Investview, Inc. - Quarter Report: 2010 June (Form 10-Q)

Unassociated Document

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(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, 2010

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

For the transition period from ________________ to _______________

000-27019

(Commission file number)

Global Investor Services, Inc.

(Exact name of registrant as specified in its charter)

Nevada		87-0369205
(State or other jurisdiction		(IRS Employer
of incorporation or organization)		Identification No.)

708 3rd Avenue, 6th Floor

New York, New York 10017

(Address of principal executive offices)

(212) 227-2242

(Issuer's telephone number)

TheRetirementSolution.com, Inc.

(Former name of Registrant)

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

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 of 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 ¨ No x

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definition 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

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ¨ No x

As of August 17, 2010, there were 392,390,209 shares of common stock, par value $.001 per share, outstanding.

GLOBAL INVESTOR SERVICES, INC.

(FORMERLY THERETIREMENTSOLUTION.COM, INC.)

FORM 10-Q

QUARTERLY PERIOD ENDED JUNE 30, 2010

TABLE OF CONTENTS

PART 1	FINANCIAL INFORMATION	3

Item 1.	Financial Statements	3

	Condensed Consolidated Balance Sheets as of June 30, 2010 (Unaudited) and March 31, 2010.	3

	Condensed Consolidated Statements of Operations for the Three Months Ended June 30, 2010 and 2009 (Unaudited)	4

	Condensed Consolidated Statements of Cash Flows for the Three Months Ended June 30, 2010 and 2009 (Unaudited)	5

	Notes to Condensed Consolidated Financial Statements as of June 30, 2010 (Unaudited)	6

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	37

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	44

Item 4.	Controls and Procedures	44

PART II	OTHER INFORMATION	45

Item 1.	Legal Proceedings	45

Item 1A	Risk Factors	45

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	45

Item 3.	Defaults Upon Senior Securities	46

Item 4.	Reserved	46

Item 5.	Other Information	46

Item 6.	Exhibits	46

SIGNATURES		47

PART I - FINANCIAL INFORMATION

ITEM 1 - FINANCIAL STATEMENTS

GLOBAL INVESTOR SERVICES, INC.
(FORMERLY THERETIREMENTSOLUTION.COM, INC.)
CONDENSED CONSOLIDATED BALANCE SHEETS

	June 30,			March 31,
	2010			2010
	(unaudited)
ASSETS
Current assets:
Cash and cash equivalents	$	88,824		$	48,828
Deferred costs		14,146			14,880
Employee advances		6,400			6,400
Prepaid expenses		190,720			238,198
Other current assets		1,231			1,233
Total current assets		301,321			309,539

Property, plant and equipment, net of accumulated depreciation of $1,904,419 and $1,711,955 as of June 30, 2010 and March 31, 2010, respectively		1,043,360			1,235,825

Other assets:
Deposits		21,600			21,600
Customers list, net of accumulated amortization of $409,515 and $367,869 as of June 30, 2010 and March 31, 2010, respectively		90,232			131,878

Total assets	$	1,456,513		$	1,698,842

LIABILITIES AND DEFICIENCY IN STOCKHOLDERS' EQUITY

Current liabilities:
Accounts payable and accrued liabilities	$	2,181,087		$	1,818,855
Deferred revenue		93,259			79,633
Due to related party		659,764			31,264
Convertible notes payable, current portion		1,338,930			221,970
Convertible notes payable, current portion-related party		1,000,000			-
Notes payable, current portion		200,000			200,000
Total current liabilities		5,473,040			2,351,722

Long term debt:
Warrant liability		1,157,266			625,137
Reset derivative liability		2,147,841			1,120,476
Debt derivative liability		59,518			-
Convertible notes payable, long term portion		1,472,218			2,564,439
Convertible notes payable, long term portion-related party		-			1,000,688
Total long term debt		4,836,843			5,310,740

Total liabilities		10,309,883			7,662,462

DEFICIENCY IN STOCKHOLDERS' EQUITY
Common stock, par value $0.001; 700,000,000 shares authorized; 388,544,055 and 347,967,310 shares issued and outstanding as of June 30, 2010 and March 31, 2010, respectively		388,544			347,967
Additional paid in capital		49,584,317			46,472,485
Subscription received		500,000			500,000
Common shares to be issued		1,500,000			3,500,000
Accumulated deficit		(60,826,231	)		(56,784,072	)
Total deficiency in stockholders' equity		(8,853,370	)		(5,963,620	)

Total liabilities and deficiency in stockholders' equity	$	1,456,513		$	1,698,842

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements

GLOBAL INVESTOR SERVICES, INC.
(FORMERLY THERETIREMENTSOLUTION.COM, INC.)
CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
(unaudited)

	Three months ended June 30,
	2010			2009
Revenue, net:
Subscription revenue	$	332,894		$	234,001
Training revenue		712			41,581
Total revenue		333,606			275,582

Cost of revenue		177,765			257,929

Gross profit		155,841			17,653

Operating costs:
Selling, general and administrative		1,324,151			1,050,144
Depreciation and amortization		234,111			234,535
Total operating expenses		1,558,262			1,284,679

Net loss from operations		(1,402,421	)		(1,267,026	)

Other income (expense):
Loss from change in fair value of warrant and derivative liabilities		(1,544,679	)		-
Interest, net		(1,095,057	)		(236,214	)
Other		(2	)		48

Net (loss) before provision for income taxes		(4,042,159	)		(1,503,192	)

Income taxes (benefit)		-			-

NET (LOSS)	$	(4,042,159	)	$	(1,503,192	)

Loss per common share-basic and fully diluted	$	(0.01	)	$	(0.00	)

Weighted average number of common shares outstanding-basic and fully diluted		351,543,799			314,509,305

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements

GLOBAL INVESTOR SERVICES, INC.
(FORMERLY THERETIREMENTSOLUTION.COM, INC.)
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
(unaudited)

	Three months ended June 30,
	2010			2009
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$	(4,042,159	)	$	(1,503,192	)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization		234,111			234,535
Common stock issued for services rendered		157,500			68,000
Amortization of debt discount relating to convertible notes payable		949,826			43,957
Fair value of vested options issued for services rendered		32,357			172,299
Change in fair value of warrant and derivative liabilities		1,544,680			-
Amortization of financing costs		-			56,782
Amortization of prepaid expenses		98,978			252,983
Changes in operating assets and liabilities
Deferred costs		734			1,742
Employee advances		-			(650	)
Other assets		2			67,669
Accounts payable and accrued liabilities		371,841			471,830
Deferred revenue		13,626			(44,079	)
Net cash used in operating activities:		(638,504	)		(178,124	)

CASH FLOWS FROM INVESTING ACTIVITIES:
Net cash provided by (used in) investing activities:		-			-

CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from advances		-			156,113
Proceeds from issuance of convertible debt, net		50,000			-
Proceeds (repayments) of related party advances, net		628,500			-
Net cash provided by financing activities		678,500			156,113

Net decrease in cash and cash equivalents		39,996			(22,011	)
Cash and cash equivalents-beginning of period		48,828			75,259
Cash and cash equivalents-end of period	$	88,824		$	53,248

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION
Cash paid during the period for:
Interest	$	-		$	-
Income taxes	$	-		$	-
Non cash financing activities:
Common stock issued in settlement of outstanding payables	$	-		$	49,700
Common stock issued in settlement of debt and related interest	$	911,052		$	-

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements

GLOBAL INVESTOR SERVICES, INC.

(FORMERLY THERETIREMENT SOLUTION.COM, INC.)

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2010

1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

A summary of the significant accounting policies applied in the preparation of the accompanying unaudited condensed consolidated financial statements follows:

General

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and with the instructions to Form 10-Q. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements.

In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. However, the results from operations for the three months ended June 30, 2010, are not necessarily indicative of the results that may be expected for the year ended March 31, 2011. These unaudited condensed consolidated financial statements should be read in conjunction with the consolidated March 31, 2010 financial statements and footnotes thereto included in the Company's Form 10-K filed with the Securities and Exchange Commission (the “SEC”).

Business and Basis of Presentation

Global Investor Services, Inc. (the "Company") was incorporated on August 10, 2005 under the laws of the State of Nevada. On September 16, 2006, the Company changed its name to TheRetirementSolution.Com, Inc. and on October 1, 2008 to Global Investor Services, Inc. The Company currently markets directly and through its marketing partners as well as online, certain investor products and services that provide financial and educational information to its prospective customers and to its subscribers. During the year ended March 31, 2008, the Company transitioned from a development stage enterprise to an operating company. While the Company has generated revenues from its sale of products, the Company has incurred expenses, and sustained losses. Consequently, its operations were subject to all risks inherent in the establishment of a new business enterprise. As of June 30, 2010, the Company has accumulated losses of $60,826,231.

On August 30, 2006, the Company entered into a Share Purchase Agreement (“Agreement”) with Voxpath Holdings, Inc. (“Voxpath”). Prior to the merger, Voxpath was an inactive corporation with no significant assets or liabilities. As a result of the Agreement, there was a change in control of the public entity. In accordance with SFAS No. 141, Voxpath was the acquiring entity. While the transaction is accounted for using the purchase method of accounting, in substance the Agreement is a recapitalization of Voxpath’s capital structure. For accounting purposes, the Company accounted for the transaction as a reverse acquisition and Voxpath is the surviving entity. The value of the net assets acquired was $0. The Company did not recognize goodwill or any intangible assets in connection with the transaction. Effective with the Agreement, all previously outstanding shares of common stock were exchanged for an aggregate of 99,999,998 shares of the Company’s common stock. The value of the stock issued was the historical cost of the Company’s net tangible assets, which did not differ materially from their fair value. The total consideration paid was $86,135.

During the year ended March 31, 2008, the Company acquired Investment Tools and Training, LLC (“ITT); a Utah limited liability company founded on November 9, 2006 and Razor Data, LLC (“Razor”); a Utah Limited Liability Company formed July 23, 2002.

GLOBAL INVESTOR SERVICES, INC.

(FORMERLY THERETIREMENT SOLUTION.COM, INC.)

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2010

1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

The unaudited condensed consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries, Voxpath Holdings, Inc., ITT and Razor. All significant inter-company transactions and balances have been eliminated in consolidation.

Use of Estimates

The preparation of unaudited condensed consolidated financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates.

Revenue Recognition

For revenue from product sales and services, the Company recognizes revenue in accordance with Accounting Standards Codification subtopic 605-10, Revenue Recognition (“ASC 605-10”) which requires that four basic criteria must be met before revenue can be recognized: (1) persuasive evidence of an arrangement exists; (2) delivery has occurred or services have been rendered; (3) the selling price is fixed and determinable; and (4) collectability is reasonably assured. Determination of criteria (3) and (4) are based on management's judgments regarding the fixed nature of the selling prices of the products delivered and the collectability of those amounts. Provisions for discounts and rebates to customers, estimated returns and allowances, and other adjustments are provided for in the same period the related sales are recorded. The Company defers any revenue for which the product has not been delivered or is subject to refund until such time that the Company and the customer jointly determine that the product has been delivered or no refund will be required.

Revenue arises from subscriptions to the websites/software, workshops, online workshops and training and coaching/counseling services where the payments are received before the service has been rendered. Beginning January 1, 2009, the company changed its marketing strategy such that the company no longer collects revenues in advance of rendering services. Instead, for all new customers, a monthly subscription fee is received for access to the online training and courses and website/data during a given month. As all the products and services are delivered during the month, the revenues are recognized in the month it is delivered. All revenues collected in prior periods from the legacy marketing strategy are deferred and recognized as per the existing revenue recognition policy. Additionally, any revenues from services such as coaching/counseling that are sold in advance of delivery will be deferred using the existing revenue recognition policy. Thus we have two distinct revenue models that were used during FY 2009 and revenue under either model will be recognized under its appropriate model. The company reserves the option to operate under either model as the business environment dictates.

GLOBAL INVESTOR SERVICES, INC.

(FORMERLY THERETIREMENT SOLUTION.COM, INC.)

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2010

1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Revenue Recognition (continued)

We sell our products separately and in various bundles that contain multiple deliverables that include website/data subscriptions, educational workshops, online workshops and training, one-on-one coaching and counseling sessions, along with other products and services. In accordance with ASC 605-25, sales arrangements with multiple deliverables are divided into separate units of accounting if the deliverables in the arrangement meet the following criteria: (i) the product has value to the customer on a standalone basis; (ii) there is objective and reliable evidence of the fair value of undelivered items; and (iii) delivery or performances of any undelivered item is probable and substantially in our control. The fair value of each separate element is generally determined by prices charged when sold separately. In certain arrangements, we offer these products bundled together. If there is any discount from the combined fair value of the individual elements, the discount is allocated to the portion of the revenues that is attributed to the online courses and training. As per ASC 605-25, if fair value of all undelivered elements in an arrangement exists, but fair value does not exist for a delivered element, then revenue is recognized using the residual method. Under the residual method, the fair value of undelivered elements is deferred and the remaining portion of the arrangement fee (after allocation of 100 percent of any discount to the delivered item) is recognized as revenue. The deferral policy for each of the different types of revenues is summarized as follows:

Product		Recognition Policy
Live Workshops and Workshop Certificates		Deferred and recognized as the workshop is provided or certificate expires

Online training and courses		Deferred and recognized a.) as the services are delivered, or b.) when usage thresholds are met, or c.) on a straight-line basis over the initial product period

Coaching/Counseling services		Deferred and recognized as services are delivered, or on a straight-line basis over the life of the customer’s contract

Website/data fees (monthly)		Not Deferred, recognized in the month delivered

Website/data fees (pre-paid subscriptions)		Deferred and recognized on a straight-line basis over the subscription period

Property and Equipment

Property and equipment are stated at cost. When retired or otherwise disposed, the related carrying value and accumulated depreciation are removed from the respective accounts and the net difference less any amount realized from disposition, is reflected in earnings. For financial statement purposes, property and equipment are recorded at cost and depreciated using the straight line method over their estimated useful lives as follows:

Office equipment		5 years
Software		3 to 7 years

GLOBAL INVESTOR SERVICES, INC.

(FORMERLY THERETIREMENT SOLUTION.COM, INC.)

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2010

1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Advertising Costs

The Company expenses advertising costs as incurred. Advertising expense was $416,264 and $20,231 for the three months ended June 30, 2010 and 2009, respectively.

Research and Development

The Company accounts for research and development costs in accordance with the Accounting Standards Codification subtopic 730-10, Research and Development (“ASC 730-10”). Under ASC 730-10, all research and development costs must be charged to expense as incurred. Accordingly, internal research and development costs are expensed as incurred. Third-party research and developments costs are expensed when the contracted work has been performed or as milestone results have been achieved. Company-sponsored research and development costs related to both present and future products are expensed in the period incurred. For the three months ended June 30, 2010 and 2009, the Company’s expenditures on research and product development were immaterial.

Reclassification

Certain reclassifications have been made in prior year’s financial statements to conform to classifications used in the current year.

Intangible Assets and Goodwill

The Company accounts for acquisitions in accordance with the provisions of ASC 805-10. The Company assigns to all identifiable assets acquired (including intangible assets), and to all identifiable liabilities assumed, a portion of the cost of the acquired company equal to the estimated fair value of such assets and liabilities at the date of acquisition. The Company records the excess of the cost of the acquired company over the sum of the amounts assigned to identifiable assets acquired less liabilities assumed, if any, as goodwill.

As a result of the acquisitions of ITT and Razor on January 15, 2008, the Company acquired intangible assets in the aggregate amount of $30,652,920.

The Company allocated $2,920,000 and $499,747 to identifiable intangible assets including a developed software and customer lists, respectively. The remaining $27,233,173 was allocated to goodwill.

The Company amortized its identifiable intangible assets using the straight-line method over their estimated period of benefit. The estimated useful lives of the developed software and the customer lists are three and six years. The Company periodically evaluates the recoverability of intangible assets and takes into account events or circumstances that warrant revised estimates of useful lives or indicate that impairment exists.

The Company accounts for and reports acquired goodwill and other intangible assets under Accounting Standards Codification subtopic 350-10, Intangibles, Goodwill and Other (“ASC 350-10”). In accordance with ASC 350-10, the Company tests its intangible assets for impairment on an annual basis and when there is reason to suspect that their values have been diminished or impaired. Any write-downs will be included in results from operations.

GLOBAL INVESTOR SERVICES, INC.

(FORMERLY THERETIREMENT SOLUTION.COM, INC.)

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2010

1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Impairment of long lived assets

The Company has adopted Accounting Standards Codification subtopic 360-10, Property, Plant and Equipment (“ASC 360-10”). ASC 360-10 requires that long-lived assets and certain identifiable intangibles held and used by the Company be reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Events relating to recoverability may include significant unfavorable changes in business conditions, recurring losses, or a forecasted inability to achieve break-even operating results over an extended period. The Company evaluates the recoverability of long-lived assets based upon forecasted undiscounted cash flows. Should impairment in value be indicated, the carrying value of intangible assets will be adjusted, based on estimates of future discounted cash flows resulting from the use and ultimate disposition of the asset. ASC 360-10 also requires assets to be disposed of is reported at the lower of the carrying amount or the fair value less costs to sell.

Fair value of financial instruments

Fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to management as of June 30, 2010 and 2009. The respective carrying value of certain on-balance-sheet financial instruments approximated their fair values. These financial instruments include cash and accounts payable. Fair values were assumed to approximate carrying values for cash and payables because they are short term in nature and their carrying amounts approximate fair values or they are payable on demand.

Concentrations of Credit Risk

Financial instruments and related items which potentially subject the Company to concentrations of credit risk consist primarily of cash, cash equivalents and trade receivables. The Company places its cash and temporary cash investments with credit quality institutions. At times, such investments may be in excess of the FDIC insurance limit. The Company periodically reviews its trade receivables in determining its allowance for doubtful accounts. There were no trade receivables as of June 30, 2010 and March 31, 2010.

Website Development Costs

The Company recognizes website development costs in accordance with Accounting Standards Codification subtopic 350-50, Website Development Costs ("ASC 350-50”). As such, the Company expenses all costs incurred that relate to the planning and post implementation phases of development of its website. Direct costs incurred in the development phase are capitalized and amortized over the estimated useful life. Costs associated with repair or maintenance for the website is included in cost of net revenues in the current period expenses. Three months ended June 30, 2010 and 2009, the Company did not capitalize any costs associated with the website development.

GLOBAL INVESTOR SERVICES, INC.

(FORMERLY THERETIREMENT SOLUTION.COM, INC.)

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2010

1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Software Development Costs

The Company accounts for software development costs intended for sale in accordance with Accounting Standards Codification subtopic 985-20, Cost of Software to be Sold, Leased or Marketed (“ASC 985-20”). ASC 985-20 requires product development costs to be charged to expense as incurred until technological feasibility is attained and all other research and development activities for the hardware components of the product have been completed. Technological feasibility is attained when the planning, design and testing phase related to the development of the Company’s software has been completed and the software has been determined viable for its intended use, which typically occurs when beta testing commences.

Stock-Based Compensation

The Company has adopted Accounting Standards Codification subtopic 718-10, Compensation-Stock Compensation (“ASC 718-10”) which requires the measurement and recognition of compensation expense for all share-based payment awards made to employees, directors key consultants including employee stock options and employee stock purchases related to an Employee Stock Purchase Plan based on the estimated fair values.

The company adopted ASC 718-10 using the modified prospective transition method, which required the application of the accounting standard as of January 1, 2006. In accordance with the modified prospective transition method, the company's Financial Statements for the prior periods have not been restated to reflect, and do not include the impact of ASC 718-10. Stock based compensation expense recognized under ASC 718-10 for the three months ended June 30, 2010 and 2009 was $131,335 and $425,282.

For the three months ended June 30, 2010 and 2009, the Company did not grant stock options to employees. The fair value of options granted in previous years vesting during the three months ended June 30, 2010 and 2009 of $32,358 and $172,299 respectively was recorded as a current period charge to earnings.

Segment Information

The information disclosed herein materially represents all of the financial information related to the Company’s principal operating segment.

Cash and Cash Equivalents

For purposes of the statement of cash flows, cash includes demand deposits, saving accounts and money market accounts. The Company considers all highly liquid debt instruments with maturities of three months or less when purchased to be cash equivalents.

Prepaid expenses

Prepaid expenses are comprised of the unamortized fair value of the Company’s common stock issued for future services to be provided by outside consultants. The determined fair value is amortized ratably through the term of the service contract. The balance as of June 30, 2010 and March 31, 2010 were $190,720 and $238,198, respectively.

GLOBAL INVESTOR SERVICES, INC.

(FORMERLY THERETIREMENT SOLUTION.COM, INC.)

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2010

1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Income Taxes

The Company has adopted Accounting Standards Codification subtopic 740-10, Income Taxes (“ASC 740-10”) which requires the recognition of deferred tax liabilities and assets for the expected future tax consequences of events that have been included in the financial statement or tax returns. Under this method, deferred tax liabilities and assets are determined based on the difference between financial statements and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. Temporary differences between taxable income reported for financial reporting purposes and income tax purposes are insignificant. The adoption of ASC 740-10 did not have a material impact on the Company’s consolidated results of operations or financial condition.

The primary components of the differences between the book losses and the tax NOL are timing differences which primarily include stock compensation and other equity-related non-cash charges, debt discount amortization and certain accruals.

Net Loss per Share

The Company has adopted Accounting Standards Codification subtopic 260-10, Earnings Per Share (“ASC 260-10”) specifying the computation, presentation and disclosure requirements of earnings per share information. Basic loss per share has been calculated based upon the weighted average number of common shares outstanding. Convertible debt, stock options and warrants have been excluded as common stock equivalents in the diluted loss per share because their effect is anti-dilutive on the computation.

Reliance on Key Personnel and Consultants

The Company has only 24 full-time employees and no part-time employees. Additionally, there are approximately 6 consultants performing various specialized services. The Company is heavily dependent on the continued active participation of these current executive officers, employees and key consultants. The loss of any of the senior management or key consultants could significantly and negatively impact the business until adequate replacements can be identified and put in place.

Recent accounting pronouncements

In April 2010, the FASB (Financial Accounting Standards Board) issued Accounting Standards Update 2010-17 (ASU 2010-17), Revenue Recognition-Milestone Method (Topic 605): Milestone Method of Revenue Recognition. The amendments in this Update are effective on a prospective basis for milestones achieved in fiscal years, and interim periods within those years, beginning on or after June 15, 2010. Early adoption is permitted. If a vendor elects early adoption and the period of adoption is not the beginning of the entity’s fiscal year, the entity should apply the amendments retrospectively from the beginning of the year of adoption. The Company does not expect the provisions of ASU 2010-17 to have a material effect on the financial position, results of operations or cash flows of the Company.

GLOBAL INVESTOR SERVICES, INC.

(FORMERLY THERETIREMENT SOLUTION.COM, INC.)

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2010

1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Recent Accounting Pronouncements (continued)

In February 2010, the FASB issued Accounting Standards Update 2010-09 (ASU 2010-09), "Subsequent Events (Topic 855)." The amendments remove the requirements for an SEC filer to disclose a date, in both issued and revised financial statements, through which subsequent events have been reviewed. Revised financial statements include financial statements revised as a result of either correction of an error or retrospective application of U.S. GAAP. ASU 2010-09 is effective for interim or annual financial periods ending after June 15, 2010. The Company does not expect the provisions of ASU 2010-09 to have a material effect on the financial position, results of operations or cash flows of the Company

There were various other updates recently issued, most of which represented technical corrections to the accounting literature or application to specific industries and are not expected to a have a material impact on the Company's consolidated financial position, results of operations or cash flows.

2. GOING CONCERN MATTERS

The Company’s consolidated financial statements are prepared using generally accepted accounting principles applicable to a going concern which contemplates the realization of assets and liquidation of liabilities in the normal course of business. The Company has incurred significant losses which have resulted in an accumulated deficit of $60,826,231 at June 30, 2010 which raises substantial doubt about the Company’s ability to continue as a going concern. The accompanying consolidated financial statements do not include any adjustments relating to the recoverability and classification of asset carrying amounts or the amount and classification of liabilities that might result from the outcome of this uncertainty.

Continuation as a going concern is dependent upon obtaining additional capital and upon the Company’s attaining profitable operations. The Company will require a substantial amount of additional funds to complete the development of its products, to build a sales and marketing organization, and to fund additional losses which the Company expects to incur over the next few years. The management of the Company intends to seek additional funding through a Private Placement Offering which will be utilized to fund product development and continue operations. The Company recognizes that, if it is unable to raise additional capital, it may find it necessary to substantially reduce or cease operations.

GLOBAL INVESTOR SERVICES, INC.

(FORMERLY THERETIREMENT SOLUTION.COM, INC.)

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2010

3. PROPERTY AND EQUIPMENT

The Company’s property and equipment at June 30, 2010 and March 31, 2010:

	June 30, 2010			March 31, 2010
Software	$	2,920,000		$	2,920,000
Computer equipment		4,211			4,211
Office equipment		23,568			23,568
		2,947,779			2,947,779
Less accumulated depreciation		(1,904,419	)		(1,711,954	)
	$	1,043,360		$	1,235,825

Depreciation expense charged to operations amounted to $192,465 and $192,890 for the three months ended June 30, 2010 and 2009, respectively.

4. CUSTOMERS LIST

The Company’s customers list at June 30, 2010 and March 31, 2010 consist of the following:

	June 30, 2010			March 31, 2010
Customers list	$	499,747		$	499,747
Less accumulated amortization		(409,515	)		(367,869	)
	$	90,232		$	131,878

The Company recorded amortization expense for each of the three months ended June 30, 2010 and 2009 of $41,646.

5. ACCOUNTS PAYABLE AND ACCRUED LIABILITIES

Accounts payable and accrued liabilities consisted of the following at June 30, 2010 and March 31, 2010:

	June 30, 2010		March 31, 2010
Accounts payable	$	1,086,521	$	989,471
Accrued consulting payable		29,749		24,500
Accrued interest payable		751,105		615,483
Accrued payroll taxes		9,957		11,477
Accrued salaries and wages		303,755		177,924
	$	2,181,087	$	1,818,855

GLOBAL INVESTOR SERVICES, INC.

(FORMERLY THERETIREMENT SOLUTION.COM, INC.)

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2010

6. NOTES PAYABLE

A summary of notes payable at June 30, 2010 and March 31, 2010 are as follows:

Promissory Note Payable

On January 20, 2009, the Company received $200,000 in exchange for a promissory note payable, due July 20, 2009 with interest due monthly at 20% per annum. The note is secured by common stock of the Company and is personally guaranteed by certain officers of the Company. The note contains certain first right of payment should the Company be successful in raising $500,000 to $1,500,000 in a Private Placement Offering before any payments can be distributed from the escrow. (Note in default)

In connection with the issuance of the promissory note payable, the Company issued warrants to purchase its common stock at $0.01 per share for five years. The fair value of the warrants of $101,183 is amortized ratably of the term of the promissory note. During the three months ended June 30, 2010 and 2009, the Company had charged to current period operations $-0- and $50,871 as amortization of financing costs. The fair value of the warrants were determined using the Black Scholes Option Pricing Model based on the following assumptions: Dividend yield: -0-%; Volatility: 138.87%; Risk free rate: 1.48%; Term: 5 years.

At June 30, 2010 and March 31, 2010, balances consist of the following:

	June 30, 2010			March 31, 2010
Note payable to related party		200,000			200,000
Less: current portion		(200,000	)		(200,000	)
Long-term debt	$	-		$	-

7. CONVERTIBLE NOTES

During the three months ended June 30, 2010, the Company issued an aggregate of 28,526,745 shares of common stock in exchange for convertible notes totaling $911,052 and accrued interest.

Convertible Note #1

In May 2007, the Company received $50,000 in exchange for a Convertible Note (Note) that matured on August 31, 2007. The Note bears an interest rate of 18% and is convertible into the Company's common stock at the greater of $0.25 per share or 67.5% of the average 10 previous trade days prior to conversion. (Note in default.)

Convertible Note #2

GLOBAL INVESTOR SERVICES, INC.

(FORMERLY THERETIREMENT SOLUTION.COM, INC.)

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2010

7. CONVERTIBLE NOTES (continued)

Convertible Note #3

In May 2007, the Company received $100,000 in exchange for a Convertible Note (Note) that originally matured on August 31, 2007. The Note bears an interest rate of 18%. The Company reached a settlement to issue common stock by no later than December 8, 2008 at the average price back 90 days. (Note in default)

Convertible Note #4

In January 2008, the Company received $50,000 in exchange for a Convertible Note (“Note”) that matures in March 31, 2008. The Note bears interest at a rate of 10% and will be convertible into 333,333 shares of the Company’s common stock, at a conversion rate of $.15 per share. Interest will also be converted into common stock at a conversion rate of $.25 per share.

In accordance with Accounting Standards Codification subtopic 470-20, Debt With Conversions and Other Options (“ASC 470-20”), the Company recognized an imbedded beneficial conversion feature present in Convertible Note #4. The Company allocated a portion of the proceeds equal to the intrinsic value of that feature to additional paid-in capital. The Company recognized and measured an aggregate of $20,000 of the proceeds, which is equal to the intrinsic value of the imbedded beneficial conversion feature, to additional paid-in capital and a discount against the Convertible Note. The debt discount attributed to the beneficial conversion feature is charged to current period operations as interest expense

In connection with the issuance of the convertible note, the Company issued 100,000 shares of common stock. The common stock was valued at the date of the related convertible note and charged to current period operations as financing costs.

During the year ended March 31, 2009, $25,000 of the Convertible Note was converted to common stock and during the year ended March 31, 2010, the Company paid $3,030 as principal payment leaving a remaining balance of $21,970. During the three months ended June 30, 2010, the remaining balance of $21,970 was converted to common stock.

Convertible Note #5

In May 2008, the Company received $50,000 in exchange for a Convertible Note (“Note”) that matures in May 2011. The Note bears interest at a rate of 10% and will be convertible into 333,333 shares of the Company’s common stock, at a conversion rate of $.15 per share. Interest will also be converted into common stock at the conversion rate of $.15 per share.

In accordance with ASC 470-20, the Company recognized an imbedded beneficial conversion feature present in Convertible Note #5. The Company allocated a portion of the proceeds equal to the intrinsic value of that feature to additional paid-in capital. The Company recognized and measured an aggregate of $32,333 of the proceeds, which is equal to the intrinsic value of the imbedded beneficial conversion feature, to additional paid-in capital and a discount against the Convertible Note.

GLOBAL INVESTOR SERVICES, INC.

(FORMERLY THERETIREMENT SOLUTION.COM, INC.)

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2010

7. CONVERTIBLE NOTES (continued)

In connection with the issuance of the convertible note, the Company issued 100,000 shares of common stock. The common stock was valued at the date of the related convertible note.

The total debt discount attributed to the beneficial conversion feature of $32,333 is charged operations ratably over the note term as interest expense.

For the three months ended June 30, 2010 and 2009, the Company amortized $2,687 to current period operations as interest expense.

Convertible Notes #6

In May 2008, the Company received $250,000 and the cancellation of an existing convertible note of $100,000 in exchange for a Convertible Notes (“Notes”) that matures in May 2011. The Notes bears interest at a rate of 10% and will be convertible into 2,333,333 shares of the Company’s common stock, at a conversion rate of $.15 per share. Interest will also be converted into common stock at the conversion rate of $.15 per share.

In accordance with ASC 470-20, the Company recognized an imbedded beneficial conversion feature present in Convertible Notes #6. The Company allocated a portion of the proceeds equal to the intrinsic value of that feature to additional paid-in capital. The Company recognized and measured an aggregate of $108,182 of the proceeds, which is equal to the intrinsic value of the imbedded beneficial conversion feature, to additional paid-in capital and a discount against the Convertible Note.

In connection with the issuance of the convertible note, the Company issued 700,000 shares of common stock. The common stock was valued at the date of the related convertible note.

The total debt discount attributed to the beneficial conversion feature of $108,182 is charged operations ratably over the note term as interest expense.

During the three months ended June 30, 2010, the Company issued 400,000 shares of common stock in settlement of $20,000 of convertible notes.

For the three months ended June 30, 2010 and 2009, the Company amortized $10,741 and $8,990 to current period operations as interest expense, respectively.

Convertible Note #7

In March 2009, the Company issued a $125,000 Convertible Note that matures in May 2011 in exchange for a Convertible Note previously matured. The Note bears interest at a rate of 10% and will be convertible into 1,250,000 shares of the Company’s common stock, at a conversion rate of $.10 per share. Interest will also be converted into common stock at the conversion rate of $.10 per share. In connection with the issuance of the Convertible Note, the Company issued 500,000 shares of its common stock.

GLOBAL INVESTOR SERVICES, INC.

(FORMERLY THERETIREMENT SOLUTION.COM, INC.)

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2010

7. CONVERTIBLE NOTES (continued)

In accordance with ASC 470-20, the Company recognized an imbedded beneficial conversion feature present in Convertible Note #7. The Company allocated a portion of the proceeds equal to the intrinsic value of that feature to additional paid-in capital. The Company recognized and measured an aggregate of $27,344 of the proceeds, which is equal to the intrinsic value of the imbedded beneficial conversion feature, to additional paid-in capital and a discount against the Convertible Note.

The total debt discount attributed to the beneficial conversion feature of $27,344 is charged operations ratably over the note term as interest expense.

For three months ended June 30, 2010 and 2009, the Company amortized $3,270 to current period operations as interest expense.

Convertible Note #8

In March 2009, the Company issued a $50,000 Convertible Note that matures in May 2011 in exchange for a Convertible Note previously matured. The Note bears interest at a rate of 10% and will be convertible into 500,000 shares of the Company’s common stock, at a conversion rate of $.10 per share. Interest will also be converted into common stock at the conversion rate of $.10 per share. In connection with the issuance of the Convertible Note, the Company issued 200,000 shares of its common stock.

In accordance with ASC 470-20, the Company recognized an imbedded beneficial conversion feature present in Convertible Note #8. The Company allocated a portion of the proceeds equal to the intrinsic value of that feature to additional paid-in capital. The Company recognized and measured an aggregate of $10,938 of the proceeds, which is equal to the intrinsic value of the imbedded beneficial conversion feature, to additional paid-in capital and a discount against the Convertible Note.

The total debt discount attributed to the beneficial conversion feature of $10,938 is charged operations ratably over the note term as interest expense.

For three months ended June 30, 2010 and 2009, the Company amortized $1,306 to current period operations as interest expense.

Convertible Note #9

In March 2009, the Company issued a $150,000 Convertible Note that matures in May 2011 in exchange for a Convertible Note previously matured. The Note bears interest at a rate of 10% and will be convertible into 1,500,000 shares of the Company’s common stock, at a conversion rate of $.10 per share. Interest will also be converted into common stock at the conversion rate of $.10 per share. In connection with the issuance of the Convertible Note, the Company issued 600,000 shares of its common stock.

In accordance with ASC 470-20, the Company recognized an imbedded beneficial conversion feature present in Convertible Note #9. The Company allocated a portion of the proceeds equal to the intrinsic value of that feature to additional paid-in capital. The Company recognized and measured an aggregate of $32,813 of the proceeds, which is equal to the intrinsic value of the imbedded beneficial conversion feature, to additional paid-in capital and a discount against the Convertible Note.

GLOBAL INVESTOR SERVICES, INC.

(FORMERLY THERETIREMENT SOLUTION.COM, INC.)

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2010

7. CONVERTIBLE NOTES (continued)

The total debt discount attributed to the beneficial conversion feature of $32,813 is charged operations ratably over the note term as interest expense.

For three months ended June 30, 2010 and 2009, the Company amortized $3,924 to current period operations as interest expense.

Convertible Note #10

In March 2009, the Company issued a $200,000 Convertible Note that matures in May 2011 in exchange for a Convertible Note previously matured. The Note bears interest at a rate of 10% and will be convertible into 2,000,000 shares of the Company’s common stock, at a conversion rate of $.10 per share. Interest will also be converted into common stock at the conversion rate of $.10 per share. In connection with the issuance of the Convertible Note, the Company issued 800,000 shares of its common stock.

In accordance with ASC 470-20, the Company recognized an imbedded beneficial conversion feature present in Convertible Note #10. The Company allocated a portion of the proceeds equal to the intrinsic value of that feature to additional paid-in capital. The Company recognized and measured an aggregate of $43,750 of the proceeds, which is equal to the intrinsic value of the imbedded beneficial conversion feature, to additional paid-in capital and a discount against the Convertible Note.

The total debt discount attributed to the beneficial conversion feature of $43,750 is charged operations ratably over the note term as interest expense.

For the three months ended June 30, 2010 and 2009, the Company amortized $5,232 to current period operations as interest expense.

Convertible Note #11

In accordance with ASC 470-20, the Company recognized an imbedded beneficial conversion feature present in Convertible Note #11. The Company allocated a portion of the proceeds equal to the intrinsic value of that feature to additional paid-in capital. The Company recognized and measured an aggregate of $10,938 of the proceeds, which is equal to the intrinsic value of the imbedded beneficial conversion feature, to additional paid-in capital and a discount against the Convertible Note.

The total debt discount attributed to the beneficial conversion feature of $10,938 is charged operations ratably over the note term as interest expense.

For the three months ended June 30, 2010 and 2009, the Company amortized $1,306 to current period operations as interest expense.

GLOBAL INVESTOR SERVICES, INC.

(FORMERLY THERETIREMENT SOLUTION.COM, INC.)

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2010

7. CONVERTIBLE NOTES (continued)

Convertible Note #12

In accordance with ASC 470-20, the Company recognized an imbedded beneficial conversion feature present in Convertible Note #12. The Company allocated a portion of the proceeds equal to the intrinsic value of that feature to additional paid-in capital. The Company recognized and measured an aggregate of $10,938 of the proceeds, which is equal to the intrinsic value of the imbedded beneficial conversion feature, to additional paid-in capital and a discount against the Convertible Note.

The total debt discount attributed to the beneficial conversion feature of $10,938 is charged operations ratably over the note term as interest expense.

For the three months ended June 30, 2010 and 2009, the Company amortized $1,306 to current period operations as interest expense.

Convertible Note #13

In March 2009, the Company issued a $25,000 Convertible Note that matures in May 2011 in exchange for a Convertible Note previously matured. The Note bears interest at a rate of 10% and will be convertible into 250,000 shares of the Company’s common stock, at a conversion rate of $.10 per share. Interest will also be converted into common stock at the conversion rate of $.10 per share. In connection with the issuance of the Convertible Note, the Company issued 100,000 shares of its common stock.

In accordance with ASC 470-20, the Company recognized an imbedded beneficial conversion feature present in Convertible Note #13. The Company allocated a portion of the proceeds equal to the intrinsic value of that feature to additional paid-in capital. The Company recognized and measured an aggregate of $5,469 of the proceeds, which is equal to the intrinsic value of the imbedded beneficial conversion feature, to additional paid-in capital and a discount against the Convertible Note.

The total debt discount attributed to the beneficial conversion feature of $5,469 is charged operations ratably over the note term as interest expense.

For the three month period ended June 30, 2010, the Company amortized $654 to current period operations as interest expense.

GLOBAL INVESTOR SERVICES, INC.

(FORMERLY THERETIREMENT SOLUTION.COM, INC.)

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2010

7. CONVERTIBLE NOTES (continued)

Convertible Note #14

In March 2009, the Company issued a $250,000 Convertible Note that matures in May 2011 in exchange for a Convertible Note previously matured. The Note bears interest at a rate of 10% and will be convertible into 3,846,154 shares of the Company’s common stock, at a conversion rate of $.065 per share. Interest will also be converted into common stock at the conversion rate of $.065 per share. In connection with the issuance of the Convertible Note, the Company issued 1,000,000 shares of its common stock.

In accordance with ASC 470-20, the Company recognized an imbedded beneficial conversion feature present in Convertible Note #14. The Company allocated a portion of the proceeds equal to the intrinsic value of that feature to additional paid-in capital. The Company recognized and measured an aggregate of $128,606 of the proceeds, which is equal to the intrinsic value of the imbedded beneficial conversion feature, to additional paid-in capital and a discount against the Convertible Note.

The total debt discount attributed to the beneficial conversion feature of $128,606 is charged operations ratably over the note term as interest expense.

For the three months ended June 30, 2010 and 2009, the Company amortized $15,278 to current period operations as interest expense.

Convertible Note #15

In March 2009, the Company issued a $60,000 Convertible Note that matures in May 2011 in exchange for outstanding accounts payable. The Note bears interest at a rate of 10% and will be convertible into 600,000 of the Company’s common stock, at a conversion rate of $.10 per share. Interest will also be converted into common stock at the conversion rate of $.10 per share.

During the three months ended June 30, 2010, the Company issued 675,000 shares of common stock in settlement of the convertible note and accrued interest.

Convertible Note #16

In March 2009, the Company issued a $1,000,000 Convertible Note that matures in July 2011 in exchange for outstanding advances for marketing (See Note 6 above). The Note bears interest at a rate of 20% and will be convertible into 12,500,000 of the Company’s common stock, at a conversion rate of $.08 per share. Interest will also be converted into common stock at the conversion rate of $.08 per share.

Convertible Promissory Notes (#17)

On July 31, 2009, the Company issued $1,029,000 in Convertible Promissory Notes that matures July 31, 2012. The Promissory Notes bear interest at a rate of 8% and will be convertible into 34,300,000 shares of the Company’s common stock, at a conversion rate of $.03 per share and are subject to certain dilutive issuance provisions. Interest will also be converted into common stock at the conversion rate of $.003 per share. In connection with the issuance of the Convertible Promissory Notes, the Company issued 17,150,006 warrants to purchase the Company’s common stock at $0.050 per share over five years and is subject to certain dilutive issuance provisions.

GLOBAL INVESTOR SERVICES, INC.

(FORMERLY THERETIREMENT SOLUTION.COM, INC.)

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2010

7. CONVERTIBLE NOTES (continued)

In accordance with Accounting Standards Codification subtopic 815-40, Derivatives and Hedging: Contracts in Entity’s Own Equity (“ASC 815-40”), the Company is required to bifurcate the fair value of the reset provision from the host contract and mark to market the reset provision each reporting period. The fair value of the reset provision at the date of issuance, determined using the Black Scholes Option Pricing Method, was charged as an allocated debt discount. The fair value was determined based on the following assumptions:

Dividend yield:	-0-	%
Volatility	149.90	%
Risk free rate:	1.62	%

In connection with the issuance of the Convertible Promissory Notes, the Company issued 17,150,006 warrants with certain reset provisions. In accordance with ASC 815-40, the Company is required to record the fair value of the warrants outside of equity and mark to market each reporting period. The fair value of the warrants at the date of issuance, determined using the Black Scholes Option Pricing Method, was charged as an allocated debt discount. The fair value was determined based on the following assumptions:

Dividend yield:	-0-	%
Volatility	149.90	%
Risk free rate:	2.53	%

The Company allocated proceeds based on the relative fair values of the reset provisions of the debt and warrants, measured at an aggregate of $1,029,000, to the warrant and debt reset provision liabilities and a discount to Convertible Promissory Notes. Subsequent to the initial issuance date, the Company is required to adjust to fair value the warrant and debt reset provision liabilities as an adjustment to current period operations. (See Notes 8 and 9).

For the three months ended June 30, 2010, the Company amortized $85,437 to current period operations as interest expense

Convertible Promissory Notes (#18)

On December 17, 2009, the Company issued a $30,000 Convertible Promissory Note that matures December 17, 2012. The Promissory Notes bear interest at a rate of 8% and will be convertible into 34,300,000 shares of the Company’s common stock, at a conversion rate of $.03 per share and are subject to certain dilutive issuance provisions. Interest will also be converted into common stock at the conversion rate of $.003 per share. In connection with the issuance of the Convertible Promissory Note, the Company issued 500,000 warrants to purchase the Company’s common stock at $0.050 per share over five years and is subject to certain dilutive issuance provisions.

GLOBAL INVESTOR SERVICES, INC.

(FORMERLY THERETIREMENT SOLUTION.COM, INC.)

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2010

7. CONVERTIBLE NOTES (continued)

Dividend yield:	-0-	%
Volatility	154.99	%
Risk free rate:	1.27	%

In connection with the issuance of the Convertible Promissory Notes, the Company issued 500,000 warrants with certain reset provisions. In accordance with ASC 815-40, the Company is required to record the fair value of the warrants outside of equity and mark to market each reporting period. The fair value of the warrants at the date of issuance, determined using the Black Scholes Option Pricing Method, was charged as an allocated debt discount. The fair value was determined based on the following assumptions:

Dividend yield:	-0-	%
Volatility	154.99	%
Risk free rate:	2.24	%

The Company allocated proceeds based on the relative fair values of the reset provisions of the debt and warrants, measured at an aggregate of $30,000, to the warrant and debt reset provision liabilities and a discount to Convertible Promissory Note. Subsequent to the initial issuance date, the Company is required to adjust to fair value the warrant and debt reset provision liabilities as an adjustment to current period operations. (See Notes 8 and 9).

For the three months ended June 30, 2010, the Company amortized $2,491 to current period operations as interest expense

Convertible Promissory Notes (#19) (related party)

On March 31, 2010, the Company issued $754,473 in Convertible Promissory Notes that matures March 31, 2013 in exchange for accrued and unpaid salaries. The Promissory Notes bear interest at a rate of 8% and will be convertible into 25,149,101 shares of the Company’s common stock, at a conversion rate of $.03 per share. Interest will also be converted into common stock at the conversion rate of $.003 per share. In connection with the issuance of the Convertible Promissory Notes, the Company issued 12,574,551 warrants to purchase the Company’s common stock at $0.050 per share over five years.

In accordance ASC 470-20, the Company recognized an embedded beneficial conversion feature present in the note. The Company allocated a portion of the proceeds equal to the intrinsic value of that feature to additional paid-in capital. The Company recognized and measured an aggregate of $469,253 of the proceeds, which is equal to the intrinsic value of the embedded beneficial conversion feature, to additional paid-in capital and a discount against the note. The debt discount attributed to the beneficial conversion feature is amortized over the note’s maturity period (three years) as interest expense.

GLOBAL INVESTOR SERVICES, INC.

(FORMERLY THERETIREMENT SOLUTION.COM, INC.)

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2010

7. CONVERTIBLE NOTES (continued)

In connection with the issuance of the promissory notes, the Company issued detachable warrants granting the holder the right to acquire an aggregate of 12,574,551 shares of the Company’s common stock at $0.05 per share. The warrants expire five years from the issuance. In accordance with ASC 470-20, the Company recognized the value attributable to the warrants in the amount of $285,220 to additional paid in capital and a discount against the note. The Company valued the warrants in accordance with ASC 470-20 using the Black-Scholes pricing model and the following assumptions: contractual terms of 5 years, an average risk free interest rate of 2.55%, a dividend yield of 0%, and volatility of 154.48%. The debt discount attributed to the value of the warrants issued is amortized over the note’s maturity period (three years) as interest expense.

The Company recorded the intrinsic value of the embedded beneficial conversion feature ($469,253) and warrants ($285,220) to debt discount, aggregating $754,473, which will be amortized to interest expense over the term of the Notes.

During the three months ended June 30, 2010, the Company issued an aggregate of 25,149,101 shares of common stock in settlement the Convertible Promissory Notes. The Company wrote off the remaining unamortized debt discount of $753,785 to current period operations as interest expense.

Convertible Promissory Notes (#20)

On March 31, 2010, the Company issued $175,000 in Convertible Promissory Notes that matures March 31, 2013. The Promissory Notes bear interest at a rate of 8% and will be convertible into 5,833,334 shares of the Company’s common stock, at a conversion rate of $.03 per share. Interest will also be converted into common stock at the conversion rate of $.003 per share. In connection with the issuance of the Convertible Promissory Notes, the Company issued 2,916,668 warrants to purchase the Company’s common stock at $0.050 per share over five years.

In accordance ASC 470-20, the Company recognized an embedded beneficial conversion feature present in the note. The Company allocated a portion of the proceeds equal to the intrinsic value of that feature to additional paid-in capital. The Company recognized and measured an aggregate of $108,843 of the proceeds, which is equal to the intrinsic value of the embedded beneficial conversion feature, to additional paid-in capital and a discount against the note. The debt discount attributed to the beneficial conversion feature is amortized over the note’s maturity period (three years) as interest expense.

In connection with the issuance of the promissory notes, the Company issued detachable warrants granting the holder the right to acquire an aggregate of 2,916,668 shares of the Company’s common stock at $0.05 per share. The warrants expire five years from the issuance. In accordance with ASC 470-20, the Company recognized the value attributable to the warrants in the amount of $66,157 to additional paid in capital and a discount against the note. The Company valued the warrants in accordance with ASC 470-20 using the Black-Scholes pricing model and the following assumptions: contractual terms of 5 years, an average risk free interest rate of 2.55%, a dividend yield of 0%, and volatility of 154.48%. The debt discount attributed to the value of the warrants issued is amortized over the note’s maturity period (three years) as interest expense.

The Company recorded the intrinsic value of the embedded beneficial conversion feature ($108,843) and warrants ($66,157) to debt discount, aggregating $175,000, which will be amortized to interest expense over the term of the Notes.

GLOBAL INVESTOR SERVICES, INC.

(FORMERLY THERETIREMENT SOLUTION.COM, INC.)

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2010

7. CONVERTIBLE NOTES (continued)

During the three months ended June 30, 2010, the Company issued 512,334 shares of common stock in settlement of $15,000 in Convertible Promissory Notes.

During the three months ended June 30, 2010, the Company wrote off and amortized $28,270 to current period operations as interest expense.

Convertible Note #21

In March 31, 2010, the Company issued a $182,085 Convertible Note that matures in May 2013 in exchange for a Convertible Note previously matured. The Note bears interest at a rate of 8% and will be convertible into 3,641,700 shares of the Company’s common stock, at a conversion rate of $.05 per share. Interest will also be converted into common stock at the conversion rate of $.05 per share. In connection with the issuance of the Convertible Note, the Company will issue 500,000 shares of its common stock.

In accordance with ASC 470-20, the Company recognized an imbedded beneficial conversion feature present in Convertible Note #21. The Company allocated a portion of the proceeds equal to the intrinsic value of that feature to additional paid-in capital. The Company recognized and measured an aggregate of $18,021 of the proceeds, which is equal to the intrinsic value of the imbedded beneficial conversion feature, to additional paid-in capital and a discount against the Convertible Note.

The total debt discount attributed to the beneficial conversion feature of $18,021 is charged operations ratably over the note term as interest expense.

During the three months ended June 30, 2010, the Company issued 1,000,000 shares of common stock in settlement of $30,000 in Convertible Promissory Notes.

During the three months ended June 30, 2010, the Company wrote off and amortized $4,839 to current period operations as interest expense.

Convertible Note # 22

On June 2, 2010, the Company issued a $50,000 Convertible Promissory Note that matures in May 4, 2011. The note bears interest at a rate of 8% and will be convertible into the Company’s common stock at any time at the holder’s option, into common stock at the conversion rate of 60% of the lowest three trading days 10 days prior to notice of conversion.

The Company's identified embedded derivatives related to the Convertible Promissory Note entered into on June 2, 2010. These embedded derivatives included certain conversion features. The accounting treatment of derivative financial instruments requires that the Company record fair value of the derivatives as of the inception date of the Convertible Promissory Note and to fair value as of each subsequent balance sheet date. At the inception of the Convertible Promissory Note, the Company determined a fair value $74,333 of the embedded derivative. The fair value of the embedded derivative was determined using the Black Scholes Option Pricing Model based on the following assumptions:

GLOBAL INVESTOR SERVICES, INC.

(FORMERLY THERETIREMENT SOLUTION.COM, INC.)

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2010

7. CONVERTIBLE NOTES (continued)

Dividend yield:	-0-	%
Volatility	185.40	%
Risk free rate:	0.38	%

The initial fair value of the embedded debt derivative of $74,333 was allocated as a debt discount up to the proceeds of the note ($50,000) with the remainder ($24,333) charged to current period operations as interest expense.

During the three months ended June 30, 2010, the Company amortized $4,965 to current period operations as interest expense.

Convertible Promissory Notes (related party)

In conjunction with the acquisitions of ITT and Razor, the Company issued $5,000,000 in convertible promissory notes that matures on April 15, 2009. The Notes bears interest at a rate of 6% and are convertible into 20,000,000 shares of the Company’s common stock, at a conversion rate of $0.25 per share at any time at the holders’ option. The convertible promissory notes are held by current employees of ITT and Razor.

In accordance with ASC 470-20, the Company recognized an imbedded beneficial conversion feature present in the Convertible Promissory Notes. The Company allocated a portion of the proceeds equal to the intrinsic value of that feature to additional paid-in capital. The Company recognized and measured an aggregate of $1,250,000 of the proceeds, which is equal to the intrinsic value of the imbedded beneficial conversion feature, to additional paid-in capital and a discount against the Convertible Note. The debt discount attributed to the beneficial conversion feature is amortized ratably to operations as interest expense over the term of the promissory note.

For the year ended March 31, 2009, the Company amortized $1,041,667 to current period operations as interest expense.

During the year ended March 31, 2009, the Company converted $3,333,334 in related party promissory notes and related interest into 14,300,000 shares of common stock. In addition, $333,333 of the outstanding related party notes was forgiven. The remaining balance ($1,333,333) were converted to modified promissory note(s) due May 15, 2011, bearing an interest rate of 8% per annum which are convertible into 13,333,333 shares of the Company’s common stock at a rate of $0.10 per share at anytime at the Holder’s option.

During the year ended March 31, 2010, the Company converted $333,333 of the remaining $1,333,333 related party notes and related interest into 3,707,770 shares of common stock.

GLOBAL INVESTOR SERVICES, INC.

(FORMERLY THERETIREMENT SOLUTION.COM, INC.)

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2010

7. CONVERTIBLE NOTES (continued)

At June 30, 2010 and March 31, 2010, balances consisted of the following:

	June 30, 2010			March 31, 2010
Convertible note #1		50,000			50,000
Convertible note #2		50,000			50,000
Convertible note #3		100,000			100,000
Convertible note #4		-			21,970
Convertible note #5, net of unamortized debt discount of $9,154 and $11,841, respectively		40,846			38,159
Convertible notes #6, net of unamortized debt discount of $28,877 and $39,617, respectively		301,123			310,383
Convertible note #7, net of unamortized debt discount of $10,923 and $14,193, respectively		114,077			110,807
Convertible note #8, net of unamortized debt discount of $4,364 and $5,670, respectively		45,636			44,330
Convertible note #9, net of unamortized debt discount of $13,108 and $17,032, respectively		136,892			132,968
Convertible note #10, net of unamortized debt discount of $17,477 and $22,709, respectively		182,523			177,291
Convertible note #11, net of unamortized debt discount of $4,369 and $5,677, respectively		45,631			44,323
Convertible note #12, net of unamortized debt discount of $4,369 and $5,677, respectively		45,631			44,323
Convertible note #13, net of unamortized debt discount of $2,185 and $2,839, respectively		22,815			22,161
Convertible note #14, net of unamortized debt discount of $51,207 and $66,486, respectively		198,793			183,514
Convertible note #15		-			60,000
Convertible note #16		1,000,000			1,000,000
Convertible Promissory Notes #17, net of unamortized debt discount of $714,479 and $799,916, respectively		314,521			229,084
Convertible Promissory Notes #18, net of unamortized debt discount of $24,663 and $27,153, respectively		5,337			2,847
Convertible Promissory Notes #19, related party, net of unamortized debt discount of $753,785		-			688
Convertible Promissory Notes #20, net of unamortized debt discount of $146,569 and $174,840, respectively		13,431			160
Convertible Promissory Note #21, net of unamortized debt discount of $13,157 and $17,996, respectively		138,928			164,089
Convertible Promissory Note #22, net of unamortized debt discount of $45,036		4,964			-
Convertible promissory notes, net of unamortized debt discount of $-0 and $-0-, respectively, related party		1,000,000			1,000,000
Total		3,811,148			3,787,097
Less: current portion		(1,338,930	)		(221,970	)
Less: current portion, related party	$	(1,000,000	)	$	-
Long term portion	$	1,472,218		$	2,564,439
Long term portion, related party	$	-		$	1,000,688

8. RESET DERIVATIVE LIABILITY

As described in Note 7 above, the Company issued of Convertible Promissory Notes that contain certain reset provisions. Therefore, in accordance with ASC 815-40, the Company bifurcated the fair value of the reset provision from debt instrument to a liability at the date of issuance. Subsequent to the initial issuance date, the Company is required to adjust to fair value the reset provision as an adjustment to current period operations.

GLOBAL INVESTOR SERVICES, INC.

(FORMERLY THERETIREMENT SOLUTION.COM, INC.)

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2010

8. RESET DERIVATIVE LIABILITY (continued)

The Company recorded a loss on change in fair value of reset derivative liability of $1,027,365 for the three months ended June 30, 2010.

The fair value of the reset liability at June 30, 2010 was determined using the Black Scholes Option Pricing Model with the following assumptions:

Dividend yield:	-0-	%
Volatility	174.25	%
Risk free rate:	0.61	%

As of the date of the financial statements the reset derivative liability valued at $2,147,841, the Company believes an event under the contract that would create an obligation to settle in cash or other current assets in remote and has classified the obligation as a long term liability.

9. WARRANT LIABILITY

As described in Note 7 above, the Company issued warrants in conjunction with the issuance of Convertible Promissory Notes. These warrants contain certain reset provisions. Therefore, in accordance with ASC 815-40, the Company reclassified the fair value of the warrant from equity to a liability at the date of issuance. Subsequent to the initial issuance date, the Company is required to adjust to fair value the warrant as an adjustment to current period operations.

The Company recorded a loss on change in fair value of warrant liability of $532,129 for the three months ended June 30, 2010.

The fair values of the warrants at June 30, 2010 were determined using the Black Scholes Option Pricing Model with the following assumptions:

Dividend yield:	-0-	%
Volatility	174.25	%
Risk free rate:	1.79	%

As of the date of the financial statements the warrant liability valued at $1,157,266, the Company believes an event under the contract that would create an obligation to settle in cash or other current assets in remote and has classified the obligation as a long term liability.

10. DEBT DERIVATIVE

As described in Note 7 above Company's debt derivative consists of embedded derivatives related to the 8% Convertible Promissory Note issued June 2, 2010. The embedded derivatives included certain conversion features. The accounting treatment of derivative financial instruments required that the Company record the derivatives at their fair values as of the inception date of the Convertible Promissory Note (estimated at $74,332) and at fair value as of each subsequent balance sheet date. Any change in fair value was recorded as non-operating, non-cash income or expense at each reporting date. If the fair value of the derivatives was higher at the subsequent balance sheet date, the Company recorded a non-operating, non-cash charge. If the fair value of the derivatives was lower at the subsequent balance sheet date, the Company recorded non-operating, non-cash income.

GLOBAL INVESTOR SERVICES, INC.

(FORMERLY THERETIREMENT SOLUTION.COM, INC.)

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2010

10. DEBT DERIVATIVE (continued)

The Company recorded a gain on change in fair value of debt derivative of $14,814 for the three months ended June 30, 2010.

At June 30, 2010, the conversion-related derivatives were valued using the Black Scholes Option Pricing Model, with the following assumptions:

Dividend yield:	-0-	%
Volatility	174.25	%
Risk free rate:	0.22	%

As of the date of the financial statements the debt derivative valued at $59,518, the Company believes an event under the contract that would create an obligation to settle in cash or other current assets in remote and has classified the obligation as a long term liability.

11. RELATED PARTY TRANSACTIONS

The Company is periodically advanced noninterest bearing operating funds from related parties and shareholders. The advances are due on demand. At June 30, 2010 and March 31, 2010, due to related party was $659,764 and $31,264, respectively.

In addition, as described in Note 7 above, the Company issued an aggregate of $5,000,000 in convertible promissory notes in connection with the acquisition of ITT and Razor during the year ended March 31, 2008. As of June 30, 2010, the outstanding balance was $1,000,000. The note holders are current employees of the Company’s consolidated group. During the three months ended June 30, 2010, the Company charged $20,000 as interest expense to current period operations.

In addition, as described in Note 7 above, the Company issued an aggregate of $754,473 in convertible promissory notes and 12,574,551 warrants to purchase the Company’s common stock at $0.05 per share (expiring five years from issuance) in exchange for accrued and unpaid salaries. The notes are convertible into the Company’s common stock at $0.03 per share and are due three years from issuance. During the three months ended June 30, 2010, the Company issued an aggregate of 25,149,101 shares of common stock in settlement of the notes.

The Company is under a contract with a related party corporation whereby the related party provides marketing and promotional activity in exchange for 20% of gross revenue from sales of the related corporation’s products and services. Contained within the contract are a minimum number of subscribers the Company is required to maintain to ensure exclusivity. During the three months ended June 30, 2010, the Company did not incur any costs associated with this contract.

GLOBAL INVESTOR SERVICES, INC.

(FORMERLY THERETIREMENT SOLUTION.COM, INC.)

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2010

12. CAPITAL STOCK

Subscription

During the year ended March 31, 2009, the Company received a preferred stock subscription for 62,500 shares of Series B convertible preferred stock for $500,000, subject to the approval of the shareholders of the Company.

The Company is obligated to issue 6,250,000 shares of its common stock should the Company be unable to issue the preferred stock and therefore the subscription received is considered an equity financing transaction.

Common stock

In April 2010, the Company issued 1,000,000 shares of its common stock in settlement of $30,000 in convertible notes.

In June 2010, the Company issued an aggregate of 27,526,745 shares of its common stock in settlement of $881,052 in convertible notes and accrued interest.

In June 2010, the Company issued an aggregate of 4,050,000 shares of its common stock for services at $157,500 in current period expense and $51,500 for future services as prepaid.

In June 2010, the Company issued an aggregate of 8,000,000 shares in connection with the acquisition of ITT LLC and Razor Data Corp.

13. COMMITMENTS AND CONTINGENCIES

Employment and Consulting Agreements

The Company has consulting agreements with outside contractors to provide certain marketing and financial advisory services. The Agreements are generally for a term of 12 months from inception and renewable automatically from year to year unless either the Company or Consultant terminates such engagement by written notice.

On February 6, 2007 the Company entered into an employment agreement (the “Agreement”) with William C. Kosoff, the Company’s Chief Financial Officer for two years. The Agreement may be extended or earlier terminated pursuant to the terms and conditions of the Agreement and provides for automatic renewals for successive two (2) year terms unless, prior to 90th calendar day preceding the expiration of the then existing term, either Company of Mr. Kosoff provide written notice to the other that it elects not to renew the term. Subsequently the term was renewed as of November 6, 2008 for two more years commencing February 6, 2009 at an annual compensation rate of $150,000.

On June 30, 2008, the Company entered into an Amended and Restated Employment Agreement (the “Agreement”) with Nicholas S. Maturo, the Company’s Chairman of the Board and Chief Executive Officer of Company since January 23, 2007.

GLOBAL INVESTOR SERVICES, INC.

(FORMERLY THERETIREMENT SOLUTION.COM, INC.)

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2010

13. COMMITMENTS AND CONTINGENCIES (continued)

The Agreement extends the term of Mr. Maturo’s employment for five (5) years at an annual compensation rate of $225,000 per year, as may be extended or earlier terminated pursuant to the terms and conditions of the Agreement and provides for automatic renewals for successive three (3) year periods unless, prior to the 90th calendar day preceding the expiration of the then existing term, either Company or Mr. Maturo provide written notice to the other that it elects not to renew the term.

Litigation

On July 16, 2009, a petition for judgment was filed with the Civil Court of the City of New York naming the Company as a defendant relating to property leased by the Company from the defendant for recovery of past due rent payments, interest and legal costs. As of December 31, 2009, the Company has accrued their obligation under the lease. On March 30, 2010, the Company settled for $156,720. In addition, the Company may be obligated to additional monies due on the primary lease of $67,600. As of June 30, 2010, the Company has accrued their obligations under the lease.

The Company may be subject to legal proceedings and claims which arise in the ordinary course of its business. Although occasional adverse decisions or settlements may occur, the Company believes that the final disposition of such matters should not have a material adverse effect on its financial position, results of operations or liquidity. The Company had no pending legal proceedings or claims other than described above as of June 30, 2010.

14. STOCK OPTIONS AND WARRANTS

Employee Stock Options

The following table summarizes the changes in employee stock options outstanding and the related prices for the shares of the Company’s common stock issued to employees of the Company under two employee stock option plans. The nonqualified plan adopted in 2007 is for 13,000,000 shares of which 9,500,000 have been granted as of June 30, 2010. The qualified plan adopted in October of 2008 authorizing 25,000,000 shares was approved by a majority of the Shareholders on September 16th 2009. To date 7,000,000 shares have been granted as of June 30, 2010:

Employee Stock Options (continued)

		Options Outstanding					Options Exercisable
					Weighted				Weighted
			Weighted		Average				Average
			Average		Exercise				Exercise
Range of		Number of	Remaining		Price of		Number of		Price of
Exercise		Shares	Contractual		Outstanding		Shares		Exercisable
Prices		Outstanding	Life (Years)		Options		Exercisable		Options

$	0.05	7,000,000		9.26	$	0.05		4,000,000	$	0.05
	0.06	9,500,000		6.59		0.06		9,083,333		0.06
		16,500,000		7.72	$	0.056		13,083,333	$	.058

GLOBAL INVESTOR SERVICES, INC.

(FORMERLY THERETIREMENT SOLUTION.COM, INC.)

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2010

14. STOCK OPTIONS AND WARRANTS (continued)

Transactions involving stock options issued to employees are summarized as follows:

				Weighted
				Average
	Number of			Exercise
	Shares			Price

Options outstanding at March 31, 2009		9,330,490		$	0.388
Granted		8,500,000			0.05
Exercised		-			-
Cancelled or expired		(1,330,490	)		(0.25	)
Options outstanding at March 31, 2010		16,500,000			0.056
Granted		-			-
Exercised		-			-
Cancelled or expired		-			-
Options outstanding at June 30, 2010		16,500,000		$	0.056

During the three months ended June 30, 2010 and 2009, the Company did not grant employee options. $32,358 and $157,638 was charged to current period operations, respectively, for vesting options previously granted.

Non-Employee Stock Options

The following table summarizes the changes in options outstanding and the related prices for the shares of the Company’s common stock issued to consultants and non-employees of the Company at June 30, 2010:

		Options Outstanding					Options Exercisable
			Weighted
			Average		Weighted				Weighted
			Remaining		Average				Average
Exercise		Number	Contractual		Exercise		Number of		Exercise
Prices		Outstanding	Life (Years)		Price		Exercisable		Price
$	0.145	500,000		2.95	$	0.145		500,000	$	0.145
	0.22	300,000		5.50		0.22		300,000		0.22
	0.25	2,469,135		1.04		0.25		2,469,135		0.25
		3,269,135		1.74	$	0.23		3,269,135	$	0.23

GLOBAL INVESTOR SERVICES, INC.

(FORMERLY THERETIREMENT SOLUTION.COM, INC.)

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2010

14. STOCK OPTIONS AND WARRANTS (continued)

Transactions involving stock options issued to consultants and non-employees are summarized as follows:

				Weighted
				Average
	Number of			Price
	Shares			Per Share
Options outstanding at March 31, 2009		3,289,135		$	0.26
Granted		-
Exercised		-			-
Cancelled or expired		(20,000	)		(0.33	)
Options outstanding at March 31, 2010		3,269,135			0.23
Granted		-			-
Exercised		-			-
Cancelled or expired		-			-
Options outstanding at June 30, 2010		3,269,135		$	0.23

Warrants

The following table summarizes the changes in warrants outstanding and the related prices for the shares of the Company’s common stock issued to shareholders at June 30, 2010:

		Warrants Outstanding					Warrants Exercisable
			Weighted
			Average		Weighted				Weighted
			Remaining		Average				Average
Exercise		Number	Contractual		Exercise		Number		Exercise
Price		Outstanding	Life (Years)		Price		Exercisable		Price

$	0.01	2,000,000		3.56	$	0.01		2,000,000	$	0.01
	0.05	33,141,225		2.40		0.05		33,141,225		0.05
	Total	35,141,225		2.47	$	0.05		35,141,225	$	0.05

GLOBAL INVESTOR SERVICES, INC.

(FORMERLY THERETIREMENT SOLUTION.COM, INC.)

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2010

14. STOCK OPTIONS AND WARRANTS (continued)

Warrants (continued)

Transactions involving the Company’s warrant issuance are summarized as follows:

				Average
	Number of			Price
	Shares			Per Share

Warrants outstanding at March 31, 2009		5,797,500		$	0.39
Granted		33,141,225			0.05
Exercised		-			-
Cancelled or expired		(1,750,000	)		(0.50	)
Warrants outstanding at March 31, 2010		37,188,725			0.07
Granted		-			-
Exercised		-			-
Cancelled or expired		(2,047,500	)		(0.50	)
Warrants outstanding at June 30, 2010		35,141,225		$	0.05

On March 31, 2010, warrants of 15,491,219 were issued in connection with the issuance of Convertible Promissory Notes. The warrants are exercisable for five years from the date of issuance at an exercise price of $0.05 per share. The warrants were valued using the Black Sholes option pricing method with the following assumptions: dividend yield $-0-, volatility of 154.17% and risk free rate of 2.55.

15. FAIR VALUE MEASUREMENT

The Company adopted the provisions of Accounting Standards Codification subtopic 825-10, Financial Instruments (“ASC 825-10”) on January 1, 2008. ASC 825-10 defines fair value as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required or permitted to be recorded at fair value, the Company considers the principal or most advantageous market in which it would transact and considers assumptions that market participants would use when pricing the asset or liability, such as inherent risk, transfer restrictions, and risk of nonperformance. ASC 825-10 establishes a fair value hierarchy that requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. ASC 825-10 establishes three levels of inputs that may be used to measure fair value:

Level 1 - Quoted prices in active markets for identical assets or liabilities.

Level 2 - Observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which all significant inputs are observable or can be derived principally from or corroborated by observable market data for substantially the full term of the assets or liabilities.

Level 3 - Unobservable inputs to the valuation methodology that are significant to the measurement of fair value of assets or liabilities.

GLOBAL INVESTOR SERVICES, INC.

(FORMERLY THERETIREMENT SOLUTION.COM, INC.)

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2010

15. FAIR VALUE MEASUREMENT (continued)

To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement is disclosed and is determined based on the lowest level input that is significant to the fair value measurement.

Upon adoption of ASC 825-10, there was no cumulative effect adjustment to beginning retained earnings and no impact on the consolidated financial statements.

The carrying value of the Company’s cash and cash equivalents, accounts receivable, accounts payable, short-term borrowings (Including convertible notes payable), and other current assets and liabilities approximate fair value because of their short-term maturity.

Items recorded or measured at fair value on a recurring basis in the accompanying consolidated financial statements consisted of the cash, other current assets, warrant liability, reset and debt derivative liabilities. Convertible notes were determined at a net discount rate of 2% per annum for the terms of the notes:

	Quoted Prices in Active Markets for Identical Instruments Level 1		Significant Other Observable Inputs Level 2		Significant Unobservable Inputs Level 3			Assets at fair Value
Assets:
Other current assets		1,231		-		-			1,231
Liabilities:
Long term convertible notes		-		-		(4,491,428	)		(4,491,428	)
Reset derivative liability						(2,147,841	)		(2,147,841	)
Warrant liability						(1,157,266	)		(1,157,266	)
Debt derivative liability						(59,518	)		(59,518	)
Total	$	1,231	$	-	$	(7,856,053	)	$	(7,854,822	)

At June 30, 2010, the fair values of the convertible notes were determined at a net discount rate of 2% per annum for the terms of the notes.

GLOBAL INVESTOR SERVICES, INC.

(FORMERLY THERETIREMENT SOLUTION.COM, INC.)

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2010

15. FAIR VALUE MEASUREMENT (continued)

The following table provides a summary of changes in fair value of the Company’s Level 3 financial liabilities as of June 30, 2010:

Three Months Ended June 30, 2010

	Warrant Liability			Reset Derivative			Debt Derivative
Balance, March 31, 2010	$	625,137		$	1,120,476		$	-
Total (gains) losses
Initial fair value of debt derivative an note issuance		-			-			74,332
Mark-to-market at June 30, 2010:
- Warrants reset provision		532,129			-			-
- Reset provisions relating to debt		-			1,027,365			-
- Embedded debt derivative		-			-			(14,814	)
Transfers in and/or out of Level 3		—			—

Balance, June 30, 2010	$	1,157,266		$	2,085,926			59,518

Net loss for the period included in earnings relating to the liabilities held at June 30, 2010	$	(532,129	)	$	(1,027,365	)		14,814

16. SUBSEQUENT EVENTS

In August 2010 the Company issued 3,846,154 shares of common stock in settlement of $250,000 in promissory notes.

Item 2 - Management’s Discussion and Analysis of Financial condition and results of Operations.

Forward-Looking Statements

This Quarterly Report Form 10-Q, including this discussion and analysis by management, contains or incorporates forward-looking statements. All statements other than statements of historical fact made in report are forward looking. In particular, the statements herein regarding industry prospects and future results of operations or financial position are forward-looking statements. These forward-looking statements can be identified by the use of words such as “believes,” “estimates,” “could,” “possibly,” “probably,” anticipates,” “projects,” “expects,” “may,” “will,” or “should” or other variations or similar words. No assurances can be given that the future results anticipated by the forward-looking statements will be achieved. Forward-looking statements reflect management’s current expectations and are inherently uncertain. Our actual results may differ significantly from management’s expectations. For factors that may cause actual results to differ from management’s expectations, reference should be made to the Company’s Form 10-K for the year ended March 31, 2010 filed with the Securities and Exchange Commission and our other periodic filings with the Securities and Exchange Commission.

The following discussion and analysis should be read in conjunction with our financial statements, included herewith. This discussion should not be construed to imply that the results discussed herein will necessarily continue into the future, or that any conclusion reached herein will necessarily be indicative of actual operating results in the future. Such discussion represents only the best present assessment of our management.

Background

The Company was incorporated in the state of Nevada on August 1, 2005. On August 30, 2006, the Company entered into a Share Purchase Agreement (“Agreement”) with Voxpath Holdings, Inc. (“Voxpath”). Prior to the merger, Voxpath was an inactive corporation with no significant assets and liabilities. On September 16, 2006, the Company changed its name to TheRetirementSolution.Com, Inc. Effective October 1, 2008, the Company changed its name to Global Investor Services, Inc.

The Company currently markets directly and through its marketing partners as well as online, certain investor products and services that provide financial and educational information to its prospective customers and to its subscribers. During the year ended March 31, 2008, the Company transitioned from a development stage enterprise to an operating company.

On January 15, 2008, the Company completed the purchase of all the outstanding membership interests of ITT. The total purchase price was $18,650,000, consisting of an aggregate of 66,600,000 shares of the Company’s common stock and the issuance of convertible promissory notes of $2,000,000. On January 15, 2008, the Company completed the purchase of substantially all of the assets of Razor Data and assumed specified liabilities. The total purchase price was $12,500,000, consisting of an aggregate of 38,000,000 shares of the Company’s common stock and the issuance of convertible promissory notes of $3,000,000.

Plan of Operations

The Company is executing its marketing strategy through direct-to-market campaigns with its marketing partners and through the internet where it delivers investor products and services. The Company’s target market is comprised of a large base of entry level investors, active investors in the on-line brokerage sector and higher-end users of financial information, services and financial news.

The Company’s marketing strategy is designed to grow the business and to deliver high customer value in education and investor services at the lowest possible cost. These goals will be achieved through on-line customer acquisition, product sales and customer service, and on-line education and services delivery.

Customer acquisition is realized via the company’s marketing partners and through on-line marketing. Our partners have the marketing and operations capability to attract customers by way of low cost introductory courses and products which then allows for upsell opportunities to a complete on-line education curriculum and expanded investor services. Customer service is supported by a comprehensive client management system that tracks the customer throughout the purchase, education and added services cycle which also includes live data feeds, news and investment letters.

On-line education delivery is completed starting with early stage courses through a complete curriculum of learning modules, podcasts, webinars and webisodes. In addition, our customer management system follows every student at this level in the form of surveys, competency assessments, learning assignments, hotline, coaching and mentoring.

The Company has a number of different delivery formats that is focused on a structured investing methodology that focuses on searching for an investment, industry group analysis, fundamental analysis, technical analysis, and portfolio management. The objective is to provide a complete investor education experience for both beginning and experienced investors and to help them better understand the investment decision process.

The company’s longer term goals include the expansion to other markets beyond the United States. The comprehensive investor education curriculum and related investor services will be marketed and delivered on-line in target markets principally via joint venture arrangements in other countries.

Investor Information Services

The Company provides a complete turnkey solution to its clients in the financial community by providing a broad array of information services that include stock market information and tools, comprehensive database creation and management, distributed web hosting and network environments, and complete e-content creation, management and delivery. Razor Data provides technology and data solutions for the Company which allows ITT, the investor education arm of the company, and the TRES portfolios to stay focused on their core competencies to expand product offerings and acquire new customers.

Stock Market Data

Razor Data aggregates and distributes data from over 18 different data providers into a “one stop shop” for client users to get their stock market tools and data. In any given month Razor Data provides data to thousands of users through web and desktop clients. The expansive tools and data include: searches, company valuations, technical analysis, fundamental analysis, analyst recommendations, real-time streaming news, real-time streaming quotes, over 20 years of historical data, insider activity, industries and sectors, exclusive newsletters, proprietary streaming data replay, and institutional ownership. All of the data is delivered to the user through powerful yet intuitively easy to use software tools and website.

No major disposition or purchase of equipment is expected during the next twelve months except for some office furniture and rental of a modest office space.

Results of Operations

Three months ended June 30, 2010 compared to three months ended June 30, 2009:

Revenues:

	Three Months Ended				Three Months Ended
	June 30, 2010				June 30, 2009				Variance

Subscription revenues	$	332,894	100	%	$	234,001	85	%	$	98,893		42	%
Training revenues		712	-	%		41,581	15	%		(40,869	)	(98	)%
Services and other		-	-			-	-			-		-	%
Total	$	333,606	100	%	$	275,582	100	%	$	58,024		21	%

Revenue for the three months ended June 30, 2010 was $333,606 which represented a $58,024 increase from revenue of $275,582 for the three months ended June 30, 2009. The increase in revenue was due to the initiation of significant online marketing campaigns that began in April 2010 and continued through the quarter.

Our revenue model has been transformed from a single point-of-sale event to a recurring revenue stream via subscriptions. By eliminating both the high cost event based marketing model and the high logistics costs of supporting live events, our operating margins are expected to be substantially higher. This on-line offering reduces the up-front customer cost, produces higher buyer conversion rates, increases retention rates and further increases customer value since we give immediate full access to all our products and services.

Having completed the conversion to full online capability, the Company began funding increased marketing expense to execute our online customer campaigns in April 2010 and we continue to see positive consumer response through June 2010. The campaigns are continuing along with new online webinar initiatives and we look forward to building on what we believe is a robust online business system.

Cost of sales:

Cost of sales for the three month period ended June 30, 2010 was $177,765 (53.1% of sales) as compared to $257,929 (93.6% of sales) for the same period last year. The primary reason for this decrease was the transition to our online business model. Our gross profit was $155,841 as compared to $17,653 for same period last year. The primary reason for the improved margins is from this transition.

Operating Expenses:

A summary of significant operating expenses for the three months ended June 30, 2010 and the three months ended June 30, 2009 follows:

	Three Months				Three Months
	Ended				Ended
	June 30, 2010				June 30, 2009				Variance

Selling, general and administrative	$	1,324,151	85	%	$	1,050,144	82	%	$	(274,007	)	(26.1	)%
Depreciation and amortization		234,111	15	%		234,535	18	%		424		-	%
Total	$	1,558,262	100	%	$	1,284,679	100	%	$	(273,583	)	(21.3	)%

Our selling, general and administrative expenses for the three month period ended June 30, 2010 was $1,324,151 as compared to $1,050,144 for the three months ended June 30, 2009. The primary reason for this increase is a result of additional marketing and promotion expenses that were begun in April of 2010 and continued through June of 2010.

Other:

A summary of significant other income (expenses) for the three months ended June 30, 2010 and the three months ended June 30, 2009 follows:

	Three Months					Three Months
	Ended					Ended
	June 30, 2010					June 30, 2009					Variance

Loss on change in fair value of warrant and derivatives	$	(1,544,679	)	(59	)%	$	-		-	%	$	(1,544,679	)	(100	)%
Interest and other, net		(1,095,059	)	(41	)%		(236,166	)	100	%		(858,893	)	(364	)%
Total	$	(2,639,738	)	100	%	$	(236,166	)	100	%	$	(2,403,572	)	(1018	)%

During the fourth quarter of 2009, we issued convertible promissory notes and related warrants that contain certain reset provisions and during the quarter ended June 30, 2010, we issued a convertible promissory note with an embedded derivative, all requiring us to fair value both the warrants and the derivatives each reporting period and mark to market as a non cash adjustment to our current period operations. This resulted in a loss to our current period operations of $1,544,679.

Our net interest and other increased from $236,166 to $1,095,059 primarily due to write offs of unamortized debt discounts for convertible notes.

Liquidity and Capital Resources

As of June 30, 2010, the Company had a working capital deficit of $5,171,719. The Company generated a deficit in cash flow from operating activities of $638,504 for the three month period June 30, 2010. This deficit is primarily attributable to the Company's net loss from operations of $4,042,159 and is partially offset by following:

·	a charge for the value of options issued for services of $32,357,

·	amortization of debt discount relating to convertible notes payable $949,826,

·	stock issued for services of $157,500,

·	amortization and depreciation expense of $234,111,

·	change in fair value of warrant and derivative liabilities of $1,544,680 and

·	changes in the balances of current assets and liabilities.
·	amortization of prepaid expenses $98,978

Deferred costs and other current assets decreased by $736. Accounts payable and accrued liabilities increased by $371,841 and deferred revenue increased by $13,626.

The Company did not generate any cash flow from investing activities for the three months ended June 30, 2010.

The Company’s generated a cash flow from financing activities for the three month period ended June 30, 2010 through proceeds from borrowing on convertible promissory notes of $50,000 and with related party advances of $628,500.

While we have raised capital to meet our working capital and financing needs in the past, additional financing is required in order to meet our current and projected cash flow deficits from operations and development. We are seeking financing, which may take the form of debt, convertible debt or equity, in order to provide the necessary working capital. There can be no assurance that future financings will be available to us on acceptable terms. If financing is not available to us on acceptable terms, we may be unable to continue our operations.

We estimate that during the next twelve months we will need approximately $1,000,000 in additional capital to fully implement our business plan. Our business plan encompasses investing behind our business development strategy, our marketing campaigns and in building our business operations. As of the date of this filing, we have minimal operating capital to continue our business and marketing initiatives for the next twelve months. If we are not successful in generating sufficient cash flow from operations or in raising sufficient capital resources to finance our growth, on terms acceptable to us, this could have a material adverse effect on our business, results of operations, liquidity and financial condition, we will have to adjust our planned operations and development on a more limited scale and, ultimately, may cease to continue our business.

Going Concern Matters

Critical Accounting Policies

The preparation of our financial statements in conformity with accounting principles generally accepted in the United States requires us to make estimates and judgments that affect our reported assets, liabilities, revenues, and expenses, and the disclosure of contingent assets and liabilities. We base our estimates and judgments on historical experience and on various other assumptions we believe to be reasonable under the circumstances. Future events, however, may differ markedly from our current expectations and assumptions. While there are a number of significant accounting policies affecting our consolidated financial statements; we believe the following critical accounting policy involves the most complex, difficult and subjective estimates and judgments.

Revenue Recognition

We sell our products separately and in various bundles that contain multiple deliverables that include website/data subscriptions, educational workshops, online workshops and training, one-on-one coaching and counseling sessions, along with other products and services. In accordance with 605-25, sales arrangements with multiple deliverables are divided into separate units of accounting if the deliverables in the arrangement meet the following criteria: (i) the product has value to the customer on a standalone basis; (ii) there is objective and reliable evidence of the fair value of undelivered items; and (iii) delivery or performances of any undelivered item is probable and substantially in our control. The fair value of each separate element is generally determined by prices charged when sold separately. In certain arrangements, we offer these products bundled together. If there is any discount from the combined fair value of the individual elements, the discount is allocated to the portion of the revenues that is attributed to the online courses and training. As per 605-25, if fair value of all undelivered elements in an arrangement exists, but fair value does not exist for a delivered element, then revenue is recognized using the residual method. Under the residual method, the fair value of undelivered elements is deferred and the remaining portion of the arrangement fee (after allocation of 100 percent of any discount to the delivered item) is recognized as revenue. The deferral policy for each of the different types of revenues is summarized as follows:

Product		Recognition Policy

Live Workshops and Workshop Certificates		Deferred and recognized as the workshop is provided or certificate expires

Online training and courses		Deferred and recognized a.) as the services are delivered, or b.) when usage thresholds are met, or c.) on a straight-line basis over the initial product period

Coaching/Counseling services		Deferred and recognized as services are delivered, or on a straight-line basis over the term of the service contract

Website/data fees (monthly)		Not Deferred, recognized in the month delivered

Website/data fees (pre-paid subscriptions)		Deferred and recognized on a straight-line basis over the subscription period

Stock-Based Compensation

The Company has adopted Accounting Standards Codification subtopic 718-10, Compensation-Stock Compensation (“ASC 718-10”) which requires the measurement and recognition of compensation expense for all share-based payment awards made to employees, directors and key consultants including employee stock options and employee stock purchases related to an Employee Stock Purchase Plan based on the estimated fair values.

For the three months ended June 30, 2010 and 2009, the Company did not grant stock options to employees. The fair value of options granted in previous years vesting during the three months ended June 30, 2010 and 2009 of $32,358 and $157,637 respectively was recorded as a current period charge to earnings.

Segment Information

[The information disclosed herein materially represents all of the financial information related to the Company’s principal operating segment.}

Derivative Instruments and Fair Value of Financial Instruments

We have evaluated the application of Accounting Standards Codification 815-40, Derivatives and Hedging, Contracts in Entity’s Own Equity (“ASC 815-40”) to certain freestanding warrants and convertible promissory notes that contain exercise price adjustment features known as reset provisions. Based on the guidance in ASC 815-40, we have concluded these instruments are required to be accounted for as derivatives effective upon issuance on July 31, 2009.

In addition, On June 2, 2010, we issued a $50,000 Convertible Promissory Note that matures in May 4, 2011. The note bears interest at a rate of 8% and will be convertible into the Company’s common stock at any time at the holder’s option, into common stock at the conversion rate of 60% of the lowest three trading days 10 days prior to notice of conversion.

We identified embedded derivatives related to the Convertible Promissory Note entered into on June 2, 2010. These embedded derivatives included certain conversion features. The accounting treatment of derivative financial instruments requires us to record fair value of the derivatives as of the inception date of the Convertible Promissory Note and to fair value as of each subsequent balance sheet date.

We have recorded the fair value of the warrants, reset provisions and debt derivative of the convertible promissory notes and classified as derivative liabilities in our balance sheet at fair value with changes in the value of these derivatives reflected in the consolidated statements of operations as gain or loss on derivative liabilities. These derivative instruments are not designated as hedging instruments under ASC 815-10.

Recent Accounting Pronouncements

There were various other updates recently issued, most of which represented technical corrections to the accounting literature or application to specific industries and are not expected to have a material impact on the Company’s consolidated financial position, results of operations or cash flows.

Off-Balance Sheet Arrangements

The Company does not have any off balance sheet arrangements that are reasonably likely to have a current or future effect on our financial condition, revenues, results of operations, liquidity or capital expenditures.

ITEM 3 - QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and, as such, are not required to provide the information under this item.

ITEM 4 – CONTROLS AND PROCEDURES

Disclosure Control and Procedures

We maintain “disclosure controls and procedures,” as such term in defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934 (the “Exchange Act”) that are designed to ensure that information required to be disclosed by the issuer in the reports that it files or submits under the Exchange Act (15 U.S.C. 78a, et seq.) is recorded, processed, summarized and reported, within the time periods specified in the Commission’s rules and forms, and that such information is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding the required disclosures.

Management, including our Chief Executive Officer and Chief Financial Officer, do not expect that our disclosure controls and procedures or our internal controls over financial reporting will prevent all error and all fraud. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurances that the objectives of the control system are met. Further, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Due to the inherent limitations in all control systems, internal control over financial reporting may not prevent or detect misstatements, and further, no evaluation of controls can provide absolute assurances that all control issues and instances of fraud, if any, within the registrant have been detected. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Management is responsible for establishing and maintaining adequate internal control over financial reporting as defined in Rule 13a-15(f) under the Exchange Act. Our internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with accounting principles generally accepted in the United States. We carried out an evaluation, under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures as of the end of the period covered by this report. Based on that evaluation, as of June 30, 2010, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures are currently effective to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms. As we develop new business or engage in an extraordinary transaction, we will continuously review our disclosure controls and procedures to ensure the controls and procedures remain adequate.

Changes in Internal Control Over Financial Reporting

There have been no changes in our internal controls over financial reporting identified in connection with the evaluation required by paragraph (d) of Rule 13a-15 or 15d-15 under the Exchange Act that occurred during the quarter ended June 30, 2010 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

PART II – OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

From time to time, we may become involved in various lawsuits and legal proceedings which arise in the ordinary course of business. However, litigation is subject to inherent uncertainties, and an adverse result in these or other matters may arise from time to time that may harm our business. As of March 31, 2010 the Company was engaged in one legal matter: On July 16, 2009, a petition for judgment was filed with the Civil Court of the City of New York naming the Company as a defendant relating to property leased by the Company from the defendant for recovery of past due rent payments, interest and legal costs. As of December 31, 2009, the Company has accrued their obligation under the lease. On March 30, 2010, the Company settled for $156,720. In additional the Company may be obligated to additional monies due on the primary lease of $67,600. As of June 30, 2010, the Company has accrued their obligations under the lease and is negotiating a payment plan.

None of our directors, officers, or affiliates are involved in a proceeding adverse to our business or have a material interest adverse to our business.

ITEM 1A – RISK FACTORS

We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and, as such, are not required to provide the information under this item.

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

In April 2010, the Company issued 1,000,000 shares of its common stock in settlement of $30,000 in convertible notes.

In June 2010, the Company issued an aggregate of 27,526,745 shares of its common stock in settlement of $881,052 in convertible notes and accrued interest.

In June 2010, the Company issued an aggregate of 4,050,000 shares of its common stock for services at $157,500 in current period and $51,500 for future services as prepaid.

In June 2010, the Company issued an aggregate of 8,000,000 shares in connection with the acquisition of ITT LLC and Razor Data Corp.

All of the above offerings and sales were deemed to be exempt under Rule 506 of Regulation D and/or Section 4(2) of the Securities Act of 1933, as amended. No advertising or general solicitation was employed in offering the securities. The offerings and sales were made to a limited number of persons, all of whom were accredited investors, business associates of the Company or executive officers of the Company, and transfer was restricted by the Company in accordance with the requirements of the Securities Act of 1933. In addition to representations by the above-referenced persons, we have made independent determinations that all of the above-referenced persons were accredited or sophisticated investors, and that they were capable of analyzing the merits and risks of their investment, and that they understood the speculative nature of their investment. Furthermore, all of the above-referenced persons were provided with access to our Securities and Exchange Commission filings.

ITEM 3 – DEFAULTS UPON SENIOR SECURITIES

In May 2007, the Company received $50,000 in exchange for a Convertible NOTE (Note) that matured on August 31, 2007. The Note bears an interest rate of 12% and is convertible into the Company's common stock at the greater of $0.25 per share or 67.5% of the average 10 previous trade days prior to conversion. This note was intended to be a short term note with repayment upon the raising of additional capital in a private offering with American Capital Partners as the placement agent. This subsequent financing was not adequate to repay this note as promised, and the company since has not had sufficient liquidity to repay this note. To date the noteholder has taken no legal action and has been collecting the default rate of interest (18% per annum) in restricted common stock. It is the intention of the Company to repay this note as soon as it is able from excess cash flow or additional financing.

In May 2007, the Company received $50,000 in exchange for a Convertible Note (Note) that matured on August 31, 2007. The Note bears an interest rate of 12% and is convertible into the Company's common stock at the greater of $0.25 per share or 67.5% of the average 10 previous trade days prior to conversion. This note was intended to be a short term note with repayment upon the raising of additional capital in a private offering with American Capital Partners as the placement agent. This subsequent financing was not adequate to repay this note as promised, and the company since has not had sufficient liquidity to repay this note. To date the noteholder has taken no legal action and has been collecting the default rate of interest (18% per annum) in restricted common stock. It is the intention of the Company to repay this note as soon as it is able from excess cash flow or additional financing.

In May 2007, the Company received $100,000 in exchange for a Convertible Note (Note) that originally matured on August 31, 2007. The Company reached a settlement to issue common stock by no later than December 8, 2008 at the average price back 90 days. Subsequent to the conversion, the Company agreed to issue additional shares should the average price per share be lower in the subsequent 90 days. This note was intended to be a short term note with repayment upon the raising of additional capital in a private offering with American Capital Partners as the placement agent. This subsequent financing was not adequate to repay this note as promised, and the company since has not had sufficient liquidity to repay this note. To date the noteholder has taken no legal action and has been collecting the default rate of interest (18% per annum) in restricted common stock. It is the intention of the Company to repay this note as soon as it is able from excess cash flow or additional financing.

In January of 2009 the Company received $200,000 in exchange for non-convertible Promissory Note that matured on July 20th 2009. The note bears an interest rate of 20% and is in default. The note is currently on hold with the US department of Justice pending settlement of an outstanding case with the Noteholder. Interest payments of approximately $17,334 were made the note to date and interest continues to be accrued pending settlement with the US Department of Justice.

ITEM 4 – RESERVED

NONE

ITEM 5 – OTHER INFORMATION

None

ITEM 6 – EXHIBITS

Number		Description

31.1		Certification of Principal Executive Officer pursuant to 13a-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

31.2		Certification of Principal Financial Officer pursuant to 13a-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

32.1		Certification of the Principal Executive Officer pursuant to 18 U.S.C Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

32.2		Certification of the Principal Financial Officer pursuant to 18 U.S.C Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

SIGNATURES

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

	GLOBAL INVESTOR SERVICES, INC.

Dated:August 17, 2010	By:	/s/ Nicholas S. Maturo
		Nicholas S. Maturo
		Chief Executive Officer
		(Principal Executive Officer)

Date: August 17, 2010	By:	/s/ William Kosoff
		William Kosoff
		Chief Financial Officer
		(Principal Financial Officer and Accounting Officer)