<PAGE>



                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                   FORM 10-QSB

[X]     Quarterly  Report  pursuant  to  Section  13  or 15(d) of the Securities
        Exchange  Act  of  1934

        For  the  quarterly  period  ended  October  31,  2002

[__]    Transition  Report  pursuant  to 13 or 15(d) of the Securities Exchange
        Act  of  1934

        For  the  transition  period                   to


          Commission  File  Number     0-29213
                                       -------

                            GREEN FUSION CORPORATION
          ----------------------------------------------------------------
          (Exact name of small Business Issuer as specified in its charter)

NEVADA                                     52-2202416
-----------------------------------        ----------
(State  or  other  jurisdiction  of        (IRS Employer Identification  No.)
incorporation  or  organization)


Suite  208,  750  Terminal  Avenue
Vancouver,  BC,  Canada                    V6A  2M5
----------------------------------------   ---------
(Address of principal executive offices)   (Zip Code)

Issuer's  telephone  number,
  including  area code:                    (604) 713-8052
                                           --------------


          -----------------------------------------------------
          (Former  name, former address and former fiscal year,
                       if changed since last  report)

Check  whether  the issuer (1) filed all reports required to be filed by Section
13  or  15(d)  of  the  Securities  Exchange Act of 1934 during the preceding 12
months  (or  for  such  shorter period that the issuer was required to file such
reports),  and  (2) has been subject to such filing requirements for the past 90
days
[X]  Yes    [__]  No

State the number of shares outstanding of each of the issuer's classes of common
stock, as of the latest practicable date:  62,635,800 Shares of $0.001 par value
Common  Stock  outstanding  as  of  October  31,  2002.


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

                                Page 1 of 14

<PAGE>


                         PART I - FINANCIAL INFORMATION


ITEM  1.          FINANCIAL  STATEMENTS.


                                Page 2 of 14

<PAGE>


                            Green Fusion Corporation




                                    HOUSE OF

                                    BRUSSELS

                                   CHOCOLATES

                                   ___________





                        Consolidated Financial Statements

                                October 31, 2002


<PAGE>

Green Fusion Corporation
Consolidated Balance Sheet
--------------------------------------------------------------------------------
(expressed in U.S. dollars)


                                                    OCTOBER 31     APRIL 30
                                                       2002          2002
                                                    ------------  ------------
                                                    (unaudited)   (audited
                                                                   see Note 1)

ASSETS
Current assets
  Cash                                              $     6,492   $     8,444
  Accounts receivable                                   994,207       186,244
  Inventory                                             510,942       382,285
  Prepaid expenses                                      124,470        32,040
                                                    ------------  ------------
Total current assets                                  1,636,111       609,013

Software                                                  4,347         5,044
Property, plant and equipment                           519,266       677,704
Other assets                                             16,771         1,317
                                                    ------------  ------------
                                                    $ 2,176,495   $ 1,293,078
                                                    ============  ============

LIABILITIES AND SHAREHOLDERS' DEFICIENCY
Current liabilities
  Bank indebtedness                                 $   163,711   $         -
  Accounts payable and accrued liabilities            1,133,396       630,076
  Short-term loans                                       85,000       271,616
  Due to related parties                                189,351       167,877
  Unearned revenue                                      170,788             -
  Stock subscriptions                                   114,500             -
  Current portion of obligations under
   capital lease                                         74,494       101,559
                                                    ------------  ------------
Total current liabilities                             1,931,240     1,171,128

Obligations under capital lease                               -        13,973
                                                    ------------  ------------
                                                      1,931,240     1,185,101

Capital stock
  Authorized
    100,000,000 common shares, $0.001 par value
  Issued
    62,635,800 (April 30, 2002 - 62,635,800 )
     common shares                                    3,125,867     3,104,546
Additional paid-in capital                            2,395,409       224,265
Warrants issued in connection with private
 placements                                             152,724             -
Accumulated other comprehensive income                  (24,423)          919
Accumulated deficit                                  (5,404,322)   (3,221,753)
                                                    ------------  ------------
                                                        245,255       107,977
                                                    ------------  ------------
                                                    $  2,176,495   $ 1,293,078
                                                    ============  ============


               The accompanying notes are an integral part of these
                               financial statements


<PAGE>

<TABLE>
<CAPTION>
Green Fusion Corporation
Consolidated Statement of Operations
--------------------------------------------------------------------------------
(expressed in U.S. dollars)


                                            FOR THE SIX MONTHS        FOR THE THREE MONTHS
                                             ENDED OCTOBER 31            ENDED OCTOBER 31
                                            2002          2001          2002         2001
                                        ------------- ------------- ------------ ------------
                                          (unaudited)   (unaudited    (unaudited)  (unaudited
                                                       - see Note 1)              - see Note 1)
<S>                                     <C>           <C>           <C>          <C>

Sales                                   $ 1,302,681   $ 1,046,254   $   944,894   $  618,787
Cost of sales, excluding amortization       663,716       653,447       460,369      420,826
                                        ------------  ------------  ------------  -----------
Gross profit                                638,965       392,807       484,525      197,961

Selling, general and administrative
 expenses                                   877,484       768,386       348,443      352,759
Amortization of software                        724           835           340          411
Amortization of property, plant
 and equipment                               71,992        65,660        29,792       32,540
                                        ------------  ------------  ------------  -----------
                                            950,200       834,881       378,575      385,710

                                        ------------  ------------  ------------  -----------
Net loss                                $  (311,235)  $  (442,074)  $   105,950   $ (187,749)
                                        ============  ============  ============  ===========

Weighted-average number of
 common shares                           61,013,632     2,025,000    61,013,632    2,025,000
   outstanding
                                        ------------  ------------  ------------  -----------
Basic and diluted loss per share        $     (0.01)  $     (0.22)  $      0.00   $    (0.09)
                                        ============  ============  ============  ===========
</TABLE>



               The accompanying notes are an integral part of these
                               financial statements



<PAGE>


<TABLE>
<CAPTION>
Green Fusion Corporation
Consolidated Statement of Changes in Shareholders' Equity (Deficiency)
--------------------------------------------------------------------------------
(expressed in U.S. dollars)
                                                                           WARRANTS ISSUED IN
                                                                            CONNECTION WITH
                                        COMMON STOCK        ADDITIONAL     PRIVATE PLACEMENTS
                                -------------------------    PAID IN    ------------------------
                                    SHARES       AMOUNT      CAPITAL      WARRANTS      AMOUNT
                                -----------  -----------  -----------  -----------  ------------
<S>                             <C>          <C>          <C>          <C>          <C>
Balance - April 30,  2002
 (unaudited)                    11,315,900   $   11,316   $  731,359      250,000   $    34,739

Shares issued on acquisition
 of House of Brussels Holdings
 Ltd. - May 6, 2002*            30,000,000    3,104,546      224,265            -
Elimination of Green Fusion
 share capital*                                 (11,316)    (731,359)           -      (34,739)
Shares issued on acquisition
 of GFC Ventures Corp.
 @ $0.11/share                  13,684,700       13,685    1,491,632            -             -
Elimination of GFC Ventures
 accumulated deficit
Conversion of related party
 loans and expenses, May 10,
 2002 @ $0.11/share              5,413,121        5,413      481,767    5,413,121       108,263
Conversion of loan from
 shareholder of House of
 Brussels Holdings Ltd.,
 May 10, 2002 @ $0.11/share        858,443          859       76,382      858,443        17,188
Conversion of Convertible Note
 May 10, 2002 @ $0.11/share      1,363,636        1,364      121,363    1,363,636        27,273
Foreign currency translation
 adjustment
Loss for the period
                                -----------  -----------  -----------  -----------  ------------
Comprehensive loss
Balance - October 31, 2002
 (unaudited)                    62,635,800   $3,125,867   $2,395,409    7,885,200   $   152,724
                                ===========  ===========  ===========  ===========  ============



                                               ACCUMULATED
                                                  OTHER
                                               COMPREHENSIVE  SHAREHOLDERS'
                                     DEFICIT      INCOME       DEFICIENCY
                                  ------------  -----------   -------------
<S>                               <C>           <C>           <C>
Balance - April 30, 2002
 (unaudited)                      $(1,171,574)  $        -    $  (394,160)
                                  ------------  -----------   ------------

Shares issued on acquisition
 of House of Brussels Holdings
 Ltd. May 6, 2002*                 (3,190,658)           -        138,153
Elimination of Green Fusion
 share capital*                       777,414            -              -
Shares issued on acquisition
 of GFC Ventures Corp.
 @$0.11/share                      (1,505,317)           -              -
Elimination of GFC Ventures
 accumulated deficit                   (2,952)           -         (2,952)
Conversion of related party
 loans and expenses May
 10, 2002 @ $0.11/share                     -            -        595,443
Conversion of loan from
 shareholder of House of
 Brussels Holdings Ltd.
 May 10, 2002 @ $0.11/share                 -            -         94,429
Conversion of Convertible Note
 May 10, 2002 @ $0.11/share                 -            -        150,000
Foreign currency translation
 adjustment                                        (24,423)       (24,423)
Loss for the period                  (311,235)                   (311,235)
                                  ------------  -----------   ------------
Comprehensive loss                                               (335,658)
Balance - October 31, 2002
 (unaudited)                      $(5,404,322)  $  (24,423)   $   245,255
                                  ============  ===========   ============

</TABLE>



*    Adjustments are due to the effects of the principles of reverse acquisition
     accounting  that  are  applied  as  a result of the acquisition of House of
     Brussels  Holdings  Ltd.  by  Green  Fusion
     Corporation  -  See  Note  1


               The accompanying notes are an integral part of these
                               financial statements

<PAGE>

Green Fusion Corporation
Consolidated Statement of Cash Flows
-------------------------------------------------------------------------------
(expressed in U.S. dollars)
                                                     FOR THE SIX MONTHS ENDED
                                                            OCTOBER 31
                                                        2002          2001
                                                     ------------  ------------
                                                     (unaudited)   (unaudited -
                                                                    see Note 1)
CASH FLOWS FROM OPERATING ACTIVITIES
Loss for the period                                  $  (311,235)  $  (442,074)
Adjustments to reconcile net loss for
 the period to net cash used in operating
 activities
  Stock based compensation                                     -             -
  Value of rent recorded as
   comprehensive income                                        -        77,650


Amortization of software                                   724           835
  Amortization of property
   and equipment                                          71,992        65,660
  Gain on disposal of assets                             (20,442)            -
  Common stock issued for payment of fees
  Warrants issued as payment of finance fee
Changes in non-cash working capital items
  Accounts receivable                                   (808,171)     (162,682)
  Inventory                                             (126,835)     (157,597)
  Prepaid expenses                                       (92,398)      (96,815)
  Other assets                                           (15,447)            -
  Accounts payable and accrued liabilities               497,560       309,160
  Unearned revenue                                       170,536             -
                                                     ------------  ------------
                                                        (633,716)     (405,863)
CASH FLOWS FROM FINANCING ACTIVITIES
Repayment of short-term loan                            (188,447)      187,634
Proceeds from related parties                             20,058       127,360
Stock subscriptions received                             114,500             -
Obligations under capital lease                          (41,183)      (42,938)
Proceeds from issuance of convertible securities                             -
Proceeds from issuance of common shares                2,328,144             -
                                                     ------------  ------------
                                                       2,233,072       272,056
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds from (purchase of) property and equipment       116,841       (82,385)
Change in accumulated deficit from acquisition        (1,871,334)            -
                                                     ------------  ------------
                                                      (1,754,493)      (82,385)
Foreign exchange effect on cash                          (10,526)        4,581
Increase (decrease) in cash and cash equivalents     $  (165,663)  $  (211,611)
Cash and cash equivalents, beginning of the period         8,444       107,903
                                                     ------------  ------------
Cash and cash equivalents, end of the period         $  (157,219)  $  (103,708)
                                                     ============  ============

                                                          FOR THE SIX MONTHS
                                                           ENDED OCTOBER 31
                                                        2002          2001
                                                     ------------  ------------
                                                     (unaudited)   (unaudited -
                                                                    see Note 1)

SUPPLEMENTAL CASH FLOW INFORMATION                   $         -   $         -
 Cash paid for income taxes                                    -             -
 Cash paid for interest
SUPPLEMENTAL NON-CASH INVESTING AND FINANCING
 ACTIVITIES                                                    -             -



               The accompanying notes are an integral part of these
                               financial statements

<PAGE>

Green Fusion Corporation
Notes to the Consolidated Financial Statements
October 31, 2002
-------------------------------------------------------------------------------

1.     General

     Green  Fusion Corporation was incorporated on March 5, 1998 in the state of
     Nevada  and  is  listed  on  the  OTC Bulletin Board under the GRFU symbol.
     Effective  May  1,  2002,  the  Company  acquired  all  of  the  issued and
     outstanding  shares  of  House  of  Brussels  Holdings Ltd., which owns and
     operates  Brussels  Chocolates  Ltd. (collectively referred to as "Brussels
     Chocolates").  Brussels  Chocolates  is  a  manufacturer  and wholesaler of
     premium  Belgium-styled  chocolates.  On  May  10,  2002  the  Company also
     acquired  all of the issued and outstanding shares of GFC Ventures Corp., a
     company that had been supplying management services to Green Fusion and had
     facilitated  the  purchase  of  Brussels  Chocolates  by  Green  Fusion.

The  consolidated  financial statements have been prepared on the basis that the
Company  will be able to continue in operation and realize its assets and settle
its  debts in the ordinary course of its operations.  However, the Company has a
working  capital deficiency and is not paying its debts in a timely manner.  The
Company  is  actively seeking new financing to fund future operations and to pay
existing  liabilities.  There  is  no  assurance  that  the  Company and will be
successful.  These  conditions  raise  substantial  doubt  about  the  Company's
ability  to  continue as a going concern.  The consolidated financial statements
do not include any adjustments that might result should the Company be unable to
continue  as  a  going  concern.

Basis of presentation

The  accompanying  consolidated  financial  statements have been prepared by the
Company  in  accordance  with  generally  accepted  accounting principles in the
United  States  for  interim  financial  information.  Certain  information  and
disclosures  normally  included  in  financial statements prepared in accordance
with  generally  accepted  accounting principles have been condensed or omitted.
In the opinion of the Company's management, the unaudited consolidated financial
statements  contain  all  adjustments  necessary (consisting of normal recurring
adjustments) for a fair presentation of the financial position as at October 31,
2002 and the results of operations for the periods ended October 31, 2002.   For
further  information,  refer  to  the  financial  statements  and  notes thereto
included  in  the Company's Form 10-KSB for the year ended December 31, 2001 and
to  the  audited  statements  of  Brussels  Chocolates published under Form 8-K.

Even  though  Green  Fusion  is the legal acquirer of Brussels Chocolates, these
consolidated  financial statements have been prepared using recommendations from
the  joint  project  of  the  International  Accounting  Standards Board and the
Financial  Accounting  Standards  Board on reverse acquisitions, which result in
Brussels Chocolates acquiring Green Fusion for accounting purposes.  Under these
principles,  comparative figures for the prior period are based on the operating
results  of  Brussels  Chocolates,  but the type of share capital and the number
issued  and  outstanding  will  continue  to  reflect  those  of  Green  Fusion.
Therefore, these consolidated financial statements include the accounts of Green
Fusion  and its legal subsidiaries and all significant intercompany accounts and
transactions  have  been  eliminated  on  consolidation.

2.     Significant accounting policies

a)   Bank  indebtedness
     Bank  indebtedness  refers  to  checks  written  in  excess  of  deposits.
b)   Accounts  receivable
     Accounts receivable are primarily the result of sales of sales to wholesale
     customers  and  are  net  of  any  doubtful  accounts.
c)   Inventories
     Inventory and packaging supplies are valued at the lower of cost on a first
     in  first  out  basis,  or  net  realizable  value.
d)   Software  and  Property,  Plant  and  Equipment
     Amortization  is  calculated  using  the  following  annual  rates:

Category                           Rate           Method
Automotive equipment               30%            Diminishing balance
Computer equipment and software    30%            Diminishing balance
Furniture and fixtures             20%            Diminishing balance
Other equipment                    20%            Diminishing balance
Production equipment and moulds    10%            Diminishing balance
Leasehold improvements             5 years        Straight-line

In  the  event  that facts and circumstances indicate that the carrying value of
capital  assets  may  be impaired, an evaluation of recoverability is performed.
If  an  evaluation  is  required,  the  estimated  future undiscounted cash flow
associated  with  the  asset  is  compared  to  the  asset's  carrying amount to
determine  if  a  write-down  to  market  or  discounted cash flow is required.1

e)   Unearned  revenue
     Unearned revenue relates to invoices issued to customers before product has
     been  shipped.


<PAGE>

3.     Accounts receivable

Included  in  accounts  receivable is approximately $74,000 due from the sale of
four  retail  stores in July 2002 and is comprised of amounts payable in respect
of  inventory,  prepaid  expenses  and  other  fees  payable  by  the purchaser.

4.     Due to related parties

The advances are from a director of the Company and from companies controlled by
certain  shareholders  of  the  Company and are non-interest bearing and have no
fixed  terms  of  repayment.  Included  in  the  amount  is rent payable for the
premises  occupied  by Brussels Chocolates and for advances made to the Company.
The  Company  also provides certain accounting services to the related companies
that  reduce  the  amount  outstanding.

5.     Obligations under capital lease

The  Company has leased certain manufacturing equipment through CIBC Leasing and
one  vehicle from Ford Leasing.  The leases all expire before or during the year
2004.

6.     Revenue

In  addition  to  the  revenue  from  retail  and  wholesale  sale of chocolate,
approximately $65,000 of licensing fees are included in the total for the period
ended  October  31, 2002.  In May 2002, the Company entered into a Memorandum of
Agreement  to  sell  three of its remaining stores and a Licensing Agreement for
$200,000 payable over eight months.  The Licensing Agreement will, amongst other
provisions,  give  the  purchaser  the right of first refusal to open additional
House of Brussels Chocolates retail stores in British Columbia.  Under the terms
of  the Memorandum of Agreement, the Company is required to draft a Retail Store
Purchase  Agreement  and  a  Licensing Agreement, which must be agreed to by the
purchaser.

7.     Contingencies

During  the three months ended July 31, 2002, the Company ceased making payments
on three retail premises leases after vacating the premises.  Under the terms of
the  leases,  the  Company  is  obligated  to  pay  aggregate  future  rent  of
approximately  $250,000 plus operating costs.  Management has estimated that the
future  costs  that will be incurred with respect to these leases will aggregate
approximately  $57,000.  Accordingly,  a provision for future lease costs in the
amount  of  $57,000  has  been  accrued  and is included in accounts payable and
accrued liabilities.  The aggregate ultimate cost of future rent for the vacated
premises  may  exceed  the  amount accrued.  Subsequent to October 31, 2002, the
Company  has  paid  one of the landlords approximately $13,000 in full and final
settlement  for  the  leased  premises.  No  agreements have been reached on the
other  premises.

A  former agent of the Company is alleging that an agreement existed between him
and  the  Company  entitling  the  agent  to profits from the sale of one of the
Company's  products.  An offer to settle for $25,000 has been made by the agent.
The  Company  believes  that there is no foundation for this claim, so no amount
has  been  accrued  by  the  Company.

A  packaging  design company has initiated legal proceedings against the Company
for  unpaid  invoices in the amount of approximately $10,000 relating to various
design  services  supplied by the design company.  The Company has agreed to pay
these  invoices  once a counterclaim by the Company against the packaging design
company  is  settled.  The  Company alleges that it received a flawed box design
from  the  packaging  design  company.

A  judgment  has been obtained by a construction company against the Company for
failure  to pay approximately $40,000 relating to construction of a retail store
in  which  the  construction  company  exceeded  their  budget.  The Company has
already  accrued  the  amount  of  the  judgment  in  its  accounts.

8.     Subsequent  events

Subsequent  to  October  31,  2002,  all  of  the  stock subscriptions have been
completed and share certificates for $114,500 of common shares have been issued.

9.     Recently  issued  accounting  pronouncements

Recently issued accounting pronouncements will have no significant impact on the
Company  and  its  reporting  methods.


<PAGE>

Green Fusion Corporation
Supplemental Statement of Expenses
--------------------------------------------------------------------------------
(expressed in U.S. dollars)


                                    FOR THE SIX MONTH       FOR THE THREE MONTHS
                                     ENDED OCTOBER 31          ENDED OCTOBER 31
                                    2002        2001         2002        2001
                                ----------- -----------  ----------  -----------
                                (unaudited) (unaudited-  (unaudited) (unaudited-
                                            see Note 1)              see Note 1)

Selling expenses
  Bad debts                      $  (12,185)  $     (95)  $     752   $      9
  Interest, bank fees, foreign
   currency conversion                 (368)          -        (368)         -
  Office and miscellaneous           17,227      25,146      12,722     17,356
  Promotion and advertising          30,972      72,012      16,227     42,513
  Professional fees                       -           -           -          -
  Rent and utilities                129,119     176,769      49,797     46,406
  Salaries, benefits and
   consulting fees                  284,289     338,956     111,925    174,510
  Travel and entertainment           25,371      23,207      14,118      7,109
                                 -----------  ----------  ----------  ---------
                                    474,425     635,995     205,173    287,903

General and administrative
 expenses
  Bad debts                               -           -           -          -
  Interest and bank fees             22,302      14,934      14,834      6,644
  Office and miscellaneous           43,633      11,744      14,703      5,587
  Promotion and advertising           3,492       1,072       2,960        595
  Professional fees                  69,337       9,612      30,336      4,274
  Rent and utilities                 19,161       5,411      15,850      2,414
  Salaries, benefits and
   consulting fees                  252,230      84,183      63,162     42,976
  Travel and entertainment           13,346       5,435       1,217      2,366
  Gain on write-off of
   long-term assets                 (20,442)          -         208          -
                                 -----------  ----------  ----------  ---------
                                    403,059     132,391     143,270     64,856

                                 -----------  ----------  ----------  ---------
Total Selling, general and
 administrative expenses         $  877,484   $ 768,386   $ 348,443   $352,759
                                 ===========  ==========  ==========  =========



               The accompanying notes are an integral part of these
                               financial statements

<PAGE>

ITEM  2.     MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  OR  PLAN  OF  OPERATION.

FORWARD  LOOKING  STATEMENTS

The  information  in  this discussion contains 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.  These
forward-looking statements involve risks and uncertainties, including statements
regarding  the  Company's capital needs, business strategy and expectations. Any
statements  contained  herein that are not statements of historical facts may be
deemed  to  be  forward-looking  statements.  In  some  cases,  you can identify
forward-looking  statements  by  terminology  such  as  "may", "will", "should",
"expect",  "plan",  "intend",  "anticipate",  "believe",  "estimate", "predict",
"potential"  or  "continue",  the  negative  of  such  terms or other comparable
terminology. Actual events or results may differ materially. In evaluating these
statements,  you  should  consider various factors, including the risks outlined
below,  and, from time to time, in other reports the Company files with the SEC.
These  factors  may cause the Company's actual results to differ materially from
any  forward-looking statement. The Company disclaims any obligation to publicly
update  these  statements, or disclose any difference between its actual results
and  those  reflected  in  these  statements.  The  information  constitutes
forward-looking  statements  within  the  meaning  of  the  Private  Securities
Litigation  Reform  Act  of  1995.

OVERVIEW

Acquisition  of  House  of  Brussels  Holdings  Ltd.

Green  Fusion  Corporation ("We", "Green Fusion" or the "Company") completed the
acquisition  of House of Brussels Holdings Ltd. ("House of Brussels Chocolates")
on  May  6,  2002.  This  acquisition was completed pursuant to a share purchase
agreement  with  House  of  Brussels Chocolates and the shareholders of House of
Brussels  Chocolates  dated  April  2, 2002.  We issued 30,000,000 shares to the
shareholders  of  House of Brussels Chocolates in exchange for all of the issued
and  outstanding  shares  of House of Brussels Chocolates.  This acquisition was
agreed  to  be effective as of May 1, 2002. We have also adopted the year end of
House  of Brussels Chocolates, which is April 30th, instead of the previous year
end  of  Green  Fusion  which  was  December  31st.

Business  of  House  of  Brussels  Chocolates  Ltd.

House  of Brussels Holdings Ltd. owns and operates House of Brussels Chocolates,
an  established manufacturer of gourmet quality chocolate products in Vancouver,
British  Columbia,  Canada.  House  of  Brussels  Chocolates  is  a  premier
manufacturer and distributor of gourmet, high-quality Belgian chocolates through
its  licensed  retail  outlets  and  through  a wholesale network in Canada, the
United  States  and overseas.  Since 1983, House of Brussels Chocolates has been
an  established  chocolate  manufacturer  and retailer in the Vancouver, British
Columbia  metropolitan  region  and  its  name  has  become synonymous with high
quality  gourmet  Belgian  chocolates  at  an  affordable  cost.

House  of  Brussels  Chocolates  offers  a full line of gourmet quality, Belgian
chocolates,  utilizing  high  grade chocolate and quality ingredients.  House of
Brussels  Chocolates'  signature  product is its "hedgehog" chocolate - a molded
chocolate design that blends aesthetics with taste for a strong customer appeal.
The  "hedgehog"  is  a traditional Belgian symbol of good luck, and the House of
Brussels Chocolates manufactures its "hedgehog" chocolates in eighteen different
flavors,  including almond dark chocolate, macadamia milk chocolate and hazelnut
white  chocolate.  House  of  Brussels  Chocolates  also  offers  fine  quality
chocolate  bars  in many different distinct flavors, as well as an assortment of
truffles  in  flavors  including  maple  creams.  Brussels  Chocolates' ice wine
truffles  are  made with Canadian ice wine and have become increasingly popular.

House of Brussels Chocolates manufactures all of its chocolate products in-house
at  a  high-quality manufacturing facility in Vancouver, British Columbia.  This
facility  is  currently operating at a very low capacity, and will provide ample
production capabilities for a planned ramp up in sales and operations throughout
Canada  and  the  United  States.


                                Page 3 of 14

<PAGE>


Acquisition  of  GFC  Ventures  Corp.

We  completed  the acquisition of GFC Ventures Corp. ("GFC Ventures") on May 10,
2002  pursuant  to  an  agreement  originally dated June 26, 2001.  GFC Ventures
originally  signed the original letter of intent for the acquisition of House of
Brussels  Chocolates  in June 2001 and has been engaged in the management of the
business  of  House  of  Brussels  Chocolates  since  that  date.  We  issued an
aggregate  of  13,684,700  shares  of  our  common stock in consideration of the
acquisition  of  all  of  the  outstanding  shares  of  GFC  Ventures.

BUSINESS  PLAN  FOR  HOUSE  OF  BRUSSELS  CHOCOLATES

Our  business plan is to carry on and expand the business operations of House of
Brussels  Chocolates by developing new wholesale distribution channels.  We have
evaluated  the  current  and  future  business  potential  of  House of Brussels
Chocolates,  and  believe  that  there  is  substantial  room  to  increase  its
profitability  through diversification of the business, both in terms of channel
sales  and geography.  Our key business objective will be to expand the business
operations of Brussels in order to utilize 100% of its manufacturing capacity by
the  end  of  2003.  This  planned expansion will include the development of new
products  and  increased  marketing  and  sales  efforts into the United States.

We are currently working with distributors and retailers to explore new products
to  meet consumer needs.  The lower cost of production and the difference in the
value  of  the  Canadian  and  U.S.  dollars  provide  a  cost advantage for our
chocolates  when  we  sell  to U.S. retailers.  We have already obtained several
significant  orders  from  U.S.  based  retailers  for  our  products.

We  plan  on  spending  approximately  $1,000,000 over the next twelve months to
expand the business of House of Brussels Chocolates.  Our plan of operations and
the  amount  spent  in pursuing our plan of operations may vary depending on the
availability  to  us of financing and decisions made by our management and board
of  directors  in  pursuing  our  plan  of operations.  We had a working capital
deficit  of  $295,129  as of October 31, 2002 ($562,115 - October 31, 2001).  We
have  taken  significant steps to reduce our working capital deficit through the
issuance  of  shares  and  share  purchase  warrants  in  consideration  for the
cancellation  of outstanding indebtedness.  However, we will require significant
amounts  of additional financing in order to pursue our plan of operations.  See
the  discussion  below  under  Liquidity  and  Capital  Resources.

RECENT  CORPORATE  DEVELOPMENTS

Since  taking  over  the  management  of  House  of Brussels Chocolates, we have
restructured  the  organization, reducing overhead costs and reducing production
costs.  A  principal  component  of  our  restructuring  was to close our retail
stores in order that our business is focussed only on the wholesale market.   We
are  now  concentrating on increasing the utilization of our production facility
on  a year-round basis by obtaining large and steady wholesale supply contracts.
The  objective  of  this  focus  is  to enable us to operate at a higher rate of
capacity  usage  and to avoid the historical cyclical revenue results that House
of  Brussels  Chocolates  has  been  subject  to  in the past.  These historical
cyclical  revenue  results  in  the  past have reflected peak sales of chocolate
products  during  the  Christmas,  Valentines'  and  Easter  holiday  periods.

During  our  first quarter, we closed marginal retail stores and sold four other
stores  to  a  purchaser  that  will  operate  these  stores  under  a licensing
arrangement.  Our  one  remaining retail store was closed in our second quarter.
We  will  not  be paid any ongoing royalties under our licensing arrangement for
the  four  remaining  House of Brussels retail stores, however these stores will
purchase  our  chocolate  products  from  us  on  a  wholesale  basis.

We entered into a supply agreement with SLC Sweet Inc. ("SLC"), a company famous
for its spokesperson, Suzanne Somers, in our second quarter.  We developed a "no
sugar  added"  chocolate  truffle  with  fillings  such  as  mandarin orange and
raspberry specifically for SLC. These chocolates fit into the line of "wellness"
products  marketed  by SLC and Ms. Summers on the basis that they help promote a
healthier  lifestyle.   We  shipped  the  first of the orders to SLC in time for
Suzanne  Somers  to debut the chocolates on October 11 to 13th, 2002, during one
of  her  Home  Shopping Network shows. SLC sells


                                Page 4 of 14

<PAGE>


products marketed by Ms. Somers through the Home Shopping Network throughout the
year,  as  well  as  through  her  website, www.somersweet.com. We are currently
developing  new  products  for  SLC  for  shipment  during  the  Christmas  and
Valentines'  seasons. We do not have any long term supply agreement with SLC. We
anticipate  that  any future sales will be completed pursuant to purchase orders
received  from  SLC.

We  entered  into  a  merchandise licensing agreement with Sega of America, Inc.
This  agreement  provides  us  with a non-exclusive license to use the Sonic the
Hedgehog  character in connection with the manufacture, distribution and sale of
milk  chocolate,  peanut butter, peanuts, caramel candy bars, milk chocolate and
peanut  butter boxed candy products.  We have agreed to pay to Sega of America a
royalty  of  5%  of net sales on all products sold under this license agreement,
subject  to  a minimum guaranteed royalty of $62,500.  The merchandise licensing
agreement  is for a term expiring December 31, 2004.  We have paid an advance of
$15,625  against  the  minimum guaranteed royalty.  We will be required to incur
all  selling  and  marketing  expenses  for  products  sold under this licensing
agreement  in  order  to  create  sales.

Mr.  Stephen Whittington was appointed as our chief executive officer on October
1,  2002.  Mr.  Whittington's  background  consists of more than twenty years of
senior  management  experience during which period Mr. Whittington has served as
chief  executive  officer  -- Far East and Pacific for Uniroyal Inc. and also as
the  founding  president  of Herbalife International Inc. During 1973 - 1974, he
was  a  member  of  the  United  States Trade Mission to Japan, representing the
automotive  industry.  He  has  also  been  recognized  in  the Hong Kong annual
publication  "Who's Who in Hong Kong," which recognizes distinguished executives
in  Hong  Kong.  Currently  Mr. Whittington serves as a director on the board of
various  companies  in  the  United  States  and  abroad.  He  is also the chief
executive  officer  of  Whittington  Industries,  LLC  and  Managing  Partner of
Oakbridge  Capital  Partners,  LLC,  both  of  which  are  private  firms.

Mr.  Grant  Petersen  was appointed as the chairman of our board of directors on
October  29, 2002.    Mr. Petersen has over 25 years of business experience in a
wide  range  of industries ranging from automotive to telecommunications and the
Internet.  Mr.  Petersen  has  provided  consultant  services  to us through GFC
Ventures  since  June  2001.  Prior  to joining us, Mr. Petersen served as chief
executive  officer  of  SUMmedia.com  Inc.,  a developer of web-based mobile and
wireless  solutions  for  improving  B2C  relationships,  where  he  oversaw the
expansion  of  the  company  to a 160 employee firm and orchestrated fundraising
efforts  totalling  $30  million.  He  has  experience  in  sales and marketing,
previously  serving  as  a  leasing  executive  for  Ford Motor Co. where he was
Canada's  sales  leader  for  three  consecutive  years.  His  entrepreneurial
experiences  also include co-ownership of a shipping company, Pacemaker Freight,
Inc.,  where  he  developed  experience in logistics and distribution.  With his
sales  background,  Mr. Petersen will be responsible for managing and overseeing
the  planned  expansion  of  our  sales  department.

PRESENTATION  OF  FINANCIAL  INFORMATION

We  completed  the  acquisition of House of Brussels Chocolates effective May 1,
2002.  Under  United  States  generally  accepted  accounting  principles,  our
financial  statements  have  been  prepared using reverse-acquisition accounting
principles  which  result in House of Brussels Chocolates acquiring Green Fusion
for  accounting  purposes.  Accordingly, House of Brussels Chocolates is treated
as  the  acquirer for accounting purposes, even though Green Fusion is the legal
acquirer.  Under  United  States  generally  accepted  accounting  principles,
comparative  figures  for  prior  periods  are based on the operating results of
House of Brussels Chocolates, but the type of share capital and number of issued
and  outstanding  shares  continue to reflect those of Green Fusion.  Therefore,
our  consolidated  financial statements include the accounts of Green Fusion and
its  legal  subsidiaries  and  all  significant  intercompany  accounts  and
transactions  have been eliminated on consolidation.   Our results of operations
for the six months ended October 31, 2002 include the financial results of House
of  Brussels  Chocolates  since May 1, 2002 and GFC Ventures since May 10, 2002.
Comparative  figures  shown in our financial statements for the six month period
ended  October  31,  2001  are  for  House of Brussels Chocolates only.  Further
adjustments  were  also  required  as  outlined  in  the  notes to the financial
statements.  We  have  adopted  the  April  30  year  end  of  House of Brussels
Chocolates  to  reflect the accounting treatment of the acquisition, rather than
proceeding  with  our  previous  December  31  year  end.

                                Page 5 of 14

<PAGE>



RESULTS  OF  OPERATIONS

Revenues

We  achieved  revenues  in  the  amount  of  $1,302,681 for the six months ended
October  31,  2002,  compared to revenues of $1,046,254 for the six months ended
October  31,  2001, representing an increase of $256,427 or 24.5%.  Our revenues
increased  to $944,894 for the three months ended October 31, 2002 from $618,787
for  the  three  months  ended  October  31,  2002,  representing an increase of
$326,107  or  52.7%.  All  revenues  for  both  periods were attributable to the
business  operations of House of Brussels Chocolates.   The increase in revenues
is  attributable  to  new  wholesale  contracts  that  we  have obtained for the
Christmas  season.   These  new  wholesale contracts include sales to SLC Sweets
and  to major retailers, including Costco.  Our plan is to continue to work with
SLC  and  major retailers to continue to expand our wholesale distribution base.

We  did not earn any revenues from sales of products under our license agreement
with  Sega  of  America  during our second quarter.  We are working with Sega of
America  to  launch  a  line of chocolates products using the Sonic the Hedgehog
character  in  late third quarter or fourth quarter.  We will be responsible for
undertaking  all  selling and marketing efforts and expenses to achieve sales of
this  product line.  We may incur these selling expenses in our third and fourth
quarters  prior  to  achieving  revenues  from  this  product line in subsequent
quarters.

We  have  achieved  this increase in revenues despite the drop in retail revenue
that  resulted  from  the  closure  of  seven retail outlets and the sale of the
remaining  four  retail  stores.   Our  revenues  for our first quarter included
$65,000  of licensing fees associated with the sale of the four retail stores in
July  2002  and the entering into of license arrangements with the purchaser for
the  operation  of  these  stores.  The  license fees paid were one-time license
fees.  The  purchaser has agreed under the terms of the licensing arrangement to
purchase  product  from us on a wholesale basis but will not pay ongoing license
fees.

Cost  of  Sales

Our  cost  of  sales  increased  slightly  to  $663,716 for the six months ended
October  31,  2002,  compared  to  costs of sales of $653,447 for the six months
ended  October  31, 2001, representing an increase of $10,269 or 1.6%.  Our cost
of  sales increased to $460,369 for the three months ended October 31, 2002 from
$420,826  for  the three months ended October 31, 2001, representing an increase
of  $39,543  or 9.4%.  Our increases in cost of sales of 1.6% for the six months
ended  October  31,  2002  and  9.4% for the three months ended October 31, 2002
compared to increases in revenues of 24.5% and 52.7%, respectively, during these
periods.  As  a  result,  our  gross  profit margin increased to 49% for the six
months  ended October 31, 2002, compared to 38% for the six months ended October
31,  2001.  Our gross profit increased to 51% for the three months ended October
31,  2002  compared  to  32%  for  the three months ended October 31, 2001.  The
increase to our gross profit margin was attributable to our success in achieving
increased  sales  from new sales contracts, our efforts to ensure healthy profit
margins  are  obtained  on every sales contract and efforts to reduce our costs.

Our  costs  of  sales  include  rent  for  our  Vancouver,  British  Columbia
manufacturing  facility  in  the  amount of $20,000 per month and other overhead
costs  directly  attributable  to  the  manufacturing  process.

Operating  Expenses

Our  operating  expenses  increased to $950,200 for the six months ended October
31,  2002,  compared  to operating expenses of $834,881 for the six months ended
October  31, 2001, representing an increase of $115,319 or 13.8%.  Our operating
expenses  decreased  to  $378,575  for  the three months ended October 31, 2002,
compared  to  operating  expenses of $385,710 for the three months ended October
31,  2001,  representing  an  decrease  of  $7,135  or  1.8%.

Our general and administrative expenses increased to $403,059 for the six months
ended  October  31,  2002,  compared  to  general and administrative expenses of
$132,391  for the six months ended October 31, 2001, representing an increase of
$270,668 or 204%.  Our general and administrative expenses increased to $143,270
for  the  three  month  period ended October 31, 2002 from $64,856 for the three


                                Page 6 of 14

<PAGE>


month  period  ended  October  31,  2001, representing an increase of $78,414 or
121%.  These  increases in our general and administrative expenses are primarily
attributable  to  increased  management expenses, including a one-time charge to
accrue  salaries  and  fees  in the amount of $140,000, which are payable to our
chairman  of  our  board of directors, Mr. Grant Petersen, and to our president,
Mr.  L.  Evan  Baergen, in consideration of the provision of their services from
January  1,  2002  to October 31, 2002.  These increased management expenses are
largely  attributable  to  our  efforts  to  obtain  new financing and new sales
contracts.  These  management  expenses  were  not  reflected  in  the operating
results  of  House  of  Brussels Chocolates for the six months ended October 31,
2001.  This  increase  also  reflects  the fact that we are a reporting company
under the Securities Act of 1934 and are subject to the increased costs of being
a  public company, whereas House of Brussels Chocolates was not a public company
during  the  six  months  ended  October  31,  2002.  After  deduction  of these
increased  management and public company reporting costs that have been incurred
since  our  reverse-acquisition  by  Green  Fusion,  the  operating  general and
administrative  expenses  associated  with  House  of  Brussels Chocolates, on a
non-consolidated  basis,  have  decreased  by approximately $179,332 for the six
month  period  ended  October  31,  2001.

Our  selling expenses decreased to $474,425 for the six months ended October 31,
2002,  compared  to  $635,995  for  the  six  months  ended  October  31,  2001,
representing a decrease of $161,570 or 25.4%.  Our selling expenses decreased to
$205,173  for  the  three  months  ended  October  31, 2002, compared to selling
expenses of $287,903 for the three months ended October 31, 2001, representing a
decrease of $82,730 or 28.7%.    The reductions in selling expenses were in part
due  to  the  result of rationalization of selling costs, including reduction of
salaries  paid  to  sales  employees,  reduction  in advertising efforts and the
elimination  of  certain  consultants  and  brokers.   The  reduction in selling
expenses  also reflected the reduction in expenditures related to the closure of
our  sales  office  in  Toronto  and  retail  outlets  in  Vancouver.  Expenses
associated  with our sales office in Toronto and our retail outlets in Vancouver
totalled $129,119 for the six months ended October 31, 2002, representing 14% of
the total operating costs, compared to $176,769 for the six months ended October
31, 2001, representing 21% of total operating expenses.  With the elimination of
our  retail  stores,  we  anticipate  that  total selling costs will continue to
decrease  compared  to  the  same  period in the previous year.  As a percent of
sales, our selling expenses decreased to less than 22% compared to almost 47% in
the  prior  year  for  the  three  month  period  ended  October  31,  2001.

Loss

Our  loss  decreased  to $311,235 for the six months ended October 31, 2002 from
$442,074  for  the six months ended October 31, 2001, representing a decrease of
$130,839  or  29.6%.  We had a net profit of $105,950 for the three months ended
October  31,  2002  compared  to  a  loss of $187,749 for the three months ended
October  31,  2001.  The  increase  in  profitability  of $294,699 for the three
months  ended  October  31,  2002  over  the three months ended October 31, 2001
reflects  our  increased  revenues  and  our  decreased  selling,  general  and
administrative  expenses,  as  discussed  above.

LIQUIDITY  AND  CAPITAL  RESOURCES

Cash  and  Working  Capital  Deficit

We had a cash deficit in the amount of $157,219 as of October 31, 2002, compared
to  cash  in  the  amount  of  $8,444 as of April 30, 2002.  Our working capital
deficit  decreased  to  $295,129  as  of October 31, 2002, compared to a working
capital  deficit  of  $562,115  as  of  April  30,  2002.

Our  accounts  receivable increased to $994,207 as of October 31, 2002, compared
to $186,244 as of April 30 and is net of any doubtful accounts.  The increase is
a  result  of  the  high  sales  that  we  generated  during our second quarter.

Our accounts payable increased to $1,133,396 as of October 31, 2002, compared to
$630,076  as  of April 30.  The increase in our accounts payable is attributable
to  our  increased  purchasing  for  the  Christmas  season  production  and our
inability  to  pay  for  accounts  payable from cash reserves.  Included in this
amount  are  unpaid  management  fees  owing  to  two of our officers, Mr. Grant
Petersen  and  Mr.  L.  Evan  Baergen.

                                Page 7 of 14

<PAGE>


We  incurred  an  increase to bank indebtedness in the amount of $163,711 during
the six months ended October 31, 2002.  This bank indebtedness represents a bank
overdraft  that  was incurred to cover shortfalls in cash resources, and cheques
issued  in  excess  of cash.   There are no stated terms of repayment and we are
paying  interest  at the rate set from time to time by the bank.  The overdraft,
although smaller, remains outstanding as of the date of this Quarterly Report on
Form  10-QSB.

Financing  of  Business  Operations

We  financed our business operations during the past year primarily through cash
generated  from our operating revenues, short-term loans and sales of our common
stock  and share purchase warrants.  Cash used in operating activities increased
to  $633,716 for the six months ended October 31, 2002 from $405,863 for the six
months  ended  October  31,  2001.  This  cash  used in operating activities was
provided  primarily from cash generated by financing activities.  Cash generated
by financing activities increased to $2,233,072 for the six months ended October
31,  2002  from  $272,056 for the six months ended October 31, 2001.  Cash flows
from  financing  activities  for  the six months ended October 31, 2002 included
$2,328,144  from  the sale of our equity securities.  Sales of equity securities
have  consisted  primarily  of  issuances  of  stock  to  settle  outstanding
liabilities.

In  addition,  we  have  completed  the  following  issuances  of  convertible
securities.

1)   Two of our officers, namely Grant Petersen, our chairman, and Evan Baergen,
     our  president,  did  not  receive  a monthly cash salary but accrued their
     compensation in the form of a loan to the Company. On November 30, 2002, we
     issued  the  officers convertible notes to repay these accrued compensation
     liabilities.  The  convertible  notes will accrue interest at a rate of 18%
     per  annum  and  provide  the  officers  with  the option of converting the
     outstanding  balance  of  the  indebtedness to units of Green Fusion on the
     basis  of  one  unit  for  each  $0.01 of the indebtedness. Each unit would
     consist  of  one  common  share  and  one warrant to purchase an additional
     common  share of Green Fusion. The warrants would be exercisable for a term
     of  18  months (from November 30, 2002 to May 31, 2004) at a price of $0.06
     per  share.

2)   One  of  our  shareholders  entered into a loan agreement with the Company.
     This  loan is evidenced by a convertible note which pays interest at 1% per
     month  and  provides  the investor with the option of repayment on December
     31,  2002  or conversion of all or a portion of the note into shares of our
     common  stock  at  a  conversion  price  of  $0.02 per share. Subsequent to
     October 31, 2002, this shareholder entered into another loan agreement with
     the Company that is evidenced by a convertible note in the principal amount
     of  $20,000. Unless we are notified otherwise, the shareholder has informed
     us  of  his  intention  to  have  the loan repaid in the form of shares and
     warrants of the Company. We have agreed to issue 500,000 common shares and,
     in  lieu  of  interest,  a share purchase warrant to purchase an additional
     500,000  common  shares  of  the  Company at an exercise price of $0.06 per
     share  that  is  exercisable  until  February  24,  2004.

We are actively seeking other short-term financing to assist us in providing the
necessary  working  capital  to meet future production requirements, new product
launches  and  reduction  in  trade  payables.   Management  has  also  incurred
expenses  on  behalf  of the Company and has not drawn any salaries for the past
several  months  in  order  to  assist  in  cash  flow.

Debt  Settlement

On  May 10, 2002, we issued an aggregate of 7,635,200 shares of our common stock
and  7,635,200  share purchase warrants in consideration for the cancellation of
the  following  indebtedness:

1)   a  shareholders loan  that  was  outstanding in the amount of $8,762 as of
     March  31,  2002;
2)   short-term  loans  that  were  outstanding  in the amount of $466,375 as of
     March  31,  2002;
3)   a  convertible  note  that  was outstanding in the amount of $150,000 as of
     March  31,  2002;
4)   a  shareholders loan  of  House  of  Brussels  Chocolates in the amount of
     $94,429;  and
5)   various  accounts  payable.

                                Page 8 of 14

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These  debt  settlement units consist of one share of common stock and one share
purchase warrant.  Accordingly, an aggregate of 7,635,200 shares of common stock
and  7,635,200 share purchase warrants were issued.  Each share purchase warrant
entitles  the  holder to purchase an additional share of common stock at a price
of  $0.25  per  share  for  a two-year period. We have agreed to file a Form S-3
Registration  Statement  to  qualify  the  resale of these shares and the shares
issuable  on  exercise  of  the  warrants  under  the  Securities  Act  of 1933.

As a result of the cancellation of indebtedness, our working capital deficit has
been  significantly  reduced  and  we  believe our ability to achieve additional
financing  has  significantly  increased.  We undertook this debt reduction with
the intent of positioning our Company so that we could obtain additional funding
which  would  enable  us  to  undertake  our  planned  expansion of the House of
Brussels  Chocolates'  business.

Financing  Requirements

We  will  require additional funding in order to enable us to carry out our plan
of operations, to pay ongoing operating costs and accounts payable.  These costs
include  product  development,  market  expansion,  rent,  consulting  fees  and
expenses  associated  with  complying with the obligations as a reporting issuer
under  the  Securities  Exchange  Act  of  1934.

By  completion  of  the  acquisition of House of Brussels Chocolates, we believe
that  we  have  increased our potential to obtain financing from the private and
public  markets  in  order  to  finance  the  planned  expansion of the House of
Brussels  Chocolates  business.  We  will  attempt  to  secure  debt  or  equity
financing  based  on  the assets and the future sales contracts and cash flow of
House of Brussels Chocolates.  Management believes that debt financing may be an
attractive option to the Company based on low interest rates and the current low
market  value of our shares.  If short-term and/or long-term financing cannot be
obtained as described above, we will have to revise our planned expansion of the
House  of Brussels Chocolates business so that cash flow generated by operations
is  sufficient  to  meet  our  cash requirements.  We have only obtained a small
amount  of financing to date and there is no assurance that additional financing
will  be  obtained.


ITEM  3.     CONTROLS  AND  PROCEDURES.

As  required  by  Rule  13a-15  under  the  Securities Exchange Act of 1934 (the
"Exchange Act"), we carried out an evaluation of the effectiveness of the design
and operation of our disclosure controls and procedures within the 90 days prior
to  the  filing  date of this report.  This evaluation was carried out under the
supervision  and  with  the  participation  of  our Chief Executive Officer, Mr.
Stephen  Whittington  and  our Chief Financial Officer, Mr. Evan Baergen.  Based
upon  that  evaluation,  our Chief Executive Officer and Chief Financial Officer
concluded  that  our  disclosure controls and procedures are effective in timely
alerting  management  to  material  information  relating  to  us required to be
included in our periodic SEC filings.  There have been no significant changes in
our  internal  controls  or  in  other  factors  that could significantly affect
internal  controls  subsequent  to  the  date  we  carried  out  our evaluation.

Disclosure  controls  and  procedures are controls and other procedures that are
designed  to  ensure that information required to be disclosed our reports filed
or  submitted  under  the  Exchange  Act  is recorded, processed, summarized and
reported,  within  the  time  periods  specified  in the Securities and Exchange
Commission's  rules  and  forms.  Disclosure  controls  and  procedures include,
without  limitation, controls and procedures designed to ensure that information
required  to  be  disclosed  in  our  reports  filed  under  the Exchange Act is
accumulated  and  communicated  to  management,  including  our  Chief Executive
Officer  and  our  Chief  Financial Officer, to allow timely decisions regarding
required  disclosure.


                                Page 9 of 14

<PAGE>

                           PART II--OTHER INFORMATION


ITEM  1.     LEGAL  PROCEEDINGS

During  the three months ended July 31, 2002, we ceased making payments on three
retail  premises  leases  after  vacating  the premises.  Under the terms of the
leases,  we are obligated to pay aggregate future rent of approximately $250,000
plus  operating costs.  Management has estimated that the future costs that will
be  incurred  with respect to these leases will aggregate approximately $57,000.
Accordingly,  a  provision  for  future lease costs in the amount of $57,000 has
been  accrued  and is included in accounts payable and accrued liabilities.  The
aggregate  ultimate  cost of future rent for the vacated premises may exceed the
amount accrued.  Subsequent to October 31, 2002, we paid to one of the landlords
approximately  $13,000 in full and final settlement for the leased premises. The
settlement  reduces  the  aggregate  future rent to approximately $187,000 (plus
operating  costs)  and  the provision for future lease costs has been reduced to
$32,000.  No  agreements  have  been  reached  on  the  other premises. No legal
proceedings  have  been  commenced  regarding  these  liabilities.

GDH Consultants Ltd. initiated legal proceedings against us in the Supreme Court
of  British  Columbia  on  June  13, 2002.  GDH Consultants has sued for damages
based  on its allegations that it entered into a joint venture agreement with us
for  the  purpose  of the development, manufacture, distribution and sale of ice
wine  truffles  and  is  entitled  to  one-half  of  the profits from this joint
venture.  We  have filed a statement of claim denying the existence of any joint
venture  agreement  with  GDH  Consultants.  We  have  also filed a counterclaim
against  GDH Consultants to recover amounts paid to GDH Consultants.  We believe
that  there  is  no  foundation for this claim.  Accordingly, no amount has been
accrued  us  in  respect  of  this  claim.

Thumbnail  Creative  Group  Inc.,  a  packaging  design company, initiated legal
proceedings  in  the  Supreme  Court of British Columbia against us on April 15,
2002.  Thumbnail  Creative  claimed  approximately  $10,000  from us relating to
invoices  rendered  by  Thumbnail  Creative  relating to various design services
which  we had refused to pay.  We filed a statement of defense alleging that the
boxes destined were not reasonably fit for the purpose intended.  We allege that
we  received  a  flawed  box design from the packaging design company.   We also
filed  a counterclaim against Thumbnail Creative claiming damages for negligence
and  breach  of  contract  in connection with the services provided by Thumbnail
Creative.  Thumbnail  Creative  obtained  a judgment against us in the amount of
$14,184  CDN  (equal  to approximately $9,000 US), plus interest, on October 16,
2002.  The  matter  of our counterclaim has yet to be decided; however Thumbnail
Creative  has  filed  a statement of defense to our counterclaim.   Execution of
this  judgment  by  Thumbnail  Creative has been stayed by the court pending the
determination  of  the  outcome  of  our  counterclaim.

A judgment has been obtained by a construction company against us for failure to
pay  approximately  $40,000  relating to construction of a retail store in which
the  construction  company exceeded their budget.  We have accrued the amount of
the  judgment  in  our  accounts.


ITEM  2.     CHANGES  IN  SECURITIES  AND  USE  OF  PROCEEDS

We did not complete any unregistered sales of our common stock during our fiscal
quarter  ended  October  31,  2002.


ITEM  3.     DEFAULTS  UPON  SENIOR  SECURITIES

None.

                                Page 10 of 14

<PAGE>



ITEM  4.     SUBMISSION  OF  MATTERS  TO  A  VOTE  OF  SECURITY  HOLDERS

No  matters  were  submitted to a vote of our security holders during our fiscal
quarter  ended  October  31,  2002.


ITEM  5.     OTHER  INFORMATION.

None.


ITEM  6.     EXHIBITS  AND  REPORTS  ON  FORM  8-K

EXHIBITS  REQUIRED  BY  ITEM  601  OF  FORM  8-K

Exhibit
Number                            Description of Exhibit
------    ----------------------------------------------------------------------

10.1      Merchandise  License  Agreement  between  Green Fusion Corporation and
          Sega  of  America,  Inc.  dated  effective  July  1,  2002

99.1
          Certification  of  Chief  Executive Officer pursuant to pursuant to 18
          U.S.C.  Section  1350,  as  adopted  pursuant  to  Section  906 of the
          Sarbanes-Oxley  Act  of  2002(1)

99.2      Certification  of  Chief  Financial Officer pursuant to pursuant to 18
          U.S.C.  Section  1350,  as  adopted  pursuant  to  Section  906 of the
          Sarbanes-Oxley  Act  of  2002(1)

--------------------------------------------------------------------------------

(1)     Filed  as  an  Exhibit  to  this  Quarterly  Report  on  Form  10-QSB
--------------------------------------------------------------------------------

REPORTS  ON  FORM  8-K

We filed a Current Report on Form 8-K with the Securities Exchange Commission on
August  14,  2002 to disclose the change of our fiscal year end from December 31
to  April  30.

                                Page 11 of 14

<PAGE>


                                  SIGNATURES

In  accordance with the requirements of the Securities and Exchange Act of 1934,
the  Registrant  has  duly  caused this report to be signed on its behalf by the
undersigned,  thereunto  duly  authorized.

GREEN  FUSION  CORPORATION

Date:     December  16,  2002



By:  /s/ L.  Evan  Baergen
     ---------------------
     L.  Evan  Baergen,
     President,  Secretary,  Treasurer  and  Director
     (Principal  Accounting  Officer)




<PAGE>


                                 CERTIFICATIONS

I, STEPHEN WHITTINGTON, Chief Executive Officer of Green Fusion Corporation (the
"Registrant"),  certify  that;

1.   I  have  reviewed  this  quarterly  report  on  Form10-QSB  of Green Fusion
     Corporation;

2.   Based  on  my  knowledge, this quarterly report does not contain any untrue
     statement  of a material fact or omit to state a material fact necessary to
     make  the  statements  made, in light of the circumstances under which such
     statements  were made, not misleading with respect to the period covered by
     this  quarterly  report;

3.   Based  on  my  knowledge,  the  financial  statements,  and other financial
     information  included  in  this  quarterly  report,  fairly  present in all
     material  respects  the financial condition, results of operations and cash
     flows  of  the  registrant  as  of,  and for, the periods presented in this
     quarterly  report.

4.   The  registrant's  other  certifying  officers  and  I  are responsible for
     establishing and maintaining disclosure controls and procedures (as defined
     in  Exchange  Act  Rules  13a-14  and  15d-14) for the registrant and have:

     a)   designed  such  disclosure  controls  and  procedures  to  ensure that
          material  information  relating  to  the  registrant,  including  its
          consolidated  subsidiaries, is made known to us by others within those
          entities,  particularly  during  the  period  in  which this quarterly
          report  is  being  prepared;

     b)   evaluated  the  effectiveness  of the registrant's disclosure controls
          and procedures as of a date within 90 days prior to the filing date of
          this  quarterly  report  (the  "Evaluation  Date");  and

     c)   presented  in  this  quarterly  report  our  conclusions  about  the
          effectiveness  of  the disclosure controls and procedures based on our
          evaluation  as  of  the  Evaluation  Date;

5.   The  registrant's  other certifying officers and I have disclosed, based on
     our  most  recent  evaluation,  to  the registrant's auditors and the audit
     committee  of  registrant's  board  of directors (or persons performing the
     equivalent  functions):

     a)   all  significant  deficiencies  in the design or operation of internal
          controls  which  could  adversely  affect  the registrant's ability to
          record,  process,  summarize  and  report  financial  data  and  have
          identified  for  the  registrant's auditors any material weaknesses in
          internal  controls;  and


     b)   any  fraud, whether or not material, that involves management or other
          employees  who  have  a  significant role in the registrant's internal
          controls;  and

6.   The  registrant's  other  certifying  officers and I have indicated in this
     quarterly  report whether or not there were significant changes in internal
     controls  or  in  other  facts  that  could  significantly  affect internal
     controls  subsequent  to  the date of our most recent evaluation, including
     any corrective actions with regard to significant deficiencies and material
     weaknesses.

Date:   December  16, 2002   /s/ STEPHEN WHITTINGTON
                             ___________________________________
                                   (Signature)

                             Chief  Executive  Officer
                             ___________________________________
                                   (Title)

<PAGE>

                                  ERTIFICATIONS

I,  L.  EVAN  BAERGEN,  Chief Financial Officer of Green Fusion Corporation (the
"Registrant"),  certify  that;

1.   I  have  reviewed  this  quarterly  report  on  Form10-QSB  of Green Fusion
     Corporation;

2.   Based  on  my  knowledge, this quarterly report does not contain any untrue
     statement  of a material fact or omit to state a material fact necessary to
     make  the  statements  made, in light of the circumstances under which such
     statements  were made, not misleading with respect to the period covered by
     this  quarterly  report;

3.   Based  on  my  knowledge,  the  financial  statements,  and other financial
     information  included  in  this  quarterly  report,  fairly  present in all
     material  respects  the financial condition, results of operations and cash
     flows  of  the  registrant  as  of,  and for, the periods presented in this
     quarterly  report.

4.   The  registrant's  other  certifying  officers  and  I  are responsible for
     establishing and maintaining disclosure controls and procedures (as defined
     in  Exchange  Act  Rules  13a-14  and  15d-14) for the registrant and have:

     a)   designed  such  disclosure  controls  and  procedures  to  ensure that
          material  information  relating  to  the  registrant,  including  its
          consolidated  subsidiaries, is made known to us by others within those
          entities,  particularly  during  the  period  in  which this quarterly
          report  is  being  prepared;

     b)   evaluated  the  effectiveness  of the registrant's disclosure controls
          and procedures as of a date within 90 days prior to the filing date of
          this  quarterly  report  (the  "Evaluation  Date");  and

     c)   presented  in  this  quarterly  report  our  conclusions  about  the
          effectiveness  of  the disclosure controls and procedures based on our
          evaluation  as  of  the  Evaluation  Date;

5.   The  registrant's  other certifying officers and I have disclosed, based on
     our  most  recent  evaluation,  to  the registrant's auditors and the audit
     committee  of  registrant's  board  of directors (or persons performing the
     equivalent  functions):

     a)   all  significant  deficiencies  in the design or operation of internal
          controls  which  could  adversely  affect  the registrant's ability to
          record,  process,  summarize  and  report  financial  data  and  have
          identified  for  the  registrant's auditors any material weaknesses in
          internal  controls;  and

     b)   any  fraud, whether or not material, that involves management or other
          employees  who  have  a  significant role in the registrant's internal
          controls;  and

6.   The  registrant's  other  certifying  officers and I have indicated in this
     quarterly  report whether or not there were significant changes in internal
     controls  or  in  other  facts  that  could  significantly  affect internal
     controls  subsequent  to  the date of our most recent evaluation, including
     any corrective actions with regard to significant deficiencies and material
     weaknesses.


Date:   December  16, 2002  /s/ L.  EVAN  BAERGEN
                            ___________________________________
                                   (Signature)

                             Chief  Financial  Officer
                             ___________________________________
                                   (Title)