SCHEDULE 14A
(RULE 14a-101)
INFORMATION REQUIRED IN PROXY STATEMENT
SCHEDULE 14a INFORMATION

PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES
EXCHANGE ACT OF 1934 (AMENDMENT NO. )

Filed by the Registrant [X]

Filed by a Party other than the Registrant [ ]

Check the appropriate box:

<Table>

[ ] Preliminary Proxy Statement [ ] Confidential, for Use of the Commission
Only (as permitted by Rule 14a-6(e)(2))
[X] Definitive Proxy Statement
[ ] Definitive Additional Materials
[ ] Soliciting Material Pursuant to Rule 14a-12
</Table>

Global Gold Corporation
- --------------------------------------------------------------------------------
(Name of Registrant as Specified In Its Charter)

- --------------------------------------------------------------------------------
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check the appropriate box):

[X] No fee required.
[ ] Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.

(1) Title of each class of securities to which transaction applies:

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(2) Aggregate number of securities to which transaction applies:

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(3) Per unit price or other underlying value of transaction computed
pursuant to Exchange Act Rule 0-11 (set forth the amount on which the
filing fee is calculated and state how it was determined):

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(4) Proposed maximum aggregate value of transaction:

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(5) Total fee paid:

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[ ] Fee paid previously with preliminary materials.

[ ] Check box if any part of the fee is offset as provided by
Exchange Act Rule 0-11(a)(2) and identify the filing for
which the offsetting fee was paid previously. Identify the
previous filing by registration statement number, or the
Form or Schedule and the date of its filing.

(1) Amount Previously Paid:

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(4) Date Filed:

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JUNE 10, 2005

Dear Stockholder:

You are cordially invited to attend the Annual Meeting of Stockholders
(the "Annual Meeting") of Global Gold Corporation, which will be held on
Wednesday, July 13, 2005 at 10:00 a.m. at Global Gold Corporation, located at
104 Field Point Road, Greenwich, Connecticut 06830. As you know, we have not had
a meeting of the stockholders since 1995.

Details of the business to be conducted at the Annual Meeting are given in
the attached Notice of Annual Meeting of Stockholders and the attached Proxy
Statement.

Whether or not you plan to attend the Annual Meeting, please complete,
sign, date and return the enclosed proxy promptly in the accompanying reply
envelope. If you decide to attend the Annual Meeting and wish to change your
proxy vote, you may do so automatically by voting in person at the Annual
Meeting.

We look forward to seeing you at the Annual Meeting.

Sincerely,

/s/ Drury J. Gallagher
Chairman and Chief Executive Officer

Greenwich, Connecticut

GLOBAL GOLD CORPORATION
104 FIELD POINT ROAD
GREENWICH, CONNECTICUT 06830

NOTICE OF ANNUAL MEETING OF STOCKHOLDERS
TO BE HELD ON JULY 13, 2005

Notice is hereby given that the 2005 Annual Meeting of Stockholders (the
"Annual Meeting") of Global Gold Corporation ("Global Gold," "we," "us," or
"our") will be held on Wednesday, July 13, 2005 at 10:00 a.m. at Global Gold
Corporation, located at 104 Field Point Road, Greenwich, Connecticut 06830, for
the following purposes:

1. To elect five (5) directors to serve on our Board of Directors until
their respective successors are duly elected and qualified;

2. To ratify and approve the appointment of Allen G. Roth, P.A. as our
independent auditors for the fiscal year ending December 31, 2005;
and

3. To consider and act upon any other matters that may properly be
brought before the Annual Meeting and at any adjournments or
postponements thereof.

Any action may be taken on the foregoing matters at the Annual Meeting on
the date specified above, or on any date or dates to which, by original or later
adjournment, the Annual Meeting may be adjourned or to which the Annual Meeting
may be postponed.

The Board of Directors has fixed the close of business on June 1, 2005 as
the record date for determining the stockholders entitled to notice of, and to
vote at, the Annual Meeting and at any adjournments or postponements thereof.
Only stockholders of record of our common stock, $0.001 par value per share, at
the close of business on that date will be entitled to notice of, and to vote
at, the Annual Meeting and at any adjournments or postponements thereof. You
are requested to fill in and sign the enclosed form of proxy, which is being
solicited by the Board of Directors, and to mail it promptly in the enclosed
postage-prepaid envelope. Any proxy may be revoked by delivery of a later dated
proxy. Stockholders of record who attend the Annual Meeting may vote in person,
even if they have previously delivered a signed proxy.

By Order of the Board of Directors

/s/ Van Z. Krikorian
Secretary

Greenwich, Connecticut
June 10, 2005

WHETHER OR NOT YOU PLAN TO ATTEND THE MEETING, PLEASE COMPLETE, SIGN, DATE AND
PROMPTLY RETURN THE ENCLOSED PROXY CARD IN THE POSTAGE-PREPAID ENVELOPE
PROVIDED. IF YOU ATTEND THE ANNUAL MEETING, YOU MAY VOTE IN PERSON IF YOU WISH,
EVEN IF YOU HAVE PREVIOUSLY RETURNED YOUR PROXY CARD.

GLOBAL GOLD CORPORATION
104 FIELD POINT ROAD
GREENWICH, CONNECTICUT 06830

PROXY STATEMENT

FOR 2005 ANNUAL MEETING OF STOCKHOLDERS
TO BE HELD ON JULY 13, 2005

This Proxy Statement is furnished in connection with the solicitation of
proxies by the Board of Directors of Global Gold Corporation ("Global Gold,"
"we," "us," or "our") for use at the 2005 Annual Meeting of Stockholders of
Global Gold to be held on July 13, 2005, and at any adjournments or
postponements thereof (the "Annual Meeting"). At the Annual Meeting,
stockholders will be asked (1) to vote upon the election of five (5) directors
to our Board of Directors, (2) to ratify and approve the appointment of Allen G.
Roth, P.A. as our independent auditors for the fiscal year ending December 31,
2005, and (3) to act upon any other matters that may properly be brought before
the Annual Meeting and at any adjournments or postponements thereof.

This Proxy Statement and the accompanying Notice of Annual Meeting and
Proxy Card are first being sent to stockholders on or about June 10, 2005. The
Board of Directors has fixed the close of business on June 1, 2005 as the record
date for the determination of stockholders entitled to notice of, and to vote
at, the Annual Meeting (the "Record Date"). Only stockholders of record of
Global Gold's common stock, $0.001 par value per share (the "Common Stock"), at
the close of business on the Record Date will be entitled to notice of, and to
vote at, the Annual Meeting. As of the Record Date, there were 13,461,301 shares
of Common Stock outstanding and entitled to vote at the Annual Meeting. Holders
of Common Stock outstanding as of the close of business on the Record Date will
be entitled to one vote for each share held by them on the Record Date.

The presence, in person or by proxy, of holders of at least a majority of
the total number of outstanding shares of Common Stock entitled to vote is
necessary to constitute a quorum for the transaction of business at the Annual
Meeting. The affirmative vote of the holders of a plurality of the shares of
Common Stock cast on the matter at the Annual Meeting (assuming a quorum is
present) is required for the election of directors. The affirmative vote of the
holders of a majority of the shares of Common Stock cast on the matter at the
Annual Meeting (assuming a quorum is present) is required for the ratification
of the appointment of our auditors and the approval of any other matters
properly presented at the Annual Meeting. For the purpose of determining whether
the stockholders have approved matters other than the election of directors
under Delaware law, abstentions are treated as shares present or represented and
voting, so abstaining has the same effect as a negative vote. Broker
"non-votes," or proxies from brokers or nominees indicating that such person has
not received instructions from the beneficial owner or other person entitled to
vote such shares on a particular matter with respect to which the broker or
nominee does not have discretionary voting power, are not counted or deemed to
be present or represented for the purpose of determining whether stockholders
have approved that matter, but they are counted as present for the purpose of
determining the existence of a quorum at the annual meeting.

Our stockholders are requested to complete, sign, date and promptly return
the accompanying Proxy Card in the enclosed postage-prepaid envelope. Shares
represented by a properly executed proxy received prior to the vote at the
Annual Meeting and not revoked will be voted at the Annual Meeting as directed
on the proxy. If a properly executed proxy is submitted and no instructions are
given, the proxy will be voted FOR the election of the nominees for director
named in this Proxy Statement, and FOR ratification of the Board of Directors'
selection of Allen G. Roth, P.A. as our independent auditors for the fiscal year
ending December 31, 2005. It is not anticipated that any matters other than
those set forth in the Proxy Statement will be presented at the Annual Meeting.
If other matters are presented, proxies will be voted in accordance with the
discretion of the proxy holders.

A stockholder of record may revoke a proxy at any time before it has been
exercised by filing a written revocation with the Secretary of Global Gold at
our address set forth above, by filing a duly executed proxy bearing a later
date, or by appearing in person and voting by ballot at the Annual Meeting. Any
stockholder of record as of the Record Date attending the Annual Meeting may
vote in person whether or not a proxy has been previously given, but the
presence (without further action) of a stockholder at the Annual Meeting will
not constitute revocation of a previously given proxy.

GLOBAL GOLD'S ANNUAL REPORT ON FORM 10-KSB FOR THE FISCAL YEAR ENDED
DECEMBER 31, 2004, TOGETHER WITH GLOBAL GOLD'S QUARTERLY REPORT ON FORM 10-QSB
FOR THE FISCAL YEAR QUARTER ENDED MARCH 31, 2005, INCLUDING FINANCIAL STATEMENTS
FOR THE FISCAL YEAR ENDED DECEMBER 31, 2004 AND THE FISCAL QUARTER ENDED MARCH
31, 2005, ACCOMPANY THESE PROXY SOLICITATION MATERIALS.

PROPOSAL 1: ELECTION OF DIRECTORS

Our Board of Directors currently consists of five (5) members, with each
of the directors serving until their successors are duly elected and qualified.

At the Annual Meeting, all five (5) directors will be elected to serve
until their successors are duly elected and qualified. The Board of Directors
has nominated Drury J. Gallagher, Van Z. Krikorian, Nicholas J. Aynilian, Ian C.
Hague and Michael T. Mason to serve (the "Nominees"). Each of the Nominees is
currently serving as a director of Global Gold. The Board of Directors
anticipates that each of the Nominees will serve, if elected, as a director.
However, if any person nominated by the Board of Directors is unable to accept
election, the proxies will be voted for the election of such other person or
persons as the Board of Directors may recommend.

The Board of Directors recommends a vote FOR the Nominees.

INFORMATION REGARDING NOMINEES FOR DIRECTOR

The following biographical descriptions set forth certain information with
respect to the Nominees based upon information furnished to us by each Nominee:

Mr. Gallagher, age 66, has served as a director since 1981 and as
Chairman, President and Treasurer of Global Gold from 1982 until February 1,
1997 and as Chairman, Chief Executive Officer and Treasurer since that date. Mr.
Gallagher became Chief Financial Officer upon the resignation of Mr. Garrison as
Chief Financial Officer on June 30, 2004.

Mr. Krikorian, age 45, has served as Vice President and General Counsel
from June 1, 2003, as a director from January 1, 2004, and as President, General
Counsel and Secretary since October 1, 2004. He is an Adjunct Professor of Law
at Pace University Law School and is on the International Council of the George
Washington University Elliott School. Prior to joining Global Gold, Mr.
Krikorian was a partner in the New York office of Vedder, Price, Kaufman &
Kammholz LLP from 1998 to 2003 and practiced law with Patterson, Belknap, Webb &
Tyler LLP from 1993 to 1998. He represented Global Gold as outside counsel since
1995. In 1992, Mr. Krikorian was Armenia's Counselor and Deputy Representative
to the United Nations.

Mr. Aynilian, age 41, a director since January 1, 2004, has been
Vice-President, Secretary and Treasurer of N.Y. Aynilian & Co., Inc., which is
a real estate company, from 1982 to present. He was the founder, President,
Secretary and Treasurer of Vanick Properties Incorporated from 1987 to present,
and also the founder, President, Secretary and Treasurer of Aynilian Funding
Corporation from 1992 to present as well as the founder and Sole Proprietor of
N.J.A. Investments from 1986 to present.

Mr. Hague, age 43, a director since January 11, 2005, is a cofounder of
Firebird Management, LLC which manages over $1.2 billion in seven funds. He is
the lead manager of Firebird Fund, Firebird New Russia Fund, and Firebird
Republics Fund. Mr. Hague serves as a member of the Supervisory Board of the
Bank of Georgia and is on the Board of Directors of Amber Trust, a private
equity fund specializing in companies in the Baltic States.

Mr. Mason, age 59, a director since January 1, 2004, has been President,
Managing Director, Director, Managing Partner and Principal of MBMI Resources
Inc., a Canadian mining company, from 1997 to present. He is also the Managing
Partner of Mineral Services LLC from 1999 to the present. In addition, he is the
Managing Director and Principal of Tradellion, Inc. from 1997 to the present.

SECTION 16(a) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE

Section 16(a) of the Securities Exchange Act of 1934 (the "Exchange Act")
requires our directors and executive officers, and persons who own more than 10%
of a registered class of our equity securities (collectively, "Section 16
reporting persons"), to file with the Securities and Exchange Commission ("SEC")
initial reports of ownership and reports of changes in ownership of Common Stock
and other equity securities of Global Gold. Section 16 reporting persons are
required by SEC regulations to furnish us with copies of all Section 16(a) forms
they file. To our knowledge, based solely on a review of the copies of such
reports furnished to us and on written representations that no other reports
were required, during the fiscal year ended December 31, 2004, the Section 16
reporting persons complied with all Section 16(a) filing requirements applicable
to them, except that no director or officer of Global Gold other than Mr. Hague
complied with any Section 16(a) filing requirements during the fiscal year ended
December 31, 2004. Since December 31, 2004 based solely on a review of
subsequent filings, the other Section 16(a) reporting persons have complied with
the Section 16(a) filing requirements through the date of this Proxy Statement.
Global Gold's periodic reports filed during the period included information with
respect to the ownership of Common Stock by such persons.

THE BOARD OF DIRECTORS AND CORPORATE GOVERNANCE

Board of Directors. Our Board of Directors consists of five (5) directors,
as described in "Proposal 1: Election of Directors." Our Board of Directors
believes that there should be a majority of independent directors on the Board
of Directors. Our Board of Directors also believes that it is useful and
appropriate to have members of management as directors. The current board
members include three (3) independent directors and two (2) members of our
management.

The Board of Directors has determined that each of Nicholas J. Aynilian,
Ian C. Hague and Michael T. Mason are "independent" based on a subjective
determination with respect to each independent director that no relationships
exist which, in the opinion of the Board of Directors, would interfere with the
exercise of independent judgment by such director in carrying out the
responsibilities of a director.

The Board of Directors has only one standing committee: the Audit
Committee. The Board of Directors has not yet formed a Nominating Committee.
During 2004, the Audit Committee met two (2) times. We have not yet formed a
nominating committee or committee performing similar functions because Global
Gold is a development stage company. Each of our directors participate in the
consideration of director nominees. Stockholders are encouraged to recommend
individuals for consideration to become nominees to the Board of Directors as
set forth under "Stockholder Nominations" below. The Board of Directors uses
established criteria for the selection of nominees and reviews the appropriate
skills and characteristics required of board members. In evaluating candidates,
the Board of Directors considers issues of independence, diversity and expertise
in numerous areas, including experience in the gold mining industry, finance,
marketing, international experience and culture. The Board of Directors selects
individuals of the highest personal and professional integrity who have
demonstrated exceptional ability and judgment in their field and who would work
effectively with the other directors and nominees to the Board of Directors.

Audit Committee. On April 4, 2005, the Board of Directors adopted a
charter for the Audit Committee (the "Charter"). A copy of the Charter is
attached to the Proxy Statement as Exhibit A. The Charter contains the Audit
Committee's mandate, membership requirements and duties and obligations. The
Audit Committee assists the Board of Directors in its oversight of our financial
accounting and reporting processes. In accordance with the Charter, the Audit
Committee has the sole authority for the appointment, replacement, compensation,
and oversight of the work of our independent auditor, reviews the scope and
results of audits with our independent auditors, reviews with management and our
auditors our annual and interim operating results, considers the adequacy of our
internal controls over financial reporting, our disclosure controls and
procedures, considers our auditors independence, and reviews and approves in
advance all engagements of any accountant (including the fees and terms
thereof). The Audit Committee is also responsible for establishing procedures
for the receipt, retention and treatment of complaints regarding our accounting,
internal accounting controls, or auditing matters, and the confidential,
anonymous submission by employees of concerns regarding questionable accounting
or auditing matters.

The Audit Committee consists of Nicholas J. Aynilian and Michael T. Mason.
Each member of the Audit Committee is "independent" under the standards
established by the Securities and Exchange Commission (the "SEC") for members of
audit committees and each member is "independent" under the standards set forth
by the New York Stock Exchange for its listed companies. The Audit Committee
does not include a member who has been determined by our Board of Directors to
meet the qualifications of an "audit committee financial expert" in accordance
with SEC rules. Global Gold is a development stage company and has not yet been
able to attract an "audit committee financial expert" to its Board of Directors.

Attendance at Board, Audit Committee and Annual Stockholders' Meetings.
The Board of Directors met five (5) times during 2004. Each of our directors is
expected to attend each meeting of the Board of Directors and any committees on
which he serves. In 2004, each of our directors attended at least eighty percent
(80%) of the meetings of the Board of Directors and of the committees on which
he served. We do not currently have a policy requiring attendance of our
directors at our annual meetings of stockholders. There was no Annual Meeting of
Stockholders in 2004.

Communications from Stockholders to Board Members. Our Board of Directors
believes that it is important to offer stockholders the opportunity to
communicate with our directors. Stockholders who wish to communicate with the
Board may do so by sending written communications addressed to the Board of
Directors, Global Gold Corporation, 104 Field Point Road, Greenwich, Connecticut
06830. The name of any intended recipient should be noted in the communication.
The Board of Directors has instructed the Secretary, or other employee
designated by the Secretary, to forward correspondence to the intended
recipients; however, the Board of Directors has also instructed the Secretary,
or such employee designated by the Secretary, to review such correspondence and,
in his discretion, not to forward items that are deemed commercial, frivolous or
otherwise inappropriate for consideration by the Board of Directors. In such
cases, correspondence may be forwarded elsewhere for review and possible
response.

Stockholder Nominations. Stockholders who wish to recommend individuals
for consideration to become nominees for election to the Board of Directors may
do so by submitting a written recommendation to: Global Gold Corporation, 104
Field Point Road, Greenwich, Connecticut 06830, Attn: Van Z. Krikorian,
Secretary. Submissions must include sufficient biographical information
concerning the recommended individual, including age; five-year employment
history with job titles, responsibilities, employer names and a description of
the employer's business; whether such individual can read and understand basic
financial statements; and board memberships (if any). Each submission must be
accompanied by contact information for two business references and a signed,
written consent of the individual to stand for election if nominated by the
Board of Directors and to serve if elected by the stockholders. Submissions by
shareholders must be received by the Secretary of the Company not less than 60
days nor more than 90 days prior to the anniversary date of the immediately
preceding annual meeting of stockholders.

Code of Ethics. On April 4, 2005, the Board of Directors adopted a Code of
Ethics, as defined by SEC rules (the "Code of Ethics"). A copy of the Code of
Ethics is attached to the Proxy Statement as Exhibit B, which applies to all of
our directors, executive officers and employees. The Code of Ethics sets forth
our commitment to conduct our business in accordance with the highest standards
of business ethics and to promote the highest standards of honesty and ethical
conduct by our directors, executive officers and employees.

COMPENSATION OF DIRECTORS

The Board of Directors believes that compensation for our directors should
be equity-based compensation. Our independent directors do not receive
consulting, advisory or other compensatory fees from us in addition to their
compensation as directors.

On July 2002, the Company granted options to buy 150,000 shares of Common
Stock, at an exercise price of $0.11 per share, to Mr. Gallagher. Of these
options issued, 75,000 vested on the first anniversary of the date of issuance,
and the remaining 75,000 vested on the second anniversary of the date of
issuance. These options expire five years from the date of issuance.

In addition, our Board of Directors has adopted a policy for the
compensation of our directors comprised of awards of shares of Common Stock as
set forth in the following table:

Award of shares of our Common Stock granted on initial appointment as director 50,000 shares
Award of shares of our Common Stock in recognition of ongoing service (granted each January 50,000 shares
after the anniversary of appointment)
Reimbursement of expenses related to board attendance Reasonable expenses
reimbursed as incurred

Pursuant to such policy, on January 1, 2004, each of our directors
received 50,000 shares of Common Stock in recognition of their ongoing services
as directors.

REPORT OF THE AUDIT COMMITTEE

The information contained in this report shall not be deemed to be
"soliciting material" or "filed" or incorporated by reference in future filings
with the SEC, or subject to the liabilities of Section 18 of the Exchange Act,
except to the extent that we specifically incorporate it by reference into a
document filed under the Securities Act of 1933, as amended, or the Exchange
Act.

The Audit Committee has, among other activities, (i) reviewed and
discussed with management our audited annual financial statements for the fiscal
year ended December 31, 2004 and interim quarterly results, (ii) discussed with
Marcum and Kliegman LLP, our former independent auditors, the matters required
to be discussed by American Institute of Certified Public Accountants Auditing
Standards Board on Auditing Standards No. 61 "Communications with Audit
Committees," and (iii) considered the independence of Marcum and Kliegman LLP,
by having discussions with representatives of Marcum and Kliegman LLP, and
received a letter from them including disclosures required by the Independence
Standards Board Standard No. 1 "Independence Discussions with Audit Committees."
On the basis of the above, the Audit Committee has recommended to the Board of
Directors that our audited financial statements for the fiscal year ended
December 31, 2004 be included in our Annual Report on Form 10-K for the year
ended December 31, 2004.

SUBMITTED BY THE AUDIT COMMITTEE OF THE BOARD OF DIRECTORS

Nicholas J. Aynilian, Chairperson
Michael T. Mason

EXECUTIVE COMPENSATION

The following table shows the total compensation paid for the last three
fiscal years to our Chief Executive Officer and the other four most highly
compensated executive officers in 2004. The individuals included in the
following table are collectively referred to as the "Named Executive Officers."

SUMMARY COMPENSATION TABLE

LONG-TERM COMPENSATION AWARDS
ANNUAL COMPENSATION --------------------------------------------
---------------------------------- SECURITIES
OTHER ANNUAL RESTRICTED UNDERLYING ALL OTHER
NAME AND PRINCIPAL POSITION YEAR SALARY COMPENSATION STOCK AWARDS OPTIONS/SARS COMPENSATION
- -------------------------------------- ---- --------- ------------- ------------ ------------ ------------

DRURY J. GALLAGHER(1) 2004 $ 100,000 $ 25,000(2) $ 65,856 -- --
Chairman, Chief Executive Officer, 2003 $ 45,000 $ 25,000(2) $ 60,368(3) -- --
Chief Financial Officer and Treasurer. 2002 $ 5,000 -- -- 150,000 --

ROBERT A. GARRISON, 2004 $ 50,000 $ 25,000(4) $ 164,636 -- --
Age 63, Director, 2003 $ 45,000 $ 25,000(4) $ 60,368(5) -- --
President, Chief Operating Officer 2002 $ 5,000 -- -- 150,000 --
since February 1991 and Chief
Financial Officer from September 1,
2002. (Mr. Garrison resigned as an
officer as of June 30, 2004 and as a
director as of October 15, 2004).

VAN Z. KRIKORIAN(6) 2004 $ 100,000 $ 25,000(7) $ 42,567 -- --
Director, President, General Counsel 2003 $ 103,333 $ 25,000(7) $ 72,972(8) -- --
and Secretary. 2002 -- -- -- -- --

- ------------------
(1) See additional information on Mr. Gallagher's background and experience
under "Proposal 1".

(2) Mr. Gallagher was awarded 50,000 shares of Common Stock, valued at $.50
per share, as annual compensation for his service as a director.

(3) Mr. Gallagher was awarded 900,000 shares of restricted Common Stock,
valued at $.25 per share, pursuant to his Employment Agreement with Global
Gold. At the end of the 2004 fiscal year, $98,776 of restricted shares
remain unvested and will vest $65,856 (or 263,424 shares) in 2005 and the
remainder in 2006. Dividends, if any, will be paid on the restricted
stock.

(4) Mr. Garrison was awarded 50,000 shares of Common Stock, valued at $.50 per
share, as annual compensation for his service as a director.

(5) Mr. Garrison was awarded 900,000 shares of restricted Common Stock, valued
at $.25 per share, pursuant to his Employment Agreement with Global Gold.
At the end of the 2004 fiscal year, no shares remained restricted.

(6) See additional information on Mr. Krikorian's background and experience
under "Proposal 1".

(7) Mr. Krikorian was awarded 50,000 shares of Common Stock, valued at $.50
per share, as annual compensation for his service as a director.

(8) Mr. Krikorian was awarded 900,000 shares of restricted Common Stock,
valued at $.25 per share, pursuant to his Employment Agreement with Global
Gold. At the end of the 2004 fiscal year, $109,461 of restricted shares
remain unvested and will vest $72,972 (or 291,888 shares) in 2005 and the
remainder in 2006. Dividends, if any, will be paid on the restricted
stock.

SUMMARY COMPENSATION TABLE (CONTINUED)

ANNUAL COMPENSATION LONG-TERM COMPENSATION AWARDS
--------------------------------- -----------------------------

DR. W.E.S URQUHART, 2004 -- $ 20,000(9) -- -- --
Age 54, Vice President, South America 2003 -- -- -- -- --
since April 2003. Dr. Urquhart has a 2002 -- -- -- -- --
Ph.D. in geology and over 30 years
experience in geophysics. Dr. Urquhart
was an owner and president of High Sense
Geophysics, Ltd. until December 31, 2001
and was a director and past vice
president of the Prospectors and
Developers Association of Canada.

ASHOT BOGHOSSIAN, 2004 $ 36,000 -- $ 15,000(10) -- --
Age 41, Regional Director, Armenia, 2003 $ 15,000 -- $ 15,000(10) -- --
Global Gold Mining, LLC since August 1, 2002 -- -- -- -- --
2003 and local counsel to Global Gold
from 1994 to present; principal, Arax
Consulting, Armenia, from 1991 to
present.

AGGREGATED OPTION EXERCISES AND YEAR-END OPTION VALUES

The following table provides information on options exercised during 2004,
and options held at year end, by the Named Executive Officers.

NUMBER OF SHARES VALUE OF UNEXERCISED
UNDERLYING UNEXERCISED IN-THE-MONEY OPTIONS
SHARES OPTIONS AT 2004 YEAR-END AT 2004 YEAR-END
ACQUIRED ON VALUE --------------------------- ---------------------------
NAME EXERCISE REALIZED EXERCISABLE UNEXERCISABLE EXERCISABLE UNEXERCISABLE
- ---------------------------------- ----------- -------- ----------- ------------- ----------- -------------

DRURY J. GALLAGHER -- -- 150,000 -- $ 58,500 --
Chairman, Chief Executive Officer,
Chief Financial Officer and
Treasurer.

ROBERT A. GARRISON -- -- -- -- -- --
Director, President, Chief
Operating Officer, Chief Financial
Officer and Secretary (resigned as
an officer as of June 30, 2004 and
as a director as of October 15,
2004).

VAN Z. KRIKORIAN -- -- -- -- -- --
Director, President, General
Counsel and Secretary.

- --------------
(9) Mr. Urquhart was awarded 40,000 shares of Common Stock, valued at $.50 per
share, pursuant to an agreement with company.

(10) Mr. Boghossian was awarded 90,000 shares of restricted Common Stock,
valued at $.50 per share, pursuant to his Employment Agreement with Global
Gold. At the end of the 2004 fiscal year, $ 15,000 of the shares remain
unvested and will vest in 2005. Dividends, if any, will be paid on the
restricted stock.

DR. W.E.S URQUHART -- -- -- -- -- --
Vice President, South America.

ASHOT BOGHOSSIAN -- -- -- -- -- --
Regional Director, Armenia, Global
Gold Mining, LLC.

EQUITY COMPENSATION PLAN INFORMATION

The following table sets forth certain information about shares of our
stock outstanding and available for issuance under the 1995 Stock Option Plan
(the "Plan") as of year end. The table details the number of securities to be
issued upon exercise of outstanding options under the Plan, the weighted average
exercise price of outstanding options and the number of securities remaining
available for future issuance under the Plan.

NUMBER OF WEIGHTED-
SECURITIES TO BE AVERAGE EXERCISE
ISSUED UPON PRICE OF NUMBER OF SECURITIES
EXERCISE OF OUTSTANDING REMAINING AVAILABLE
OUTSTANDING OPTIONS, FOR FUTURE ISSUANCE
OPTIONS, WARRANTS WARRANTS AND UNDER EQUITY
PLAN CATEGORY AND RIGHTS RIGHTS COMPENSATION PLANS
- ----------------------------------------- ----------------- ---------------- --------------------

Equity compensation plans approved by
security holders 300,000 $0.11 per share 200,000
Equity compensation plans not approved by
security holders -- -- --

EMPLOYMENT AGREEMENTS

Gallagher and Garrison

As of July 1, 2002, we entered into four-year Employment Agreements with
each of Messrs. Gallagher and Garrison. Pursuant to these agreements, we agreed
to deliver to each of these officers 100,000 shares of Common Stock as base
compensation for each year during the four-year term, subject to an adjustment
each year, as determined by the Board of Directors (i) in an amount equal to the
increase in the consumer price index or (ii) up to 10% of the then base
compensation. In addition, each officer was entitled to annual bonus
compensation under any bonus plan as determined by the Board of Directors. As of
February 1, 2003, we entered into Amended and Restated Employment Agreements
with Messrs. Gallagher and Garrison, terminating on June 30, 2006. Each Amended
and Restated Employment Agreement provided for (i) base compensation of $100,000
per year (subject to payment as cash flow permits) and (ii) a grant of 900,000
shares of Common Stock as a restricted stock award subject to a substantial risk
of forfeiture upon termination of his employment with us (other than by death or
disability) during the term of the agreement, and which is to be earned, and
vest ratably, during such period and (iii) any bonus determined in accordance
with any bonus plan approved by the Board of Directors. The Amended and Restated
Employment Agreement with Garrison terminated as of June 30, 2004 by mutual
agreement.

Krikorian

As of June 1, 2003, we entered into an initial employment contract with
Mr. Krikorian. The Employment Agreement provided for (i) base compensation of
$100,000 per year (subject to payment as cash flow permits) and (ii) a grant of
900,000 shares of Common Stock as a restricted stock award subject to a
substantial risk of forfeiture upon termination of his employment with us (other
than by death or disability) during the term of the agreement, and which is to
be earned, and vest ratably, during such period and (iii) any bonus determined
in accordance with any bonus plan approved by the Board of Directors. As of
January 1, 2005, we amended and extended the Employment Agreement with Krikorian
for two years. The amended compensation terms include an

increase in base compensation to $180,000 per year and an additional grant of
600,000 shares of Common Stock as a restricted stock award subject to a
substantial risk of forfeiture on the same terms as provided in the original
Employment Agreement.

Urquhart

On May 28, 2003, we entered into an agreement with Dr. W.E.S. Urquhart of
GeoExplo Ltd. of Santiago, Chile to provide local administration services for a
fee of $1,500 per month. On November 17, 2004, we entered an agreement with Dr.
Urquhart to convert all amounts due for administration services for the year
2004 in exchange for 40,000 shares of our Common Stock. The agreement continues
in effect for 2005.

Boghossian

On August 1, 2003, we entered into an agreement with Ashot Boghossian to
represent Global Gold Mining, LLC as its Regional Director in Armenia. The
agreement provides for a monthly fee of $3,000 plus expenses for a term of 3
years and the granting of 90,000 shares of Common Stock as a restricted stock
award subject to a substantial risk of forfeiture if the individual terminates
his employment with us (other than by death or disability) over the term of the
agreement and which is to be earned and vest ratably during such period. The
shares were issued on December 10, 2003.

Certain Material Terms of Employment Agreements with Named Executive Officers
(as of January 1, 2005)

TOTAL NUMBER OF TOTAL NUMBER OF
RESTRICTED STOCK RESTRICTED STOCK
DATE OF ANNUAL BASE BONUS AWARDS AWARDS THAT REMAIN
EXECUTIVE ORIGINAL AGREEMENT SALARY AWARDED IN 2004 GRANTED RESTRICTED
- ---------------------- ------------------ ----------- --------------- ---------------- ------------------

Drury J Gallagher 02/01/03 $ 100,000 None 900,000 395,104
Robert A. Garrison (1) 02/01/03 $ 100,000 None 900,000 --
Van Z. Krikorian 06/01/03 $ 180,000 None 1,500,000 1,037,844
Dr. W.E.S Urquhart 05/28/03 -- None -- --
Ashot Boghossian 08/01/03 $ 36,000 None 90,000 30,000

- --------------
(1) Terminated by mutual agreement of the parties as of June 30, 2004.

OWNERSHIP OF SECURITIES

The following table shows, as of June 1, 2005, information with respect to
the beneficial ownership of shares of our Common Stock by each of our current
directors or nominees, each of our Named Executive Officers, each person known
by us to beneficially own more than 5% of our Common Stock, and all of our
directors and executive officers as a group. Beneficial ownership is determined
under the rules of the SEC and includes voting or investment power with respect
to the securities.

Except as indicated by footnote, the persons named in the table have sole
voting and investment power with respect to all shares of Common Stock shown as
beneficially owned by them. The number of shares of Common Stock outstanding
used in calculating the percentage for each listed person includes the shares of
Common Stock underlying options held by that person that are exercisable within
60 days following June 1, 2005, but excludes shares of Common Stock underlying
options or warrants held by any other person. Percentage of beneficial ownership
is based on 13,461,301 shares of Common Stock outstanding as of June 1, 2005.

AMOUNT OF SHARES
AND NATURE OF
NAME AND ADDRESS OF BENEFICIAL OWNER BENEFICIAL OWNER PERCENT OF CLASS
- ------------------------------------ ------------------ ----------------

Firebird Global Master Fund, LTD 3,200,000(1) 24.75
c/o Citco Fund Services (Cayman) Ltd
Regatta Office Park, West Bay Park
P.O. Box 31106, SMB
Grand Cayman, Cayman Islands

Drury J. Gallagher 2,678,453(2) 20.71
c/o Global Gold Corporation
104 Field Point Road
Greenwich, CT 06830

Firebird Republics Fund, LTD 1,838,167(3) 14.21

AMOUNT OF SHARES
AND NATURE OF
NAME AND ADDRESS OF BENEFICIAL OWNER BENEFICIAL OWNER PERCENT OF CLASS
- ------------------------------------ ------------------ ----------------

c/o Trident Trust Co. (Cayman) Ltd.
1 Capital Place, Box 847
Grand Cayman, Cayman Islands

Firebird Avrora Fund, LTD 1,835,000(4) 14.19
c/o Trident Trust Co. (Cayman) Ltd.
1 Capital Place, Box 847
Grand Cayman, Cayman Islands

Van Z. Krikorian 1,600,000(5) 12.37
c/o Global Gold Corporation
104 Field Point Road
Greenwich, CT 06830

Nicholas J. Aynilian 1,500,000(6) 11.60
c/o Global Gold Corporation
104 Field Point Road
Greenwich, CT 06830

Michael T. Mason 100,000(7) *
c/o Global Gold Corporation
104 Field Point Road
Greenwich, CT 06830

Ashot Boghossian 90,000(8) *
c/o Global Gold Corporation
104 Field Point Road
Greenwich, CT 06830

Ian C. Hague 50,000(9) *
c/o Global Gold Corporation
104 Field Point Road
Greenwich, CT 06830

Dr. W.E.S. Urquhart 40,000(10) *
c/o Global Gold Corporation
104 Field Point Road
Greenwich, CT 06830

Robert A. Garrison 0(11) 0
c/o Global Gold Corporation
104 Field Point Road
Greenwich, CT 06830

All executive officers and directors 6,058,453 44.68
as a group (7 persons)

- --------------
* Less than one percent.

(1) This amount includes 1,500,000 shares of Common Stock issuable upon the
exercise of the warrants acquired by Firebird Global Master Fund, LTD
under the Stock Subscription and Stockholders Agreement dated November 4,
2004. Firebird Global Master Fund, LTD beneficially owns more than 5% of
Common Stock.

(FOOTNOTES CONTINUED FROM PREVIOUS PAGE)

(2) This amount includes (i) 100,000 shares of Common Stock issuable upon the
exercise of the warrants acquired by Mr. Gallagher, (ii) 150,000 shares of
Common Stock issuable upon the exercise of options granted under Stock
Option Plan of 1995 and (iii) 900,000 shares of Common Stock as a
restricted stock award under his Employment Agreement with us of which
395,104 were still restricted as of June 1, 2005. Mr. Gallagher is a
current director, Named Executive Officer, and beneficially owns more than
5% of Common Stock.

(3) This amount includes 750,000 shares of Common Stock issuable upon the
exercise of the warrants acquired by Firebird Republics Fund, LTD under
the Stock Subscription and Stockholders Agreement dated November 4, 2004.
Firebird Republics Fund, LTD beneficially owns more than 5% of Common
Stock.

(4) This amount includes 750,000 shares of Common Stock issuable upon the
exercise of the warrants acquired by Firebird Avrora Fund, LTD under the
Stock Subscription and Stockholders Agreement dated November 4, 2004.
Firebird Avrora Fund, LTD beneficially owns more than 5% of Common Stock.

(5) This amount includes 1,500,000 shares of Common Stock as a restricted
stock award under his Employment Agreement with us, of which 916,216 were
still restricted as of June 1, 2005. Mr. Krikorian is a current director,
Named Executive Officer, and beneficially owns more than 5% of Common
Stock.

(6) This amount includes 1,400,000 shares owned by NJA Investments, Inc. as to
which Mr. Aynilian has the sole voting power and the sole investment
power. Mr. Aynilian is a current director, Named Executive Officer, and
beneficially owns more than 5% of Common Stock.

(7) Mr. Mason is a current director.

(8) This amount includes 90,000 shares of Common Stock under an agreement with
us, of which 30,000 shares were still restricted as of June 1, 2005. Mr.
Boghossian is a Named Executive Officer.

(9) Mr. Hague is a current director.

(10) Mr. Urquhart is a Named Executive Officer.

(11) Mr. Garrison is a former Director and a Named Executive Officer.

As of December 31, 2004 there were not arrangements in effect which may result
in a change of control of the company.

CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

It is our policy that all employees must avoid any activity that is or has
the appearance of being hostile, adverse or competitive with Global Gold, or
that interferes with the proper performance of their duties, responsibilities or
loyalty to Global Gold.

In addition to the Global Gold policy described above, the SEC has
specific disclosure requirements covering certain types of transactions
involving Global Gold and a director, executive officer or other specified
party. With regard to SEC rules, we have not engaged in any transaction, or
series of similar transactions, since the beginning of 2003, or any currently
proposed transaction, or series of similar transactions, to which Global Gold or
any of its subsidiaries was or is to be a party, in which the amount involved
exceeds $60,000 and in which any of our directors, executive officers, nominees
for election as a director, beneficial owners of more than 5% of our common
stock or members of their immediate family had, or will have, a direct or
indirect material interest.

None of the following persons has been indebted to Global Gold or its
subsidiaries at any time since the beginning of 2004: any of our directors or
executive officers; any nominee for election as a director; any member of the
immediate family of any of our directors, executive officers or nominees for
director; any corporation or organization of which any of our directors,
executive officers or nominees is an executive officer or partner or is,
directly or indirectly, the beneficial owner of 10% or more of any class of
equity securities (except trade debt entered into in the ordinary course of
business); and any trust or other estate in which any of the directors,
executive officers or nominees for director has a substantial beneficial
interest or for which such person serves as a trustee or in a similar capacity.

We do not believe that in any material circumstance either Global Gold or
another corporation or organization is a sole-source supplier to the other with
regard to the any good or service. We also do not believe that in any case the
director, executive officer or nominee for director receives any compensation
from the other corporation or organization that is directly linked to the
revenue or profits of the Global Gold-related business.

PROPOSAL 2: RATIFICATION OF APPOINTMENT OF INDEPENDENT AUDITORS

In accordance with the Audit Committee Charter, the Audit Committee has
appointed Allen G. Roth, P.A. as our independent auditors for the year ending
December 31, 2005. The Board of Directors hereby requests that the stockholders
ratify such appointment. Representatives of Allen G. Roth, P.A. are not expected
to be present at the Annual Meeting.

The Board of Directors recommends a vote FOR the ratification of the
appointment of Allen G. Roth, P.A. as independent auditors.

FEES PAID TO MARCUM & KLIEGMAN LLP

The following table sets forth the fees that we paid or accrued for the
audit and other services provided by Marcum & Kliegman LLP, our former
independent auditors in fiscal year 2004 and 2003:

2004 2003
----------- -----------

Audit Fees $ 22,000 $ 51,000

Audit-Related Fees -- --

Tax Fees -- --

All Other Fees -- --

Total $ 22,000 $ 51,000

Audit Fees. This category includes the audit of our annual financial
statements, reviews of financial statements included in our Quarterly Reports on
Form 10-Q, and services that are normally provided by the independent auditors
in connection with statutory and regulatory filings or engagements for the
listed fiscal years. This category also includes fees for advice on accounting
matters that arose during, or as a result of, the annual audit or the reviews of
interim financial statements.

Audit-Related Fees. This category consists of assurance and related
services provide by Marcum & Kliegman that are reasonably related to the
performance of the audit or review of our financial statements and are not
reported above under "Audit Fees." The services for the fees disclosed under
this category include benefit plan audits, other accounting consulting, vendor
compliance audits, royalty audits and due diligence services rendered in
connection with acquisitions of our franchised operations.

Tax Fees. This category consists of professional services rendered by
Marcum & Kliegman, primarily in connection with strategic planning with respect
to possible acquisitions.

All Other Fees. This category consists of fees for subscriptions and other
miscellaneous items.

Pre-Approval Policies and Procedures. In accordance with the Audit
Committee Charter, the Audit Committee reviews and approves in advance on a
case-by-case basis each engagement (including the fees and terms thereof) by us
of accountants who will perform permissible non-audit services or audit, review
or attest services for the Company. The Audit Committee is authorized to
establish detailed pre-approval policies and procedures for pre-approval of such
engagements without a meeting of the Audit Committee, but the Audit Committee
has not established any such pre-approval procedures at this time.

All audit fees, audit-related fees, tax fees and all other fees of our
principal accountant for 2004 were pre-approved by the Audit Committee.

OTHER MATTERS

SOLICITATION OF PROXIES

The cost of solicitation of proxies in the form enclosed herewith will be
paid by Global Gold. We expect to pay fees and expenses in the amount of $4,000
to American Registrar & Trust Company for services in connection with the
solicitation of proxies. In addition to the solicitation of proxies by mail, our
directors, officers and employees may also solicit proxies personally or by
telephone without additional compensation for such activities. We will also
request persons, firms and corporations holding shares in their names or in the
names of their nominees, which are beneficially owned by others, to send proxy
materials to and obtain proxies from such beneficial owners. We will reimburse
such holders for their reasonable expenses.

STOCKHOLDER PROPOSALS

For stockholder proposals to be included in our proxy materials relating
to our Annual Meeting of Stockholders to be held in 2006 (the "2006 Annual
Meeting"), all applicable requirements of Rule 14a-8 promulgated under the
Exchange Act ("Rule 14a-8") must be satisfied and such proposals must be
received by us at our principal executive offices no later than December 31,
2005.

All notices of proposals by stockholders, whether or not to be included in
our proxy materials, should be mailed to: Global Gold Corporation, 104 Field
Point Road, Greenwich, Connecticut 06830, Attn: Van Z. Krikorian, Secretary.

OTHER MATTERS

The Board of Directors does not know of any matters other than those
described in this Proxy Statement that will be presented for action at the
Annual Meeting. If other matters are presented, proxies will be voted in
accordance with the best judgment of the proxy holders.

By Order of the Board Of Directors

/s/ Van Z. Krikorian
Secretary

Dated: June 10, 2005

EXHIBIT A

AUDIT COMMITTEE CHARTER

CHARTER OF THE
AUDIT COMMITTEE OF THE BOARD OF DIRECTORS OF
GLOBAL GOLD CORPORATION

I. Purpose

The Board of Directors (the "Board") of Global Gold Corporation (the
"Company") has established the Audit Committee of the Board (the "Committee")
for the purpose of providing assistance to the Board in fulfilling its
responsibility with respect to its oversight of: (i) the quality and integrity
of the Company's financial statements; (ii) the Company's compliance with legal
and regulatory requirements; (iii) the independent auditor's qualifications and
independence; and (iv) the performance of the Company's internal audit function
and independent auditors. In addition, the Committee shall prepare the report
required by Securities and Exchange Commission (the "SEC") rules to be included
in the Company's annual proxy statement.

II. Structure and Operations

A. Composition and Qualifications

(1) The Committee shall be comprised of two or more members of the
Board, each of whom is determined by the Board to be "independent" for such
purposes under the rules of the New York Stock Exchange, Inc. (the "NYSE")(1)
and Rule 10A-3 of the Securities and Exchange Act of 1934, as amended (the
"Exchange Act" ),(2) and any other applicable laws, rules or regulations in
effect from time to time. No member of the Committee many serve on the audit
committee of more than three public companies, including the Company, unless the
Board (i) determines that such simultaneous service would not impair the ability
of such member to effectively serve on the Committee and (ii) discloses such
determination in the annual proxy statement.

(2) All members of the Committee must have a working familiarity
with basic finance and accounting practices.

- ---------------
(1) A director cannot be "independent" for NYSE purposes if:

- the director is, or has been within the past three years, an
employee of the listed company, or an immediate family member of the
director is, or has been within the last three years, an executive
officer (as defined in Rule 16a-1(f) under the Exchange Act) of the
listed company;

- during any 12-month period during the last three years, the director
has received (or has an immediate family member who has received)
more than $100,000 in direct compensation from the company (other
than director and committee fees, pension or other forms of deferred
compensation for prior service, provided such compensation is not
contingent on continued service) (a company need not consider
compensation for service as an interim Chairman, CEO or executive
officer or service by an immediate family member as a non-executive
officer employee);

- (a) the director or an immediate family member is a current partner
of a firm that is the company's internal or external auditor;
(b) the director is a current employee of such a firm; (c) the
director has an immediate family member who is a current employee of
such a firm and who participates in the firm's audit, assurance or
tax compliance (but not tax planning) practice; or (d) the director
or an immediate family member was within the last three years (but
is no longer) a partner or employee of such a firm and personally
worked on the company's audit within that time;

- the direct or an immediate family member is, or has been within the
past three years, employed as an executive officer of another
company where any of the listed company's present executives at the
same time serves or served on that company's compensation committee;
or

- the director is a current employee, or an immediate family member is
a current executive officer of a company that has made payments to,
or received payments from, the listed company for property or
services in an amount which, in any of the last three fiscal years,
exceeds the greater of (x) $1 million or (y) 2% of such other
company's consolidated gross revenues.

(2) Under SEC Rule 10A-3, an "independent" director for purposes of serving on
the Committee is one that, except in his or her capacity as a member of
the Committee, another Board committee or the Board: (i) does not accept
any consulting, advisory or other compensation from the Company (excluding
fixed compensation amounts under retirement plans for prior service so
long as the compensation is not contingent on continued service) and
(ii) is not an "affiliated person" of the Company.

(3) No member of the Committee shall receive compensation other than
(i) director's fees for service as a director of the Company, including
reasonable compensation for serving on the Committee as well as regular benefits
that other directors receive (including equity-based awards) and (ii) a pension
or similar compensation for past performance, provided that such compensation is
not contingent on continued or future service to the Company.

B. Appointment and Removal

The members of the Committee shall be appointed by the Board and
shall serve until such member's successor is duly elected and qualified or until
such member's earlier resignation or removal. The members of the Committee may
be removed, with or without cause, by a majority vote of the Board.

C. Chairman

Unless a Chairman is elected by the full Board, the members of the
Committee shall designate a Chairman by the majority vote of the Committee. The
Chairman shall be entitled to cast a vote to resolve any ties. The Chairman will
chair all regular sessions of the Committee and set the agendas for Committee
meetings.

III. Meetings

The Committee shall meet at least quarterly, or more frequently as
circumstances dictate. The Committee shall periodically meet separately with
each of management, the director of the internal auditing department and the
independent auditors to discuss any matters that the Committee or each of these
groups believe would be appropriate to discuss privately. The Committee should
also meet with the independent auditors and management quarterly to review the
Company's financial statements in a manner consistent with that outlined in
Article IV of this Charter. When necessary and appropriate, telephone meetings
may be held. The presence of a majority of the Committee members will constitute
a quorum for the transaction of business.

IV. Duties and Responsibilities

The following functions shall be the common recurring activities of
the Committee in carrying out its responsibilities outlined in Article I of this
Charter. These functions should serve as a guide. The Committee may carry out
additional functions and adopt additional policies and procedures as may be
appropriate in light of changing business, legislative, regulatory, legal or
other conditions. The Committee shall also carry out any other duties and
responsibilities delegated to it by the Board.

The Committee is empowered to study or investigate any matter of
interest or concern that the Committee deems appropriate. The Committee shall
have the authority to retain outside legal, accounting or other advisors for
this purpose, including the authority to approve the fees payable to such
advisors and any other terms of retention. The Company shall also provide
funding, as determined by the Committee, for payment of ordinary administrative
expenses of the Committee.

A. Documents/Reports Review

(1) Review with management and the independent auditors prior to
public dissemination the Company's annual audited financial statements and
quarterly financial statements, including the Company's disclosures under
"Management's Discussion and Analysis of Financial Condition and Results of
Operations" and a discussion with the independent auditors of the matters
required to be discussed by Statement of Auditing Standards No. 61.

(2) Review and discuss with management and the independent auditors
the Company's earnings press releases, as well as any other financial
information or earnings guidance provided to persons outside of the Company. The
Committee's discussion in this regard may be general in nature and need not take
place in advance of each earnings release or other dissemination of information.

B. Independent Auditors

(1) Appoint, retain, compensate, evaluate and terminate the
Company's independent auditors and approve all audit engagement fees and terms.

(2) Inform any registered public accounting firm performing work for
the Company that such firm shall report directly to the Committee.

(3) Oversee the work of any registered public accounting firm
employed by the Company, including the resolution of any disagreement between
management and the auditor regarding financial reporting, for the purpose of
preparing or issuing an audit report or related work.

(4) Approve in advance any significant audit or non-audit engagement
or relationship between the Company and the independent auditors (other than
"prohibited non-auditing services") in accordance with the Committee's
established pre-approval policies and procedures.

(5) Review, at least annually, the qualifications, performance and
independence of the independent auditors. In conducting its review and
evaluation, the Committee should:

(a) Obtain and review a report by the Company's independent
auditor describing: (i) the auditing firm's internal quality-control
procedures; (ii) any material issues raised by the most recent internal
quality-control review, or peer review, of the auditing firm, or by any
inquiry or investigation by governmental or professional authorities,
within the preceding five years, respecting one or more independent audits
carried out by the firm; and (iii) to assess the auditor's independence,
all relationships between the independent auditor and the Company;

(b) Ensure the rotation of the lead audit partner as required
by law or regulation, and consider regular rotation of the audit firm; and

(c) Take into account the opinions of management and the
Company's internal auditors (or other personnel responsible for the
internal audit function).

C. Financial Reporting Process

(1) In periodic consultation with each of the independent auditors,
management and the internal auditors, review the integrity of the Company's
financial reporting processes, both internal and external.

(2) Review periodically the effect of regulatory and accounting
initiatives, as well as off- balance sheet structures, if any, on the financial
statements of the Company.

(3) Review with the independent auditor (i) any audit problems or
other difficulties encountered by the auditor in the course of the audit
process, including any restrictions on the scope of the independent auditor's
activities or on access to requested information, and any significant
disagreements with the Company's management and (ii) management's responses to
such matters.

D. Legal Compliance/General

(1) Discuss with management and the independent auditors the
Company's guidelines and policies with respect to risk assessment and risk
management.

(2) Set clear hiring policies: for employees or former employees of
the independent auditors.

(3) Establish procedures, in accordance with the procedures outlined
in the Company's Code of Business Conduct and Ethics, as amended from time to
time, for: (i) the receipt, retention and treatment of complaints received by
the Company regarding accounting, internal accounting controls, or auditing
matters; and (ii) the confidential, anonymous submission by employees of the
Company of concerns regarding questionable accounting or auditing matters.

E. Reports

(1) Prepare all reports required to be included in the Company's
proxy statement, pursuant to and in accordance with applicable SEC rules and
regulations.

(2) Report regularly to the full Board including with respect to any
issues that arise as to the quality or integrity of the Company's financial
statements, the Company's compliance with legal or regulatory requirements, the
performance and independence of the Company's independent auditors or the
performance of the internal audit function.

(3) Maintain minutes of meetings and other activities of the
Committee.

V. Reliance on Information Provided

In adopting this Charter, the Board acknowledges that the Committee
members are not employees of the Company, and are not providing any expert or
special assurance as to the Company's financial statements or any professional
certification of the independent auditors' work. Each member of the Committee
shall be entitled to rely on the integrity of those persons and organizations
within and outside the Company that provide information to the Committee by such
persons or organizations, absent actual acknowledge to the contrary.

VI. Annual Performance Evaluation

The Committee shall perform a review and evaluation, at least annually, of its
performance and that of its members, including, but not limited to, a review of
the Committee's compliance with this Charter. In addition, the Committee shall
review and reassess, at least annually, the adequacy of this Charter and
recommend to the Board any improvements to this Charter.

EXHIBIT B

CODE OF ETHICS

GLOBAL GOLD CORPORATION (THE "COMPANY")
CODE OF BUSINESS CONDUCT AND ETHICS

This Code of Business Conduct and Ethics (this "Code") consists of three
parts: Business Ethics, Legal Compliance and Making It Work. This Code is not
intended to cover every applicable law, address all possible business dealings
or potential dilemmas, nor does it provide answers to all questions that may
arise in connection with the issues raised.

BUSINESS ETHICS

- - General Standards. The Company is committed to operating with the highest
ethical principles guiding our business philosophy and personal business
behavior at all times. All employees, officers and directors are expected
to behave honestly and with integrity at all times, whether in dealing
with fellow employees, the general public, the business community, civic
organizations, stockholders, customers, suppliers, or governmental and
regulatory authorities.

- - Books and Records and Internal Controls. The accuracy and reliability of
the Company's business records are critical to the Company's business
decisions and compliance with the Company's financial and legal reporting
requirements. Employees, officers and directors shall be familiar with and
follow the Company's policies, accounting controls and procedures.
Applicable laws and Company policy require the Company to keep books and
records that accurately and fairly reflect its transactions and the
dispositions of its assets and to maintain a system of internal accounting
controls which ensure the reliability and adequacy of its books and
records. No employee, officer or director is authorized to depart from
this requirement or to condone a departure by anyone else.

- - Alteration of Documents. There will be times when destruction of documents
no longer needed for business or legal purposes may be a perfectly
legitimate exercise of a proper business decision (i.e., for reasons of
cost, logistics, space, etc.). However, the knowing destruction,
alteration, concealment, or falsification of paper or electronic documents
with the intent to impede, obstruct, or wrongly influence official
investigations or proceedings is not only unethical, it is a crime
punishable by fines and imprisonment of up to 20 years. Employees,
officers and directors must cooperate with duly constituted official
investigations that are conducted by both sides in a legally correct
fashion.

- - Business Communications. At all times, the Company shall promote full,
fair, accurate, timely and understandable disclosures in every report and
public communication made by the Company, which includes, of course, any
document that it files with or submits to the Securities and Exchange
Commission (the "SEC"). Employees, officers and directors are required to
comply with these standards in the preparation of any disclosure or
communication of the Company. Good judgment must be used when writing
about our Company and its business. Written business records may be
subject to compulsory disclosure to the government or private parties in
litigation, or may be wrongly leaked to or interpreted by the news media.

- - Conflict of Interest. Company business must be conducted solely on the
basis of merit and open competition. Employees, officers and directors
must refrain from actions that might impair their independent judgment or
provide unfair advantage to another, or might represent a conflict of
interest. A "conflict of interest" occurs when an individual's private
interest interferes in any way, or even appears to interfere in any way,
with the interests of the Company as a whole. A conflict situation can
arise when an employee, officer or director takes actions or has interests
that may make it difficult to

perform his or her work for the Company in an objective and effective
fashion. Conflicts of interest also arise when an employee, officer or
director, or a member of his or her family, receives improper personal
benefits as a result of his or her position in the Company. Personal loans
to, or guarantees of obligations of, such persons are of special concern.
Personal loans to officers and directors are not only unethical but also
illegal.

- - Confidential Information. Employees, officers and directors should
maintain the confidentiality of information entrusted to them by the
Company or other companies or persons, except when disclosure is duly
authorized or legally mandated. Confidential information includes various
kinds of information, including internal, confidential, proprietary or
secret information related to the Company's business, operations and
research. It includes trade secrets (such as our technology, know-how and
experience) and in general all non-public information that might be of use
to competitors, or harmful to the Company or its customers if disclosed.
Selected human resource and personnel information must be kept strictly
confidential and used only for the purposes for which it is intended.
Confidential information also includes information entrusted to the
Company by other companies or persons, such as customers, suppliers,
vendors or service-providers. The obligation to preserve confidential
information continues even after association with the Company ends.

- - Corporate Opportunities. Employees, officers and directors owe a duty to
the Company to advance its legitimate interests when the opportunity to do
so arises. Employees, officers and directors should not: (i) take for
themselves personally opportunities that are discovered through the use of
Company property, information or position (ii) use Company property,
information or position for personal gain or (iii) compete with the
Company.

- - Fair Dealing. Employees, officers and directors should endeavor to deal
fairly with the Company's customers, suppliers, competitors and employees.
No employee, officer or director should take unfair advantage of anyone
through manipulation, concealment, abuse of privileged information,
misrepresentation of material facts or any other unfair-dealing practice.

- - Protection and Proper Use of Company Assets. Carelessness, misuse, waste,
destruction or theft has a direct impact on the Company's profitability.
Employees, officers and directors should safeguard the Company's assets
and ensure their efficient use. All Company assets should be used only for
legitimate business purposes.

LEGAL COMPLIANCE

- - General Standard. The Company requires compliance with all applicable
laws, rules and regulations, as well as compliance with this Code.

- - Discrimination and Harassment. The Company's legal compliance requirement
includes all federal and state regulations prohibiting discrimination
against any employee or applicant for employment because of race, color,
religion, ethnic or national origin, gender, sexual orientation, age,
disability or veteran status. This applies to recruitment, compensation,
training, promotion and other employment practices. The Company is also
committed to providing its employees with a work environment free of any
type of harassment, including any deliberate discrimination or harassment,
in word or action, against a fellow employee or applicant for employment
on the basis of any of the classifications above.

- - Fraud. The Company's legal compliance requirement includes all laws
related to wire fraud, mail fraud, bank fraud, securities fraud, any SEC
rule or regulation, or any federal rules relating to fraud against
shareholders.

- - Securities Laws and Insider Trading. The Company's stock is owned and
traded by the general public, and for this reason various laws require the
Company to make full, fair, accurate, timely and understandable disclosure
of material information. It is the Company's goal to protect all
shareholder investments in our Company through strict enforcement of the
prohibition against insider trading set forth in federal securities laws
and regulations. Employees, officers and directors who have access to
inside information are not permitted to use or share that information for
stock trading purposes or for any other purpose except to conduct Company
business. Inside information includes any financial, technical or other
information about the Company that is not available to the public and
might influence an investor's decision to buy, sell or hold stock of the
Company. To use inside information for personal financial benefit or to
"tip" others who might make an investment decision on the basis of this
information is not only unethical but also illegal.

- - Bribes, Kickbacks, and Other Unlawful Payments. The Company's legal
compliance requirement includes the U.S. Foreign Corrupt Practices Act,
international anti-bribery conventions and any state or local
anti-corruption or bribery laws. No payment to government officials,
bribes, kickbacks or other similar unlawful payments designed to secure
favored or preferential treatment for or from the Company or any
individual associated with the Company is to be given or received.

- - International Operations Policy. The Company's legal compliance includes
all governmental laws, rules, and regulations applicable to its operations
outside the United States and to conduct those operations to the highest
ethical standards. Where feasible, locally sourced engineering work,
construction crews, and supplies will be preferentially used. Laws that
apply to operations outside the United States include those of the
countries where the operations occur, and may also include certain United
States laws which govern international operations of United States
companies and United States persons, broadly defined. Accordingly,
directors, officers, and employees of the Company who are involved with
the Company's operations outside the United States should consult with the
General Counsel for advice on applicable United States laws, especially
laws regarding boycotts, trade sanctions, export controls, and foreign
corrupt practices, and are expected to comply with those laws.

- - Environmental Policy. The Company's legal compliance requires that the
Company conduct its business in a manner that is compatible with the
balanced environmental and economic needs of the communities in which it
operates. The Company is committed to continuous efforts to improve
environmental performance throughout its operations. Accordingly, the
Company's policy is to: comply with international standards as developed
by the World Bank; comply with all applicable environmental laws and
regulations and apply responsible standards where laws and regulations do
not exist; assess all projects which will include a review of the
environmental issues associated with project development. This assessment
will be made available to the appropriate government agencies for review
and approval; encourage concern and respect for the environment, emphasize
every employee's responsibility in environmental performance, and foster
appropriate operating practices and training; manage its business with the
goal of preventing incidents and of controlling emissions and wastes to
below harmful levels; design, operate, and maintain facilities to this
end; respond quickly and effectively to incidents resulting from its
operations, in cooperation with industry organizations and authorized
government agencies; and undertake appropriate reviews and evaluations of
its operations to measure progress and to foster compliance with this
policy.

MAKING IT WORK

- - Compliance and Reporting Required. Employees, officers and directors are
required to report or cause to be reported, on a named or anonymous basis,
any act or practice or other information which may constitute a violation
of law, rules, regulations or this Code (or may otherwise be considered
unethical)

to their immediate supervisor, personnel manager, or facility director.
However, any employee, officer or director who suspects questionable
accounting, internal control or auditing, or has any information to report
on an issue described in this Code under the headings "Business
Communications" or "Fraud" above, must make a report directly to the
Chairman of the Audit Committee of the Board of Directors in accordance
with the procedures set forth below. Any employee, officer or director who
has any questions related to an interpretation of any part of this Code is
encouraged to contact the General Counsel. There is no right to privacy
through the use of the Company's telephone, e-mail, Internet and
computers. However, the Company will make every effort to respect your
anonymity if you choose to use the procedures for anonymous reporting set
forth below. In any event, the Company cannot guarantee the eventual
anonymity or confidentiality of a person making a report, as more fully
described below.

- - Procedure for Anonymous Reports to Supervisors, Etc. or the General
Counsel. The procedure for anonymous reporting of complaints to the
applicable immediate supervisor, personnel manager, facility director or
the General Counsel of the Company is for information to be sent by any of
the following means: (i) using non-Company telephones, by immediately
faxing a letter to the applicable individual at his or her office number,
(ii) using non-Company telephones, by calling the applicable individual at
his or her office number, (iii) using non-Company computers, by e-mailing
the applicable individual at his or her work e-mail address, or (iv) using
non-Company mail facilities, by sending a letter to the applicable
individual at his or her work address.

- - Procedure for Reports to Audit Committee. The procedure for anonymous
reporting of complaints to the Audit Committee is for information to be
sent directly to the Audit Committee, which is composed entirely of
independent outside directors, by any of the following means: (i) using
non-Company telephones, by immediately faxing information to the Chairman
of the Audit Committee concerning any such complaint at 212-941-1041,
attn: Mr. Nicholas Aynilian (ii) using non-Company telephones, by calling
the Chairman of the Audit Committee at 212-431-9785 (please leave a
message if your call is not immediately answered), (iii) using non-Company
computers, by e-mailing the Chairman of the Audit Committee at
Nick@Aynilian.com, or (iv) using non-Company mail facilities, by sending a
letter to Nicholas J. Aynilian, Chairman, Audit Committee of the Board of
Directors of Global Gold Corporation, 104 Field Point Road, Greenwich
Connecticut 06830. The procedure for named reporting of complaints to the
Audit Committee is the same, except that Company telephones, computers or
mail facilities may be used. Such reporting mechanisms are available 24
hours a day, 7 days a week. All reasonable and appropriate expenses
incurred by any employee, officer or director in making a report to the
Audit Committee in accordance with this Code will be reimbursed at any
time upon request.

- - Full Information. It will be helpful to the Company's investigation of any
such suspected violations if your communication is as specific as possible
with regard to: (i) the nature of the suspected conduct, (ii) the persons
involved or who may have knowledge of it, (iii) the dates upon which such
suspected activity occurred, (iv) where it allegedly took place, (v) why
you believe this conduct to be unethical, irregular or fraudulent and (vi)
how such suspected conduct has allegedly occurred or is presently
occurring.

- - No Guarantee of Anonymity or Confidentiality. The Company shall always try
to maintain the anonymity and confidentiality of the reports and of those
furnishing the information. The Company cannot, however, guarantee the
eventual anonymity or confidentiality of any complaint in the event that
an effective investigation requires otherwise.

- - No Retaliation. In no event will any action or retaliation be taken
against any employee, officer or director for making a report regarding
suspected violations of any law, regulation or this Code, or

against any person who testifies, participates in, or otherwise assists in
a proceeding filed or about to be filed that relates to any such
violation. Employees, officers and directors should immediately report to
the Chairman of the Audit Committee, in the manner as set forth above, any
irregular situation regarding this issue.

- - Application of this Code; Disciplinary Measures. All reports will be
investigated and appropriate actions will be taken. The Company shall
continuously enforce this Code through appropriate means of discipline. In
instances where the proper and ethical course of action is unclear,
employees, officers and directors should seek counsel from their immediate
supervisor, personnel manager, facility director or the General Counsel.
If necessary, the applicable immediate supervisor, personnel manager,
facility director, the General Counsel or the Audit Committee, as
appropriate, shall determine whether violations of law or this Code have
occurred and, if so, shall determine the measures to be taken against the
corresponding person. The disciplinary measures shall include counseling,
oral or written reprimands, warnings, probation or suspension without pay,
demotions and termination of employment or other association with the
Company. The Company's General Counsel and the Audit Committee, as
appropriate, shall respond to questions and issues of interpretation of
this Code.

- - Changes to or Waivers of this Code. Any change to or waiver of this Code
involving a director or the Company's principal executive officer,
principal financial officer, principal accounting officer or controller,
or persons performing similar functions, may be made only by the Board of
Directors or a committee of the Board of Directors and will be promptly
disclosed as required by law.

- - Questions and Comments. If anyone has any questions concerning the ethical
propriety of any business dealings or other conduct while at work, or any
suggestions to make regarding this Code, they should feel free to consult
with their immediate supervisor, personnel manager, facility director, the
General Counsel or any other officers of the Company.

GLOBAL GOLD CORPORATION

THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS

The undersigned stockholder of Global Gold Corporation (the
"Company") hereby appoints Drury J. Gallagher and Van Z. Krikorian and each of
them, with power of substitution to each, true and lawful Proxies of the
undersigned and hereby authorizes them to represent and vote, as specified
herein, all shares of Common Stock of the Company held of record by the
undersigned as of the close of business on June 1, 2005 at the Annual Meeting of
Stockholders of the Company to be held on July 13, 2005 at 10:00 a.m., local
time, at Global Gold Corporation, located at 104 Field Point Road, Greenwich,
Connecticut 06830 (the "Annual Meeting"), and any adjournments or postponements
thereof.

The shares represented by this proxy will be voted in the manner directed.
If no direction is given, the shares will be voted FOR the five nominees of the
Board of Directors listed in Proposal 1 and FOR Proposal 2. In their discretion,
the Proxies are each authorized to vote upon such other matters as may properly
come before the Annual Meeting and any adjournments or postponements thereof.

PROPOSAL 1. Election of Directors

[ ] FOR all nominees listed below [ ] WITHHOLD authority to vote
for all nominees listed below

To withhold authority to vote for any individual nominee, strike a line
through the nominee's name in the list below:

Drury J. Gallagher, Van Z. Krikorian, Nicholas J. Aynilian, Ian C. Hague,
Michael T. Mason

Our Board of Directors unanimously recommends a vote FOR each of the
nominees named above.

PROPOSAL 2. To ratify and approve the appointment of Allen G. Roth, P.A.
as independent auditors of the Company for the fiscal year ending December
31, 2005.

[ ] FOR PROPOSAL 2 [ ] AGAINST PROPOSAL 2 [ ] ABSTAIN ON PROPOSAL 2

Our Board of Directors unanimously recommends a vote FOR the approval of
Proposal 2.

The undersigned acknowledges receipt of the Notice of Annual Meeting of
Stockholders, Proxy Statement dated June 10, 2005, the Company's Form 10-KSB
for fiscal year ended December 31, 2004 and the Company's Form 10-QSB for
quarter ended March 31, 2005.

Date: ________________________

Signature: _______________________

(This Proxy should be marked, dated,
signed by the stockholder(s) exactly as
his or her name appears hereon, and
returned promptly in the enclosed
envelope. Persons signing in a fiduciary
capacity should so indicate. If shares
are held by joint tenants or as
community property, both should sign.)

PLEASE SIGN, DATE AND RETURN IMMEDIATELY