U.S. SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-QSB/A

Amendment No. 1

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

For the quarterly period ended June 30, 2003.

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

For the transition period from _______ to ________

Commission file number:000-26261

Global Materials & Services, Inc.

(formerly known as American Fire Retardant Corp.)

(Name of small business issuer in its charter)

Nevada (State or other jurisdiction of incorporation or organization)	88-0382645 (I.R.S. Employer Identification No.)
9316 Wheatlands Road, Suite C, Santee, California (Address of principal executive offices)	92071 (Zip Code)

(619) 258-3640

(Issuer’s telephone number)

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

The number of shares outstanding of each of the issuer’s classes of common equity, as of August 11, 2003, was 242,901,286 shares of the issuer’s common stock were outstanding.

Transitional Small Business Disclosure Format (check one): Yes No X 

TABLE OF CONTENTS

PART I - FINANCIAL INFORMATION……………………………………………………………………………..3

Item 1. FinancialStatements

Balance Sheet as of June 30, 2003………………………………………………………………………….4

Statements of Operations as of June 30, 2003…………………………………………………………….6

Statements of Stockholders’ Equity (Deficit)……………………………………………………………..7

Statement of Cash Flows as of June 30, 2003……………………………………………………………..8

Notes to Financial Statements.…………………………………………………………………………….10

Item 2. Management’s Discussion and Analysis or Plan of Operation……………………………………..13

Item 3. Controls and Procedures……………………………………….………………………………………..15

PART II - OTHER INFORMATION…………………………………….….………………………………………...15

Item 1. Legal Proceedings……………………….…………………….………………………………………....15

Item 2. Changes in Securities ……………………………………….…………………………………………..15

Item 3. Defaults Upon Senior Securities……………………………………….……………………………….16

Item 4. Submission of Matters to a Vote of Security Holders……………………………………….….……16

Item 5. Other Information………………………………………..…….………………………………….……...16

Item 6. Exhibits and Reports on Form 8-K……………………………………….……………………….…….16

SIGNATURES……………………………………….…………………………………………………………….…....19

Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002………………………………….….....20

Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002………………………………….….....21

Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002……………………………………......22

Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002……………………………………......23

PART I - FINANCIAL INFORMATION

Item 1. Financial Statements.

The financial statements included herein have been prepared by the Company, without audit pursuant to the rules and regulations of the United States Securities and Exchange Commission (the "Commission"). Certain information and footnote disclosure normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted pursuant to such rules and regulations, although the Company believes that the disclosures are adequate to make the information presented not misleading.

Set forth below are the balance sheets as of June 30, 2003 (unaudited) and December 31, 2002, and the results of operations for the three months and the six months ended June 30, 2003 and 2002 (unaudited) and cash flows for the six months ended June 30, 2003 and 2002. In the opinion of the Company, all adjustments, consisting of only normal recurring adjustments, necessary to present fairly the financial position of the Company as of June 30, 2003, and the results of its operations and changes in its financial position for the period then ended, have been made. The results of operations for such interim period is not necessarily indicative of the results to be expected for the entire year.

All other schedules are not submitted because they are not applicable or not required or because the information is included in the financial statements or notes thereto.

[THE REMAINDER OF THIS PAGE INTENTIONALLY LEFT BLANK]

Global Materials & Services, Inc. (formerly known as American Fire Retardant Corp.) Balance Sheets
ASSETS
	June 30,		December 31,
	2003		2002
	---------------------		-------------------
		(Unaudited)
		(Restated)
CURRENT ASSETS
Cash	$	-	$	2,938
Inventory		63,598		41,024
Accounts Receivable, net		488,910		237,385
Accounts receivable, related		20,054		-
		---------------------		-------------------
Total current assets		572,562		281,347
		---------------------		-------------------
PROPERTY AND EQUIPMENT, NET		43,508		67,639
		---------------------		-------------------
OTHER ASSETS
Restricted Cash		432,430		432,430
Intangible assets, net		3,000		7,500
Deposits		6,223		5,938
		---------------------		------------------
Total Other Assets		441,653		445,868
		---------------------		------------------
TOTAL ASSETS	$	1,057,723	$	794,854
		============		==========

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

Global Materials & Services, Inc. (formerly known as American Fire Retardant Corp.) Balance Sheets (Continued)
LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT)
		June 30,			December 31,
		2003			2002
		-------------------			-----------------
		(Unaudited)
		(Restated )
CURRENT LIABILITIES
Cash overdraft	$	17,258		$	-
Accounts payable		293,021			367,243
Accrued expenses		1,740,737			1,840,510
Shareholder loans		275,154			224,038
Notes payable		864,165			580,139
Capital leases		2,200			9,000
Line of Credit		1,878,366			1,878,366
		--------------------			----------------
Total Current Liabilities		5,070,901			4,899,296
		-------------------			----------------
Total Liabilities		5,070,901			4,899,296
		-------------------			----------------
COMMITMENTS AND CONTINGENCIES
SERIES A CONVERTIBLE PREFERRED STOCK
$0.001 par value, 200,000,000 authorized,
42,000,000 and 2,500,000 issues and outstanding respectively		1,104,000			250,000
		------------------			---------------
STOCKHOLDERS' EQUITY (DEFICIT)
Common Stock, $0.001 par value, 1,800,000,000 shares authorized,
11,376,286 and 438,158 shares issued and outstanding, respectively		11,376			438
Additional paid-in capital		11,981,004			8,254,437
Accumulated Deficit		(17,109,558	)		(12,609,317	)
		-------------------			----------------
Total Stockholders' Equity (Deficit)		(5,117,178	)		(4,354,442	)
		------------------			----------------
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT)	$	1,057,723		$	794,854
		=============			===========

The accompanying notes are an integral part of these financial statements

Global Materials & Services, Inc. (formerly known as American Fire Retardant Corp.)
Statements of Operations
(Unaudited)
	Six Months Ended						Three Months Ended
	June 30,						June 30,
	------------------------------------------						---------------------------------------
		2003			2002			2003			2002
		-----------------			---------------			---------------			---------------
		(Restated)						(Restated)
NET SALES
Fireproofing Services	$	704,735		$	462,180		$	190,912		$	265,810
Chemical Sales		87.931			137,946			49,295			60,595
		-----------------			----------------			---------------			---------------
TOTAL NET SALES		792,666			600,126			240,207			326,405
COST OF SALES		310,409			253,734			115,668			125,837
		-----------------			----------------			---------------			---------------
GROSS MARGIN		482,257			346,392			124,539			200,568
EXPENSES
Selling, General & Administrative		4,375,244			1,692,501			3,194,880			1,222,376
Payroll expense		333,255			78,210			74,609			41,933
Compensation expense from stock
options issued		18,192			-			18,192			-
Travel and entertainment		41,746			51,303			14,103			23,069
Depreciation and amortization expense		28,631			32,634			14,316			15,369
Bad debt expense		-			585			-			585
		------------------			----------------			---------------			----------------
Total Expenses		4,797,068			1,855,233			3,316,100			1,303,332
		------------------			-----------------			----------------			----------------
LOSS FROM OPERATIONS		(4,314,811	)		(1,508,841	)		(3,191,561	)		(1,102,764	)
		------------------			-----------------			----------------			----------------
OTHER INCOME (EXPENSES)
Loss on disposal of assets		-			(30,101	)		-			(30,101	)
Rental Income		-			6,000			-			4,500
Miscellaneous Income		16,125			422			15,150			422
Interest Expense		(201,555	)		(200,364	)		(107,735	)		(87,866	)
		------------------			----------------			----------------			----------------
Total Other Income (Expense)		(185,430	)		(224,043	)		(92,585	)		(113,045	)
		------------------			----------------			----------------			----------------
LOSS BEFORE INCOME TAXES		(4,500,241	)		(1,732,884	)		(3,284,146	)		(1,215,809	)
PROVISION FOR INCOME TAXES		-			-			-			-
		------------------			----------------			----------------			----------------
NET (LOSS)	$	(4,500,241	)	$	(1,732,884	)	$	(3,284,146	)	$	(1,215,809	)
		==========			=========			=========			=========
BASIC LOSS PER SHARE	$	(1.36	)	$	(83.33	)	$	(0.53	)	$	(43.83	)
		==========			=========			=========			=========
BASIC WEIGHTED AVERAGE SHARES		3,303,176			20,796			6,242,346			27,741
		==========			=========			=========			=========
The accompanying notes are an integral part of these financial statements.

Global Materials & Services, Inc. (formerly known as American Fire Retardant Corp.)
STATEMENTS OF STOCKHOLDERS’ EQUITY (DEFICIT)
	Common Stock						Additional
	--------------------------------------						Paid-in			Accumulated
		Shares			Amount		Capital			Deficit
		----------------			-----------------		-------------------			------------------
Balance, December 31, 2002		438,158		$	438	$	8,254,437		$	(12,609,317	)
Common stock issued for services
(unaudited)		10,438,133			10,438		3,593,174			-
Cancelled shares (unaudited)
(restated)		(5	)		-		(5,000	)		-
Options exercised (unaudited)
(restated)		500,000			500		138,393			-
Net loss for the six months ended
June 30, 2003 (unaudited)
(restated)		-			-		-			(4,500,241	)
		-----------------			-----------------		--------------------			------------------
Balance, June 30, 2003 (unaudited)
(restated)		11,376,286		$	11,376	$	11,981,004		$	(17,109,558	)
		==========			==========		===========			==========

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

Global Materials & Services, Inc. (formerly known as American Fire Retardant Corp.) Statements of Cash Flows (Unaudited)
	For the Six Months Ended
	June 30,
	---------------------------------------------------------
	2003			2002
	---------------------------			--------------------------
CASH FLOWS FROM OPERATING ACTIVITIES		(Restated)
Net Loss	$	(4,500,241	)	$	(1,732,884	)
Adjustments to reconcile net loss to net cash
Provided (used) by operating activities:
Common stock issued for services		3,585,420			677,800
Convertible preferred stock issued for services		200,000			-
Compensation expense for stock options issued		18,192			-
Amortization of deferred compensation		-			465,695
Depreciation and amortization		28,631			32,634
Loss on disposal of assets		-			30,101
Change in Assets and Liabilities:
(Increase) decrease in accounts receivable		(271,579	)		111,059
(Increase) in deposits		(285	)		-
(Increase) decrease in inventory		(22,574	)		40,247
Decrease in prepaid expenses and intangibles		-			660
(Increase) in restricted cash		-			(12,886	)
Decrease in accounts payable		(74,222	)		6,523
Increase in accrued expenses		554,227			91,456
		-----------------------			----------------------
Net Cash Used by Operating Activities		(482,431	)		(289,595	)
		------------------			----------------------
CASH FLOWS FROM INVESTING ACTIVITIES		-			-
CASH FLOWS FROM FINANCING ACTIVITIES
Increase (decrease) in cash overdraft		17,258			(20,826	)
Proceeds from notes payable - related		51,116			-
Payments on notes payable - related		-			(10,053	)
Cancellation of common stock		(5,000	)		-
Proceeds from sale of common stock		138,893			226,500
Proceeds from notes payable		284,026			45,318
Proceeds from lines of credit		-			56,026
Payments on notes payable		-			(2,100	)
Payments on capital lease		(6,800	)		-
		-----------------------			----------------------
Net Cash Provided by Financing Activities		479,493			294,865
		--------------------------			----------------------
NET INCREASE (DECREASE) IN CASH		(2,938	)		5,270
CASH AT BEGINNING OF PERIOD		2,938			-
		--------------------------			----------------------
CASH AT END OF PERIOD	$	-		$	5,270
		===============			=============
The accompanying notes are an integral part of these financial statements.

Global Materials & Services, Inc. (formerly known as American Fire Retardant Corp.) Statements of Cash Flows (Continued) (Unaudited)
	For the Six Months Ended
	June 30,
	---------------------------------------------------------
	2003		2002
	----------------------		-------------------
	(Restated)
SUPPLEMENTAL CASH FLOW INFORMATION
CASH PAID FOR:
Interest	$	201,555	$	200,364
Income Taxes	$	-	$	-
NON-CASH FINANCING ACTIVITIES
Common stock issued for services	$	3,593,172	$	677,800
Convertible preferred stock issued for services	$	200,000	$	2,123,500
Convertible preferred stock issued for satisfaction
of accrued expenses	$	654,000		-

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

Global Materials & Services, Inc.

(formerly known as American Fire Retardant Corp.)

Notes to the Financial Statements

June 30, 2003 and December 31, 2002

NOTE 1 -BASIS OF PRESENTATION

The accompanying financial statements have been prepared by the Company without audit. In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position, results of operations and cash flows at June 30, 2003 and 2002 and for all periods presented have been made.

Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted. It is suggested that these financial statements be read in conjunction with the financial statements and notes thereto included in the Company’s December 31, 2002 audited financial statements. The results of operations for the periods ended June 30, 2003 and 2002 are not necessarily indicative of the operating results for the full years.

During the quarter the Company approved an employee stock incentive plan. The plan allows officers and employees of the Company to receive options to purchase common stock of the company and to receive grants of common stock subject to certain restrictions. The purpose of the plan is to provide employees who make significant or extraordinary contributions to the long term growth and performance of the Company with equity based compensations incentives.

In order to retain highly skilled employees, officers and directors, outside service providers, and to obtain general funding, the Company’s Board of Directors has granted unqualified stock options periodically to various individuals. They are generally granted at not less than ninety percent of market price and have a life of up to five years and vest immediately or after 18 months.

During the second quarter of 2003, the Company issued 130,000,000 non-qualified options to employees valued at $156,424. All options were granted with anexercise price of not less than 90% of market value. As such, the Company recognized $18,192 as compensation expense.

The Company applies Accounting Principles Board (“APB”) Opinion 25, “Accounting for Stock Issued to Employees,” and related Interpretations in accounting for all stock option plans. Under APB Opinion 25, compensation cost is recognized for stock options granted to employees when the option price is less than the market price of the underlying common stock on the date of grant.

FASB Statement 123 as amended by FASB Statement 148, “Accounting for Stock-Based Compensation”, requires the Company to provide proforma information regarding net income and net income per share as if compensation costs for the Company’s stock option plans and other stock awards had been determined in accordance with the fair value based method prescribed. During the periods presented, all options were exercised when granted. Accordingly, there is no fair value of the options.

Global Materials & Services, Inc.

(formerly known as American Fire Retardant Corp.)

Notes to the Financial Statements

June 30, 2003 and December 31, 2002

NOTE 1 -BASIS OF PRESENTATION (Continued)

Had compensation cost of the Company’s stock options granted to officers, directors, and employees been determined based on the fair value at the grant date under the accounting provisions of SFAS No. 123 and SFAS 148, the Company would not have recorded an additional expense for the three months or the six months ended June 30, 2003 as indicated in the table below:

 

For the Three Months Ended June 30,  For the Six Months Ended June 30,

	2003			2002			2003			2002
	---------------------			------------------			---------------------			-------------------
	(Restated)						(Restated)
Net Loss as reported	$	(3,284,146	)	$	(1,215,809	)	$	(4,500,241	)	$	(1,732,884	)
		===========			==========			============			===========
Net Loss pro forma	$	(3,284,146	)		-		$	(4,500,241	)		-
		===========			==========			============			===========
Net loss per share as reported	$	(0.53	)	$	(43.83	)	$	(1.36	)	$	(83.33	)
		===========			==========			============			===========
Net loss per share pro forma	$	(0.53	)	$	(43.83	)	$	(1.36	)	$	(83.33	)
		===========			==========			============			===========

NOTE 2 - GOING CONCERN

These financial statements are presented on the basis that the Company is a going concern. Going concern contemplates the realization of assets and the satisfaction of liabilities in the normal course of business over a reasonable length of time. The Company has an accumulated deficit of $17,109,558, as well as current liabilities in excess of current assets of $4,498,339, which raise substantial doubt about its ability to continue as a going concern.

Management is presently pursuing additional financing through borrowing and issuing shares to pay for expenses. In addition, the Company plans to increase sales volume with the introduction of its new retail product. Nationwide advertising will begin during 2003. The ability of the Company to achieve its operating goals and to obtain such additional finances, however, is uncertain. The 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 these uncertainties.

NOTE 3 -SUBSEQUENT EVENTS

Subsequent to June 30, 2003, the Company issued 109,925,000 shares of common stock for services and 45,000,000 to employees as a result of the exercise of stock options issued pursuant to the Company’s employee incentive plan

NOTE 4 - COMMITMENTS AND CONTINGENCIES

Management has identified that the issuance of some shares of the Company’s common stock to certain employees and non-employee consultants for services rendered during the years ended December 31, 2002 and 2001 were issued in violation of Section 5 of the Securities Act of 1933, as amended. The Company was in violation at December 31, 2002 and issued stock subsequent to December 31, 2002 in violation. The Company

Global Materials & Services, Inc.

(formerly known as American Fire Retardant Corp.)

Notes to the Financial Statements

June 30, 2003 and December 31, 2002

NOTE 4 - COMMITMENTS AND CONTINGENCIES (Continued)

may be subject to various actions and remedies as a result of these violations which, if made, could result in additional liability that could have a materially adverse effect on the Company’s financial statements. The likelihood of such actions and remedies and the amount of any potential liability, if any, is not readily determinable. Accordingly, no related liability has been included in the accompanying financial statements. During the first and second quarters of 2003, the Company filed the necessary registration statements and is currently in compliance.

NOTE 5 -CONCENTRATIONS OF RISK

Major Customers

Net sales for the six months ended June 30, 2003 and 2002 include sales to the following major customers, together with the receivables due from those customers:

	Net Sales
	June 30,
	---------------------------------------------------------
		2003		2002
		------------------		-------------------
Customer A	$	354,074	$	-
Customer B		102,360		-
		-------------------		--------------------
	$	456,434	$	-
		=============		===========
				Trade
				Receivable
				Balance
				June 30,
				2003
				-------------------
Customer A			$	297,996
Customer B				65,227
				-------------------
			$	363,223
				===========

Because of the nature of the Company’s business, the major customers may vary.

NOTE 6 -REVERSE SPLIT

On June 19, 2003, the Company approved a one-for-two hundred reverse stock split. The reverse split became effective June 27, 2003. All references to common stock and per share data have been retroactively restated to show the effect of the reverse stock split.

Global Materials & Services, Inc.

(formerly known as American Fire Retardant Corp.)

Notes to the Financial Statements

June 30, 2003 and December 31, 2002

NOTE 7 -RELATED COMPANIES

The Company has entered into an arrangement with a related entity for the development, manufacturing and distribution of a new product. As of June 30, 2003, there had been no sales of this product and the Company had loaned $1,000 for development, manufacturing and distribution activities associated with this product. The principal shareholder and officer of the related entity is also an officer and shareholder of the Company.

The Company has entered into an additional arrangement with a separate related entity located in Mexico that allows the Mexican entity rights to all proprietary properties, technologies and products of the Company including sale and distribution of the Company’s products in Mexico. As of June 30, 2003, there had been no sale or distribution of the Company’s products in Mexico pursuant to this arrangement. Through June 30, 2003, the Company had loaned $19,054 to this entity. The principal shareholder and officer of this related Mexican entity is also an officer and shareholder of the Company.

NOTE 8 - SETTLEMENT ON DISPUTED JOB

The Company has agreed to pay a general contractor $210,000 to settle a dispute over work done for the general contractor. During the course of performing the work, the Company and the general contractor became involved in a dispute over the scope-of-work remaining to be performed. Due to this dispute, the Company left the job without completing the work. On June 6, 2003, the Company and the general contractor came to an agreement that the Company will pay the general contractor $210,000 to settle all matters concerning the non-completion of work. This settlement is to be paid in eleven payments and delinquent payments will be subject to a 10% interest rate. The Company has subsequently paid $60,000 on this settlement with nine payments remaining.

NOTE 9 -ISSUANCE OF PREFERRED SHARES OF STOCK

As disclosed in Item 2 of Part II, Other Information, on June 16, 2003, the Company issued 25,000,000 shares of Series A Redeemable Convertible Preferred Stock valued at $225,000 to its president, Stephen F. Owens, for repayment loans made to the Company.

NOTE 10 RESTATEMENT

The accompanying financial statements have been restated to correct an error in the previously issued financial statements. The change was made to properly reflect the compensation expense resulting from the issuance of options pursuant to the Company’s Employee Stock Incentive Plan.

As originally issued, the June 30, 2003 financial statements included Compensation Expense from Issuance of Common Stock of $21,752.

This expense was overstated by $3,560 which resulted in the net loss being overstated.

The correct amount of Compensation Expense of $18,192 is now reflected in the Statements of Operations as a separate line item.

We also found that a stock issuance for the Employee Stock Incentive Plan was accounted for in the second quarter of 2003 and is now correctly accounted for in the third quarter of 2003. The result of this was a reduction of outstanding common shares of 1,500,000 shares and it also eliminated the stock subscription receivable of $56,907.

Item 2. Management’s Discussion and Analysis or Plan of Operations.

Forward-Looking Information

This quarterly report on Form 10-QSB of Global Materials & Services, Inc., a Nevada corporation (the “Company”), for the three months and six months ended June 30, 2003, contains certain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, which are intended to be covered by the safe harbors created thereby. To the extent that such statements are not recitations of historical fact, such statements constitute forward-looking statements that, by definition, involve risks and uncertainties. In any forward-looking statement, where the Company expresses an expectation or belief as to future results or events, such expectation or belief is expressed in good faith and believed to have a reasonable basis, but there can be no assurance that the statement of expectation or belief will be achieved or accomplished.

The following are factors that could cause actual results or events to differ materially from those anticipated, and include, but are not limited to: general economic, financial and business conditions; the Company’s ability to minimize expenses; changes in and compliance with governmental laws and regulations, including various state and federal environmental regulations; the Company’s current dependency on Stephen F. Owens, its director and executive officer, to continue funding the Company’s operations and, to the extent he should ever become unwilling to do so, the Company’s ability to obtain additional necessary financing from outside investors and/or bank and mezzanine lenders; and the ability of the Company to generate sufficient revenues to cover operating losses and position it to achieve positive cash flow.

Readers are cautioned not to place undue reliance on the forward-looking statements contained herein, which speak only as of the date hereof. The Company believes the information contained in this Form 10-QSB to be accurate as of the date hereof. Changes may occur after that date, and the Company will not update that information except as required by law in the normal course of its public disclosure practices.

Additionally, the following discussion regarding the Company’s financial condition and results of operations should be read in conjunction with the financial statements and related notes contained in Item 1 of Part 1 of this Form 10-QSB, as well as the financial statements in Item 7 of Part II of the Company’s Form 10-KSB for the fiscal year ended December 31, 2002.

Changes in Financial Condition

The balance of current assets at December 31, 2002 was $281,347 compared to a balance of $572,562 at June 30, 2003. The balance of current liabilities was $4,899,296 and $5,070,901, respectively, for the same periods. The resulting current ratio at December 31, 2002 was .06 to 1. The current ratio at June 30, 2003 was .11 to 1. The current ratio indicates that the Company's ability to pay its obligations has improved over the course of the first two quarters of 2003.

The increase of current assets at June 30, 2003 over December 31, 2002 is principally the result of a net increase in accounts receivable due to working the large construction job at the Miami International Airport and an increase in other sales.

The balance of accounts receivable at June 30, 2003 was $488,910, an increase of $251,525 from the period ended December 31, 2002. The receivables increased due to the increase in sales primarily due to the construction job at the Miami International Airport.

The increase in current liabilities of $171,605 is mainly due to the Company reaching a settlement of a dispute with a general contractor for whom the Company had performed worked. The Company used cash of $478,871 in its operations as it continues to focus itself as a market leader in the fire retardant industry.

$517,969 of the Company's accrued expenses were past due payroll taxes owed to the Internal Revenue Service ("IRS") and several states where the Company does business. The Company previously submitted Offers in Compromise to the IRS which were voided in the second quarter of 2001. The Company has negotiated an installment plan with the IRS and is current with that installment plan and on its payroll tax obligations for the year 2003.

At June 30, 2003 the Company needed approximately $2,000,000 in working capital to bring itself out its present situation and back onto an even footing with its creditors. The Company hopes to raise this capital through the sale of its new consumer product in 2003 and through continued efforts at obtaining outside financing.

Results of Operations

For the three months ended June 30, 2003 compared to the three months ended June 30, 2002.

The Company's net sales decreased by $86,198 through June 30, 2003 compared to the same period in 2002. This is a decrease of 26.4% and is mainly due to a first-tier sub-contractor the Company was working for who was removed from the job by the general contractor. Due to their removal, work was stopped early in the second quarter of 2003 and revenues were not generated. The first-tier sub-contractor has subsequently been replaced and the Company anticipates resuming work and generating significant additional revenues in the third quarter of 2003. The gross margin for the period in 2003 was 51.8% of sales compared to 61.5% for the same period in 2002. Management believes that the Company needs to establish itself as a major player in the fire retardant field in order to compete effectively.

The Company's selling, general and administrative expenses increased by $1,972,504 or 161.4% for the period ended June 30, 2003 over the same period in 2002, mainly due to expenses incurred for consulting services in regard to the Company's common stock. Payroll expenses have increased by $32,676 for the three months ended June 30, 2003 or 77.9%, as compared with the same period in 2002.

Management is seeking to increase the Company's marketing efforts in the coming year. In particular, the Company is increasing its’ marketing efforts in introducing TreeSafe to the consumer. TreeSafe is a fire-retardant for Christmas trees that prevents them from combusting. However, the Company is also subject to the current economic decline and risks associated with the decline in the use of construction materials and fire retardant chemical products associated with the construction.

For the six months ended June 30, 2003 compared to the six months ended June 30, 2002.

The Company's net sales increased by $192,540 through June 30, 2003 compared to the same period in 2002. This is an increase of 32.1% and is due to the Company working one large job and increasing sales of its other fire retardant products. The gross margin for the period in 2003 was 60.8% of sales compared to 57.7% for the same period in 2002. Management believes that the Company needs to establish itself as a major player in the fire retardant field in order to compete effectively.

The Company's selling, general and administrative expenses increased by $2,704,495 or 159.8% for the period ended June 30, 2003 over the same period in 2002, mainly due to expenses incurred for consulting services in regard to the Company's common stock. Payroll expenses have increased by $255,045 for the year to date period or 326.1%, as compared with the same period in 2002. This increase is mainly due to issuing preferred stock to Stephen F. Owens for a bonus paid to Mr. Owens for services performed. The Company feels this bonus is deserved as Mr. Owens has not received any salary for almost two years and has provided significant funds for the Company to continue its development and operations.

Management is seeking to increase the Company's marketing efforts in the coming year. However, the Company is subject to the current economic decline and risks associated with the decline in the use of construction materials and fire retardant chemical products associated with the construction.

External and Internal Sources of Liquidity

As discussed by the Company’s accountants in the audited financial statements included in Item 7 of the Company’s Annual Report on Form 10-KSB for the year ended December 31, 2002, the Company’s revenue is currently insufficient to cover its costs and expenses. In addition to the income received from the Company’s operations, certain significant stockholders, including Stephen F. Owens, a director, chief financial officer and controlling stockholder of the Company, continues to provide the Company the funds needed to continue its development and operations. To the extent the Company’s revenue shortfall exceeds this stockholder’s willingness and ability to continue providing the Company the funds needed, management anticipates raising any necessary capital from outside investors coupled with bank or mezzanine lenders. As of the date of this report, the Company has not entered into any negotiations with any third parties to provide such capital

Management anticipates that the Company’s current financing strategy of private debt and equity offering, along with increased sales, will meet its anticipated objectives and business operations for the next 12 months. Management continues to evaluate current business operations as well as a number of new prospects. Subject to its ability to obtain adequate financing at the applicable time, the Company may enter into definitive agreements on one or more of those projects.

Off-Balance Sheet Arrangements

The Company does not have any off-balance sheet arrangements.

Item 3. Controls and Procedures.

(a)Evaluation of Disclosure Controls and Procedures.

The Registrant’s Chief Executive Officer and Chief Financial Officer have evaluated the Company’s disclosure controls and procedures as of August 19, 2003, and they have concluded that these controls and procedures are effective.

(b)Changes in Internal Controls.

There are no significant changes in internal controls or in other factors that could significantly affect these controls subsequent to August 19, 2003.

PART II - OTHER INFORMATION

Item 1. Legal Proceedings.

As of the date of this report, the Company had a court judgment from San Diego Superior Court, dated December 16, 2002 with the plaintiff being Ahern Rentals, Inc., a corporation, for unpaid liabilities in the amount of $11,082.80. The Company is currently in an installment payment plan with the plaintiff and is current on that plan. The Company also had a judgment against it in Los Angeles Superior Court, dated October 3, 2002, with the plaintiff being United Rentals, Inc. fdba Hi-Reach, for unpaid liabilities in the amount of $8,766.88 from a job that the Company was not paid for. The Company has paid off that debt. The Company also had a judgment against it in El Cajon Superior Court dated September 11, 2002, with the plaintiff being USF Bestway, Inc. for unpaid liabilities in the amount of $14,663.86. The Company is currently in an installment payment plan with the plaintiff and is current on that plan and has a balance of only $3,663.86 still owing. All liabilities involved in these proceedings are recorded as liabilities on the Company’s financial statements.

Item 2. Changes in Securities.

The Company issued 25,000,000 shares of Series A Preferred Stock to Stephen F. Owens, its President and Director, on June 16, 2003 for repayment of loans made to the Company. The purchase and sale of the preferred stock was exempt from registration pursuant to Section 4(2) of the Securities Act of 1933, as amended. There was no general solicitation for the purchase of the securities. Mr. Owens is an officer, director and controlling stockholder of the Registrant, and an accredited investor, as defined in the Securities Act and had access to all information with respect to the Registrant as required by the Securities Act. Mr. Owens also took his shares for investment purposes without a view to distribution. The Registrant’s securities were sold only to Mr. Owens, with whom the Registrant had a direct personal preexisting relationship. Finally, the Registrant’s stock transfer agent has been instructed not to transfer any of such shares, unless such shares are registered for resale or there is an exemption with respect to their transfer.”

Item 3. Defaults Upon Senior Securities.

None.

Item 4. Submission of Matters to a Vote of Security Holders.

None.

Item 5. Other Information.

None.

Item 6. Exhibits and Reports on Form 8-K.

(a)Exhibits.

Exhibit No.	Identification of Exhibit
2.1 (a)*	Certificate of Merger from the State of Wyoming regarding Merger of AFRC Louisiana with and into AFRC Wyoming.
2.1 (b)*	Certificate of Merger from the State of Louisiana regarding Merger of AFRC Louisiana with and into AFRC Wyoming.
2.1 (c)*	Articles of Merger regarding Merger of AFRC Louisiana with and into AFRC Wyoming.
2.1 (d)*	Acquisition Agreement and Plan of Merger regarding Merger of AFRC Louisiana with and into AFRC Wyoming.
2.2 (a)*	Certificate of Merger from the State of Florida regarding Merger of AFRC Florida with and into AFRC Wyoming.
2.2 (b)*	Certificate of Merger from the State of Wyoming regarding Merger of AFRC Louisiana with and into AFRC Wyoming.
2.2 (c)*	Florida Articles of Merger regarding Merger of AFRC Louisiana with and into AFRC Wyoming.
2.2 (d)*	Wyoming Articles of Merger regarding Merger of AFRC Louisiana with and into AFRC Wyoming.
2.2 (e)*	Acquisition Agreement and Plan of Merger regarding Merger of AFRC Florida with and into AFRC Wyoming.
2.3 (a)*	Articles of Merger regarding Merger regarding Merger of AFRC Wyoming with and into AFRC Nevada (the Company) to change the Domicile of the Company.
2.3 (b)*	Acquisition Agreement and Plan of Merger regarding Merger of AFRC Wyoming with and into AFRC Nevada (the Company) to change the Domicile of the Company.
3.1*	Articles of Incorporation of Global Materials & Services, Inc. filed on January 20, 1998.
3.2*	Restated By-laws of Global Materials & Services, Inc.
3.3*	Qualification of Global Materials & Services, Inc., as a Foreign Corporation in the State of Florida.
3.4*	Qualification of Global Materials & Services, Inc., as a Foreign Corporation in the State of Louisiana.
3.5*	Statement and Designation of Global Materials & Services, Inc., as a Foreign Corporation in California.
3.6*	Qualification of Global Materials & Services, Inc., as a Foreign Corporation in the State of Colorado.
3.7*	Qualification of Global Materials & Services, Inc., as a Foreign Corporation in the State of Mississippi.
3.8*	Certificate of Amendment to Articles of Incorporation of Global Materials & Services, Inc., dated January 16, 2002.
10.1 (a)*	Letter of Intent between Global Materials & Services, Inc., and Fabritek Industries, LLC.
10.1 (b)*	Amendment to Letter of Intent between Global Materials & Services, Inc., and Fabritek Industries, LLC.
10.2*	Royalty Agreement between Global Materials & Services, Inc., and Norman O. Houser.
10.3*	Sale, Assignment and Assumption Agreement between American Fire Retardant Corp. and Patrick L. Brinkman with regard to the purchase of manufacturing rights to De-Fyre X-238.
10.4 (a)*	Merchant Service Agreement between Global Materials & Services, Inc., and St. Martin Bank.
10.4 (b)*	St. Martin Bank $100,090 Promissory Note Dated March 11, 1997.
10.4 (c)*	Edward E. Friloux Commercial Guaranty to St. Martin Bank re: $100,090 Promissory Note.
10.4 (d)*	Stephen F. Owens Commercial Guaranty to St. Martin Bank re: $100,090 Promissory Note.
10.4 (e)*	Angela M. Raidl Commercial Guaranty to St. Martin Bank re: $100,090 Promissory Note.
10.4 (f)*	St. Martin Bank $250,000 Promissory Note Dated May 21, 1998.
10.4 (g)*	St. Martin Bank Business Loan Agreement Dated August 18, 1998.
10.4 (h)*	St. Martin Bank $172,725.73 Promissory Note Dated August 18, 1998.
10.4 (i)*	Edward E. Friloux Commercial Guaranty to St. Martin Bank re: $172,725.73 Promissory Note.
10.4 (j)*	Stephen F. Owens Commercial Guaranty to St. Martin Bank re: $172,725.73 Promissory Note.
10.4 (k)*	Angela M. Raidl Commercial Guaranty to St. Martin Bank re: $172,725.73 Promissory Note.
10.4 (l)*	St. Martin Bank Commercial Pledge Agreement re: $172,725.72 Promissory Note.
10.4(m)*	St. Martin Bank Pledge of Collateral Mortgage Note re: $172,725.72 Promissory Note.
10.4 (n)*	St. Martin Bank Agreement to Provide Insurance re: $172,725.72 Promissory Note.
10.4 (o)*	St. Martin Bank - Collateral Mortgage re: $172,725.72Promissory Note.
10.4 (p)*	St. Martin Bank - $54,059.29 Promissory Note dated February 4, 1999.
10.5 (a)*	Private Capital, Inc. - Purchase and Security Agreement dated April 17, 1997.
10.5 (b)*	Private Capital, Inc. - Angela M. Raidl Continuing Guaranty & Waiver.
10.5 (c)*	Private Capital, Inc. - Stephen F. Owens and Edward E. Friloux Continuing Guaranty & Waiver.
10.6 (a)*	Bank of Erath $15,030 Promissory Note Dated June 16, 1997.
10.6 (b)*	Bank of Erath Loan Extension Agreement Dated October 20, 1998.
10.7*	Global Materials & Services, Inc. - El Cajon, California Industrial Lease
10.8 (a)*	Whitney Bank - $74,400 Secured Promissory Note
10.8 (b)*	Whitney Bank - Collateral Mortgage, Security Agreement and Assignment of Leases and Rents
10.9*	Global Materials & Services, Inc. - Standard Lease for Louisiana Corporate Apartment
10.10*	Oil, Gas & Mineral Lease with Penwell Energy Inc.
10.11(a)*	Whitney National Bank - $42,888.46 Promissory Note
10.11(b)*	Whitney National Bank - Security Agreement
10.12*	Presidio Capital Consulting Agreement
10.13*	Warren Guidry Letter Promissory Note
10.14(a)*	Agreement with Richard Rosenberg
10.14(b)*	Amendment to Agreement with Richard Rosenberg
10.14(c)*	Richard Rosenberg - $43,134.39 Promissory Note
10.15*	Investment Banking and Consulting Agreement with Capstone Partners LLC.
10.16*	March 7, 1999 $100,000 Promissory Note.
10.17*	August 25, 1999 Equipment Lease with Preferred Capital Corporation
10.18*	December 7, 1999 $100,000 Promissory Note with Private Capital, Inc.
10.19 (*)	Consulting Agreement dated October 1, 2001 entered into between Global Materials & Services, Inc. and Gregory Bartko, Esq.
23.1**	Consent from HJ Associates & Consultants, LLP
31.1	Certification of Raoul L. Carroll, Chief Executive Officer of Global Materials & Services, Inc., pursuant to 18 U.S.C. § as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2	Certification of Steve Owens, Chief Financial Officer of Global Materials & Services, Inc., pursuant to 18 U.S.C. §1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1**	Certification of Raoul L. Carroll, Chief Executive Officer of Global Materials & Services, Inc., pursuant to 18 U.S.C. §1350, as adopted pursuant to §906 of the Sarbanes-Oxley Act of 2002.
32.2**	Certification of Stephen F. Owens, Chief Financial Officer of Global Materials & Services, Inc., pursuant to 18 U.S.C. §1350, as adopted pursuant to §906 of the Sarbanes-Oxley Act of 2002.

__________

* Incorporated herein as indicated.

** Filed herewith.

(b)Reports on Form 8-K.

None.

SIGNATURES

In accordance with the requirements of the Exchange Act, the Registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	Global Materials & Services, Inc. (formerly known as American Fire Retardant Corp.)
Date: January, 24, 2006	By:	/s/  Raoul J. Carroll
		Raoul J. Carroll
		Title Chief Executive Officer

Intentionally Left Blank