executive Officer has concluded that our disclosure controls and procedures  are  effective  in  timely  alerting  them to  material  information required  to be  included  in  our  periodic  SEC  filings  and to  ensure  that information  required to be disclosed in our periodic SEC filings is accumulated and communicated to our management,  including our Chief Executive  Officer,  to allow  timely  decisions  regarding  required  disclosure.

There was no change in our internal control over financial reporting that occurred during the fiscal quarter ended June 30, 2015, that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

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PART II. OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS

None.

ITEM 1A.  RISK FACTORS

Not Applicable to Smaller Reporting Companies.

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

During the period of April 1, 2015 through June 30, 2015, the Company did not make any issuances of its equity securities.

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 4.  MINE SAFETY DISCLOSURE

Not Applicable.

ITEM 5.  OTHER INFORMATION

None.

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ITEM 6.  EXHIBITS

Exhibits.  The following is a complete list of exhibits filed as part of this Form 10-Q.  Exhibit numbers correspond to the numbers in the Exhibit Table of Item 601 of Regulation S-K.

Exhibit 31.1	Certification of Chief Executive and Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act
Exhibit 32.1	Certification of Principal Executive and Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act
Exhibit 101.INS	XBRL Instance Document
Exhibit 101.SCH	XBRL Taxonomy Extension Schema Document (1)
Exhibit 101.CAL	XBRL Taxonomy Extension Calculation Linkbase Document (1)
Exhibit 101.DEF	XBRL Taxonomy Extension Definition Linkbase Document (1)
Exhibit 101.LAB	XBRL Taxonomy Extension Label Linkbase Document (1)
Exhibit 101.PRE	XBRL Taxonomy Extension Presentation Linkbase Document (1)

(1) Pursuant to Rule 406T of Regulation S-T, this interactive data file is deemed not filed or part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, is deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, and otherwise is not subject to liability under these sections.

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SIGNATURES

Pursuant to the requirements of Section 12 of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

GLOBAL GREEN, INC.

(Registrant)

Dated:  August 13, 2015	By: /s/ Dr. Mehran P. Ghazvini, DC
	Dr.  Mehran P. Ghazvini, DC
	(Principal Executive Officer, Chief Financial Officer
	and Principal Accounting  Officer)

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