UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of ~~the~~

The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): July ~~January 21~~8, 2008 ~~(January 24, 2008)~~

FLAGSHIP GLOBAL HEALTH, INC. ____________________________________________________________________________________________________________________ (Exact name of registrant as specified in its charter)

(Exact Name of Registrant as Specified in Charter)

Delaware	000-30556	11-3210792
_____________________________________________________________________________________________________________________
(State or Other Jurisdiction	(Commission	(IRS Employer
of Incorporation)	File Number)	Identification No.)

Delaware	000-30556	11-3210792
220 West 42nd Street, 23rd Floor, New York, NY	10036
(State or Other Jurisdiction orIncorporation)	(Commission FileNumber)	(IRS EmployerIdentification No.)
_______________________________________________	____________
(Address of Principal Executive Offices)	(Zip Code)

~~220 West 42nd Street~~(212) 340-9100

~~23rd Floor~~Registrant’s Telephone Number, Including Area Code

~~New York, NY~~Check ~~10036~~the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

(Address of Principal Executive Offices) (Zip Code)

o	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Registrant’s telephone number, including area code (212) 340-9100

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

~~Item 5~~.~~03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.~~

~~On January~~Item ~~21, 2008, the Board of Directors of Flagship Global Health, Inc~~8. ~~(the “Company”) approved and adopted the Amendment and Restated Bylaws of the Company (the “Amended and Restated Bylaws”)~~01. ~~The Amended~~ ~~and~~Other ~~Restated By-Laws amend and restate the provisions of the By-Laws of the Company in their entirety~~Items. ~~A copy of the Amended and Restated By-Laws is included as Exhibit 3.2 to this Form 8-K.~~

~~Item 9~~On July 8, 2008, Flagship Global Health, Inc.01 (the “Company”) issued a press release announcing that it has postponed its previously scheduled annual stockholders’ meeting which had been set for July 22, 2008. ~~Financial~~ The ~~Statements~~Company also announced that it continues to explore strategic alternatives, as announced on May 2, 2008, and ~~Exhibits.~~that its cash position continues to deteriorate and that it may have to cease operations and/or seek protection under the federal bankruptcy laws.

~~(d) Exhibits~~The full text of the press release is furnished as Exhibit 99.1 to this report and is incorporated into this Item 8.01 as if fully set forth herein.

Exhibit Number		Exhibit
3.2		Amended and Restated Bylaws of Flagship Global Health, Inc.

Item 9.01 Financial Statements and Exhibits.

SIGNATURE

	(d)	Exhibits.
Exhibit No.			Description

99.1			Press release issued by Flagship Global Health, Inc., dated July 8, 2008.

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 hereunto duly authorized.SIGNATURE

~~Date: January~~Pursuant 24to the requirements of the Securities Exchange Act of 1934, ~~2008~~the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

FLAGSHIP GLOBAL HEALTH, INC. By: /s/ John H. Flood III Name:John H. Flood III Title: President and Chief Executive Officer

	FLAGSHIP GLOBAL HEALTH, INC.



	By: /s/ John H. Flood III
Date: July 8, 2008	Name: John H. Flood III
	Title: President and Chief Executive Officer

~~EXHIBIT INDEX~~ .

Exhibit No.	~~Description~~	Description
3.2	Amended and Restated Bylaws of Flagship Global Health, Inc.
99.1		Press release issued by Flagship Global Health, Inc., dated July 8, 2008.

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