UNITED STATES
           SECURITIES AND EXCHANGE COMMISSION

                  Washington, D.C. 20549
                       FORM 10-QSB

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR
     15(d)OF THE SECURITIES AND EXCHANGE ACT OF
     1934 For the Quarter ended June 30, 2002

[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d)
     OF THE EXCHANGE ACT
     For the transition period         to
                               ------    ------

       Commission file number -  000-28787

              Micro Laboratories, Inc.
    (Exact name of Registrant as specified
             in its charter)
<TABLE>

                         <c>                           <c>
  NEVADA                                            05-049-4587
 (State or other (Primary Standard Industrial    (I.R.S. Employer
jurisdictions      Classification Code Number)  Identification number)
of incorporation
or organization

                      29 Lakeside Drive,
                   Johnston, Rhode Island               02919
          (Address of principal executive offices)    (Zip Code)
</TABLE>
       Telephone:  (401) 949-3562
   (Registrant's telephone number,
     including area code)

Indicate by check mark whether the Registrant (1)
has filed all reports required to be filed by
Section 13 or 15(d) of the Securities and Exchange
Act of 1934 during the preceding twelve months (or
such shorter period that the Registrant was
required to file such reports), and (2) has been
subject to file such filing requirements for the
past thirty days.

Yes    x      No
    ------       ------
Indicate the number of shares outstanding of each
of the issuer's classes of common stock, as of the
close of the period covered by this report:

    49,957,500 Shares of Common Stock
               (Title of Class)

Transitional Small Business Disclosure Format
    Yes           No    x
       -------       -------

<PAGE>2
             Micro Laboratories, Inc.

PART I:  Financial Information

         ITEM 1 - Financial statements

         ITEM 2 - Management's' discussion and
                    analysis of financial
                    condition and results of
                    operations

PART II:      Other Information

         ITEM 6 - Exhibits and Reports on Form 8-K








<PAGE>3

PART I
Item 1. Financial Statements:

                MICRO LABORATORIES, INC.
              (A Development Stage Company)
                    Balance Sheets

                            ASSETS
<TABLE>
<CAPTION>
                                                 June 30, 2002          March 31, 2002
                                                --------------------------------------
                                                  (Unaudited)              (Audited)
                                                --------------------------------------

                                                     <c>                    <c>
Current Assets
   Prepaid expenses                                     $3,000                $3,000
                                                      --------             ---------
         Total Current Assets                            3,000                 3,000

Property and Equipment
   Machinery and equipment                              47,070                47,070
   Furniture and fixtures                                3,664                 3,664
   Leasehold improvements                                2,357                 2,357
                                                     ---------             ---------
                                                        53,091                53,091
   Less accumulated depreciation                       (33,162)              (31,281)
                                                     ---------             ---------
     Net Property and Equipment                         19,929                21,810

Other Assets
   Deposits                                                600                   600
   Formulas and trademarks (net of accum.amort.)         1,000                 1,000
                                                     ---------             ---------
     Total Other Assets                                  1,600                 1,600
                                                     ---------             ---------
     Total Assets                                      $24,529               $26,410
                                                     =========             =========
</TABLE>

         SEE NOTES TO UNAUDITED FINANCIAL STATEMENTS.








<PAGE>4

                 MICRO LABORATORIES, INC.
               (A Development Stage Company)
                       Balance Sheets


LIABILITIES & EQUITY
<TABLE>
<CAPTION>
                                                 June 30, 2002          March 31, 2002
                                                 -------------------------------------
                                                    (Unaudited)              (Audited)

                                                     <c>                    <c>
Current Liabilities
   Accounts payable-trade                             $374,371               $366,188
   Accrued legal settlement                             65,000                 65,000
   Due to related parties                              753,048                740,211
                                                    ----------             ----------
     Total Current liabilities                       1,192,419              1,171,399

Stockholders Equity
   Common stock-$.001 par value;
     50,000,000 shares authorized,
     49,957,500 shares issued and
     outstanding                                        49,958                 49,958
   Additional paid-in capital                        1,531,345              1,531,345
   Accumulated deficit                              (2,749,193)            (2,726,292)
                                                    ----------             ----------
     Total Stockholders Equity                      (1,167,890)            (1,144,989)
                                                    ----------             ----------
     Total Liabilities & Equity                        $24,529                $26,410
                                                    ==========             ==========
</TABLE>

SEE NOTES TO UNAUDITED FINANCIAL STATEMENTS.






<PAGE>5

          MICRO LABORATORIES, INC.
       (A Development Stage Company)
      Unaudited Statements of Income (Loss)
For the Three Months Ended June 30, 2002 and 2001
  And the Period From August 8, 1997 (Inception)
                to June 30, 2002
<TABLE>
<CAPTION>
                                       Three Months     Three Months    August 8, 1997
                                           Ended             Ended      (Inception) to
                                       June 30, 2002    June 30, 2001    June 30, 2002
                                       -----------------------------------------------

                                       <c>                <c>             <c>
Revenue
   Sales                               $       0          $       0       $         0

Operating Expenses
   Consulting                                  0                  0           692,805
   Advertising                             7,000                  0           486,256
   Legal and accounting                    6,650                  0           390,149
   Research and development                    0                  0           256,203
   Investor services                           0                  0           174,810
   Website start up expense                    0                  0           116,177
   Rent                                        0                453            69,123
   Fulfillment expense                         0                  0            68,277
   Telephone                               1,849              2,045            51,096
   Auto                                    1,766              2,139            49,168
   Depreciation expense                    1,881              1,880            36,208
   Other operating expenses                3,754              8,534           166,129
                                       ---------          ---------       -----------
      Total Operation Expenses            22,900             15,051         2,556,401
                                       ---------          ---------       -----------
Loss from Operations                     (22,900)           (15,051)       (2,556,401)
                                       ---------          ---------       -----------

Other Income (Loss)
     Loss on impairment of assets              0                  0           (98,220)
     Legal settlement                          0                  0           (65,000)
     Write-off of obsolete inventory           0                  0           (27,572)
     Loss on sale of asset                     0                  0            (8,653)
     Interest income                           0                  0             6,654
                                       ---------          ---------       -----------
          Net other loss                       0                  0          (192,791)
                                       ---------          ---------       -----------
Net Loss                                $(22,900)          $(15,051)      $(2,749,192)
                                       ---------          ---------       -----------
Loss per common share and fully
diluted loss per common share                .00                .00
                                       =========          =========
</TABLE>

         SEE NOTES TO UNAUDITED FINANCIAL STATEMENTS.


<PAGE>6
          MICRO LABORATORIES, INC.
       (A Development Stage Company)
       Unaudited Statements of Cash Flows
For the Three Months Ended June 30, 2002 and 2001
And the Period From August 8, 1997 (Inception)
            to June 30, 2002
<TABLE>
<CAPTION>
                                      Three Months     Three Months    August 8, 1997
                                          Ended            Ended       (Inception) to
                                      June 30, 2002    June 30, 2001    March 31, 2002
                                      ------------------------------------------------

                                        <c>              <c>              <c>
Cash flows from operating activities:
   Net loss                               $(22,900)        $(15,051)      $(2,749,192)
   Adjustments to reconcile net income
     to net cash used for operating
     activities:
      Value of services received in
        exchange for common stock                 0               0           945,335
      Depreciation and amortization           1,881           1,880            48,310
      Loss on sale of equipment                   0               0             8,653
      Loss on impairment of assets                0               0           109,945
   (Increase) decrease in assets:
      Prepaid expenses                            0               0           (20,033)
      Inventory                                   0               0           (10,007)
      Deposits                                    0               0            26,440
      Prepaid expenses                            0               0                 0
   Increase (decrease) in liabilities:
      Accounts payable                        8,182           5,000           374,370
      Accrued legal settlement                    0               0            65,000
                                           --------        --------        ----------
      Net cash used by operating activities (12,837)         (8,171)       (1,201,179)

Cash flows from investing activities:
   Gain on sale of asset                          0               0
   Acquisitions of formulas and trademarks        0               0           (75,750)
   Proceeds from sale of equipment                0               0             9,825
   Acquisitions of property and equipment(net)    0               0           (79,142)
   Loans to related parties                       0               0           (27,664)
                                           --------        --------       -----------
      Net cash used for investing activities      0               0          (172,731)

Cash flows from financing activities:
   Proceeds from issuance of common stock         0               0           593,198
   Amounts due to related parties            12,837           8,171           780,712
      Net cash provided by financing
         activities                          12,837           8,171         1,373,910
Net increase (decrease) in cash
   during the period                              0               0                 0
Cash balance, beginning of period                 0               0                 0
Cash balance, end of period                $      0        $      0          $      0
                                           --------        --------         ----------
</TABLE>
SEE NOTES TO UNAUDITED FINANCIAL STATEMENTS.


<PAGE>7

MICRO LABORATORIES, INC.
Notes to Unaudited Financial Statements
June 30, 2002

1.    GOING CONCERN STATUS - FUTURE OPERATIONS

The Company began operation in August 8, 1997 and
there is no assurance that it will reach
profitability.  Since its inception, the Company
has been principally engaged in product and service
development.  As shown in the accompanying
financial statements, the company has incurred net
operating losses of $2,749,193 since its inception.
The Company is a development stage business.
Numerous problems, many of which are beyond the
Company's control, are frequently experienced by
companies in this period of development - marketing
and customer support problems, difficulty in
dealing with competition, lack of familiarity on
the part of customers and suppliers, and technical
obsolescence.

The Company believes from its initial contacts with
potential clients that there is a substantial
market for its services; however, there can be no
assurance that commercial viability can be
demonstrated for said products and services.  There
can be no assurance that the Company will ever
achieve profitability on a sustained basis, if at
all.

The Company's status as a going concern is
dependent on its ability to successfully implement
a marketing plan and generate sufficient revenues
to operate on a profitable basis.  The financial
statements do not include any adjustments that
might be necessary should the Company be unable to
continue as a going concern.

FINANCIAL STATEMENT POLICIES

Basis of Presentation
These interim financial statements should be read
in conjunction with the audited financial
statements and the notes thereto prepared by the
Company.  Operating results for the three months
ended June 30, 2002 and 2001 are not necessarily
indicative of the results to be achieved for the
full year.  The financial information, including
the instructions to Form 10-Q and Rule 10-01 of
Regulation S-X.  Accordingly, certain information
in footnote disclosures normally required in



<PAGE>8

MICRO LABORATORIES, INC.
Notes to Unaudited Financial Statements
June 30, 2002

complete financial statements prepared in
accordance with accounting principles generally
accepted in the United States of America have been
omitted.

The financial information for the quarter ended
June 30, 2002 is unaudited; however, the
information reflects all adjustments that are, in
the opinion of management, necessary to a fair
presentation of the financial position, results of
operations, and cash flows for the interim periods.

3.	IMPACT OF RECENTLY ISSUED ACCOUNTING
STANDARDS

In July 2001, the Financial Accounting Standards
Board ("FASB") issued Statement of Financial
Accounting Standards No. 141 ("SFAS 141"), Business
Combinations," which supercedes Accounting
Principles Board ("APB") Opinion No. 16, "Business
Combinations."  SFAS No. 141 requires the purchase
method of accounting for business combinations
initiated after June 30, 2001 and eliminates the
pooling-of-interests method.  The provisions of
SFAS 141 have been adopted as of July 1, 2001.  The
implementation of this standard had no impact on
the Company's results of operations and financial
position.

In July 2001, the FASB also issued Statement of
Financial Accounting Standards No. 142 ("SFAS
142"), "Goodwill and Other Intangible Assets,"
which is effective for fiscal years beginning after
December 15, 2001.  Certain provisions shall also
be applied to acquisitions initiated subsequent to
June 30, 2001.  SFAS 142 supercedes APB Opinion No.
17, "Intangible Assets," and requires, among other
things, the discontinuance of amortization related
to goodwill and indefinite lived intangible assets.
These assets will then be subject to an impairment
test at least annually.  The implementation of this
standard had no impact on the Company's results of
operations and financial position.

In October 2001, the FASB issued Statement of
Financial Accounting Standards No. 144 ("SFAS
144"), "Accounting for the Impairment or Disposal
of Long-Lived Assets," which supercedes Statement
of Financial Accounting Standards No. 121 ("SFAS
121"), "Accounting for the Impairment of Long-Lived

<PAGE>9

MICRO LABORATORIES, INC.
Notes to Unaudited Financial Statements
June 30, 2002

Assets and for Long-Lived Assets to be Disposed Of"
and certain provisions of APB Opinion No. 30,
"Reporting Results of Operations -
Reporting the Effects of Disposal of a Segment of a
Business and Extraordinary, Unusual and
Infrequently Occurring Events and Transactions."
SFAS 144 requires that long-lived assets to be
disposed of by sale, including discontinued
operations, be measured at the lower of carrying
amount or fair value, less cost to sell, whether
reported in continuing operations or in
discontinued operations.  SFAS 144 also broadens
the reporting requirements of discontinued
operations to include all components of an entity
that have operations and cash flows that can be
clearly distinguished, operationally and for
financial reporting purposes, from the rest of the
entity.  The provisions of SFAS 144 are effective
for fiscal years beginning after December 15, 2001.
The implementation of this standard had no impact
on the Company's results of operations and
financial position.

4.     ACCUMULATED DEFICIT AND LOSS FROM OPERATIONS

	The amounts for accumulated deficit and loss
from operations at June 30, 2001 has been restated
to reflect the inclusion of depreciation expense in
the amount of $1,880.

Concluded





<PAGE>9
              Micro Laboratories, Inc.

PART I (cont.)

 Trends and Uncertainties. Demand for Micro's products
will be dependent on, among other things, general
economic conditions, which are cyclical in nature.
Inasmuch as a major portion of Micro's activities is the
receipt of revenues from the sale of its products,
Micro's business operations may be adversely affected by
its competitors and prolonged recessionary periods.

Capital and Source of Liquidity. Micro currently has no
material commitments for capital expenditures.

For the three months ended June 30, 2002 and 2001, Micro
did not pursue any investing activities.  For the years
ended March 31, 2002 and 2001, Micro did not pursue any
investing activities.

For the three months ended June 30, 2002, Micro had
amounts due to related parties of $12,837 resulting in
net cash provided by financing activities of $12,837.

For the three months ended June 30, 2001, Micro had
amounts due to related parties of $8,171 resulting in
net cash provided by financing activities of $8,171.

On a long-term basis, liquidity is dependent on
commencement of operations as discussed above, receipt
of revenues, additional infusions of capital and debt
financing.

Micro believes that additional capital and debt
financing in the short term will allow Micro to increase
its marketing and sales efforts and become a fully
operational corporation thereafter resulting in
increased revenue and greater liquidity in the long
term. However, there can be no assurance that Micro will
be able to obtain additional equity or debt financing in
the future, if at all.

Results of Operations. Micro is accurately classified as
a development stage corporation and has conducted
startup and development operations that include:
   - completed photo shoots, created corporation logos,
brochures, sales literature, product labels and
packaging design, UPCs
   - prepared the product line of six items for
distribution roll out
   - completed negotiations with three large
distributors to include west coast, mid west, and New
England to represent and sell the Company's product
lines to national chains.

Micro has not received any material revenues since
inception. For the three months ended June 30, 2002,
Micro had a net loss of $(22,900).   Operating expenses
were $22,900 and consisted of advertising of $7,000,
legal and accounting of $6,650, telephone of $1,849,
auto expense of $1,766, depreciation expense of $1,881
and other operating expenses of $3,754.

For the three months ended June 30, 2001, Micro had a
net loss of $(15,051).   Operating expenses were $15,051
and consisted of rent of $453, telephone of $2,045, auto
expense of $2,139, depreciation expense of $1,880 and
other operating expenses of $8,534.

Plan of Operation. Micro is in the development stage and
has not conducted any significant operations to date or
received any material operating revenues. Micro has
experienced problems, delays, expenses and difficulties
sometimes encountered by an enterprise in Micro's stage
of development, many of which are beyond Micro's
control. These include, but are not limited to,
unanticipated problems relating to additional costs and
expenses that may exceed current estimates, competition,
product development and acceptance; and lack of
distribution channels.

Micro has a working capital deficiency of $1,189,000 and
is arguably delinquent on some of its obligations.
Micro intends to market its products and services
utilizing cash made available from the private sale of
its securities and operations.

Micro's management is currently looking for an
acquisition candidate and is of the opinion that the
proceeds of the sales of its securities and future
revenues will not be sufficient to pay its expenses for
the next twelve months. Advances from its president will
be required to continue the minimal operations of Micro.



<PAGE>12

MICRO LABORATORIES, INC.

PART II


Item 6. Exhibits and Reports on Form 8-K

(a)   Exhibits (numbered in accordance with Item
       601 of Regulation S-K)

      None

(b)   Reports on Form 8-K

      None




               SIGNATURE

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.


/s/ Robert Thistle
----------------------------
Robert Thistle, President


August 28, 2002