U. S. Securities and Exchange Commission
                             Washington, D.C. 20549

                                   Form 10-KSB
(Mark  One)

      |X|   ANNUAL  REPORT  PURSUANT  TO  SECTION  13 OR 15(d) OF THE SECURITIES
            EXCHANGE  ACT  OF  1934
            For  the  fiscal  year  ended  December  31,  2000

      |_|   TRANSITION  REPORT  UNDER  SECTION  13  OR  15(d)  OF THE SECURITIES
            EXCHANGE  ACT  OF  1934
            For  the  transition  period  from  __________  to  __________

                         Commission file number 2-90519
                                     -------

                           CENTURY LABORATORIES, INC.
                 (Name of small business issuer in its charter)

             Delaware                                           72-0510027
 (State  or  other  jurisdiction  of                        (I.R.S. Employer
   incorporation  or organization)                           Identification
No.)

                                 730 2nd Street
                            Santa Rosa, CA 95402-3588
               (Address of principal executive offices) (Zip Code)

                    Issuer's telephone number: (707)935-6945

         Securities registered under Section 12(b) of the Exchange Act:
                                      None

         Securities registered under Section 12(g) of the Exchange Act:
                     Common Stock, par value $0.01 per share
                                (Title of Class)

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

      Check  if  there is no disclosure of delinquent filers in response to Item
405  of  Regulation S-B is not contained in this form, and no disclosure will be
contained,  to  the  best  of  registrant's  knowledge,  in  definitive proxy or
information statements incorporated by reference in Part III of this Form 10-KSB
or  any  amendment  to  this  Form  10-KSB.  |X|

     State  issuer's  revenues  for  its  most  recent  fiscal  year:  $0.00

     The  aggregate  market  value of the Common Stock held by non-affiliates of
the  registrant  on  December 31, 2000 (computed by reference to the average bid
and  asked  prices  of  such  stock  on  such  date) was $20,307.00 at $0.07 per
share.

     On December 31, 2000, 1,100,000 shares of Common Stock, $0.01 par value, of
the  registrant  were  outstanding.

Documents  incorporated  by  reference:  None

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


     This  Report  on  Form  10-KSB  and  the  other periodic reports of Century
Laboratories,  Inc.  (the  "Company"  or  "Corporation")and  other  documents
incorporated  by  reference  or  incorporated  herein  as  exhibits, may contain
forward-looking  statements that involve risks and uncertainties.  Our Company's
actual  results  may  differ  materially  from  the  results  discussed  in  the
forward-looking statements.  Factors that might cause such a difference include,
but are not limited to, our Company's ability to locate an acquisition candidate
or  another  entity  which  may  combine  its  operations with it, our Company's
ability  and  those  of  management  to  manage  growth, if any, the substantial
dilution  that could be experienced by existing shareholders of our Company with
a  potential  acquisition  with  another  entity  in  view  of the fact that our
Company's  current  operations  have  essentially  ceased.


<PAGE>

                                TABLE OF CONTENTS

PART  I                                                                   PAGE
                                                                          ----

ITEM  1.     DESCRIPTION  OF  BUSINESS                                      4

ITEM  2.     DESCRIPTION  OF  PROPERTY                                      5

ITEM  3.     LEGAL  PROCEEDINGS                                             5

ITEM  4.     SUBMISSION  OF  MATTERS
     TO  A  VOTE  OF  SECURITY  HOLDERS                                     5

PART  II

ITEM  5.     MARKET  FOR  COMMON  EQUITY  AND  RELATED
     STOCKHOLDER  MATTERS                                                   5

ITEM  6.     MANAGEMENT'S  DISCUSSION  AND ANALYSIS                         6

ITEM  7.     FINANCIAL  STATEMENTS                                          8

ITEM  8.     CHANGES  IN  AND  DISAGREEMENTS  WITH
     ACCOUNTANTS                                                           16

PART  III

ITEM  9.     DIRECTORS,  EXECUTIVE  OFFICERS,  PROMOTERS
     AND  CONTROL  PERSONS                                                 16

ITEM  10.     EXECUTIVE COMPENSATION                                       16

ITEM  11.     SECURITY OWNERSHIP OF BENEFICIAL OWNERS                      16

ITEM  12.     CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS               17

ITEM  13.     EXHIBITS AND REPORTS ON FORM 8-K                             17

INDEX  TO  EXHIBITS                                                        17

SIGNATURES                                                                 18



<PAGE>

                                     PART I

Item  1.  Description  of  Business.

General.

Our  Company  was  originally formed as a Delaware corporation in 1958 under the
name Carrtone Laboratories, Inc.  We engaged in the licensing of patents held by
our Company, collecting royalties on a patent and exploiting and acquiring other
patents  and  inventions  including  those  related  to heart disease treatment,
cancer  treatment  and  asthma  treatment  technologies.

After pursuing our business and finding the results unsuccessful, we allowed our
patents  to  lapse  and  discontinued business operations.  We eventually became
inactive and lacked the funds to maintain any operations.  Our corporate charter
was  thereafter  revoked  on  February 28, 1994 by the State of Delaware for our
failure  to  file  franchise  tax  reports  and  pay  the  required  taxes.

We  underwent an internal management restructuring in early 1998.  On August 18,
2000,  Edwin  Mendlinger  resigned  as  President, Vice-President, Treasurer and
Director  of  the  Company  and  on  August  18,  2000, Louis Birner resigned as
Secretary  and  Director  of  the  Company.

On  August  18,  2000,  Robert Bryan was appointed as President, Vice-President,
Treasurer,  Secretary  and  Director  of  the  Company.

All  non-remitted  franchise  taxes on behalf of our Company have been paid.  We
filed  a  Certificate  of  Renewal  and  Revival of Certificate of Incorporation
pursuant to Section 312 of the General Corporation Law of the State of Delaware,
resulting  in  the reinstatement of our corporate charter on March 16, 1999.  We
are currently searching for a merger or other possible business transaction with
a  suitable  privately  held  company.

We  were  de-listed  from  the NASD Bulletin Board because we failed to file our
periodic  reports with the Securities and Exchange Commission.  However, we have
recently  updated our SEC reporting in order to become potentially attractive to
a privately held company interested in becoming a publicly held company, without
the  costs  and  the  time  incurred  in  publicly  distributing its securities.

Proposed  Business.

We intend to restructure ourselves in order to be used as a "public shell" for a
suitable  privately  held  company  with  both  a business history and operating
assets  that  has  the  intention to become public.  We do not intend to combine
with a privately held company determined to be an investment company which would
then  subject  our  Company  to  the Investment Company Act of 1940, as amended.

We  believe  a  privately  held  company  intending  to  merge,  consolidate  or
reorganize with us will have the advantage of acquiring an ownership interest in
a  public  company  without  the  costs and the time that would be incurred when
conducting  an  initial  public  offering.

We  believe  that the process of selecting a suitable privately held company and
the subsequent merger or business transaction with us to become a public company
may  be extremely complex and risky. In our search for a suitable privately held
company  to merge with us, we are determined to consider only entities, which we
believe,  have  growth  opportunities.

We currently have little revenues and own very limited assets. We have no viable
operations.  During the fiscal period ended May 31, 2000, our Company received a
nonrefundable  deposit  of approximately $45,000 pursuant to the terms set forth
in  a  purchase  agreement  to  acquire  certain  shares of capital stock in our
Company.  The  deposit was turned over to our Company as liquidated damages when
the  other party defaulted on the proposed purchase.  We will continue to seek a
sale  or  business  combination  transaction.

Because  we  have  limited  revenues we may be unable to satisfy any liabilities
incurred  prior  to  the  combination  with  a  privately  held  company.  If
negotiations  and  transactions  fail prior to a successful consummation, we may
not  be  able  to  continue  to  pursue  new  business  opportunities with other
privately  held  companies. If this occurs, it is foreseeable that our Company's
common  stock  may  become worthless and our stockholders may receive, if any, a
nominal  distribution,  upon  our  Company's  liquidation  and  dissolution.

We can not predict the resulting value of the merger or business transaction for
the  owners  of  the privately held company selected for a business combination.
The  privately  held  company  selected  for  the business combination may incur
significant  expenses  and  costs  associated  with  the  business  combination
including  legal,  accounting  and  administrative  fees  and  expenses.

Item  2.  Description  of  Property.

We  are  currently utilizing office space without charge at the residence of our
Company's  President  at  730 2nd Street Santa Rosa, CA 95402-3588.  The size of
the  space  being  utilized by us is quite small in view of the fact that we are
presently  inactive.  At such time as we commence to conduct active business, or
merge  or  otherwise  combine with another entity engaged in business, our needs
will  no longer be met by this arrangement and we will have to acquire alternate
premises,  which  we believe will be available in the San Francisco metropolitan
region  on  reasonable  terms  to  suit  our  needs.

Item  3.  Legal  Proceedings.

We  are  not  aware  of  any material pending legal proceeding to which we are a
party  or  of  which any of our property is the subject. We are not aware of our
Company's  involvement  in  violations  of  Federal,  State or local statutes or
ordinances  with  environmental  protection.

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

No  matters  were submitted during the fourth quarter of the fiscal year covered
by  this  report  to  a  vote  of  security  holders.

                                     Part  II

Item  5.  Market  for  Common  Equity  and  Related  Stockholder  Matters.

Our  Company's  Common Stock is traded over the counter and is not listed on any
national  or  regional exchange.  During the fiscal years ended May 31, 1999 and
2000, the price of our Common Stock was quoted on the "pink sheets" published by
the  National  Quotation Bureau, LLC (ticker symbol: "CNLB").  The "pink sheets"
is  an  unorganized  over-the-counter  market  that  provides significantly less
liquidity than established stock exchanges or the Nasdaq National Market, or the
NASDAQ  Bulletin Board.  Quotes for stocks included in the "pink sheets" are not
listed  in  the  financial  sections  of newspapers as are those for established
stock  exchanges  and  the  Nasdaq  National  Market.  Our  Company is unable to
determine  whether  such quotations are sufficient to constitute an "established
public  trading  market"  for  our  Company's Common Stock.  It is our Company's
understanding  that  in  addition  to quotations appearing in the "pink sheets",
dealers  have from time to time otherwise given bid and asked quotations for our
Company's  Common  Stock.

The  following  table  sets forth the range of high and low bid prices that have
been provided to our Company for each of the quarters for the fiscal years ended
May  31,  1999 and 2000.  These prices as so quoted are by dealers to each other
without  retail  mark-ups, mark-downs or commissions and do not represent actual
transactions.

 Fiscal  Year  Ended          Prices        Fiscal  Year  Ended        Prices
     May  31,  1999       High      Low     December  31,  2000    High      Low
    ------------        ----      ---        ------------      ----      ---
First  Quarter           .02       .02      First  Quarter       .031      .02
Second  Quarter          .02       .02      Second  Quarter      .150      .02
Third  Quarter           .02       .02      Third  Quarter       .250      .02
Fourth  Quarter          .02       .02      Fourth  Quarter      .260      .03

As  of  December  31,  2000, there were 1,100,000 holders of Common Stock of our
Company.

Our  Company  has  paid no dividends with respect to our Common Stock during the
past  two  fiscal  years.  Our  Company is not subject to any restriction (other
than  non-contractual  business  considerations) affecting its present or future
ability to pay dividends with respect to our Common Stock.  However, our Company
does  not  presently  have any plans to pay dividends in the foreseeable future.

Reverse  Split.

On  November  27,  2000, the Company enacted a 20 to 1 stock reverse split.  The
Corporation  believes  that  it is necessary to effectuate this reverse split in
order to avoid the continued depression of the Corporation's stock price and, in
order to secure financing which must be obtained for the Corporation to continue
to  exist  as a going concern.  Prior to the 20:1 reverse split, the Company had
10,000,000  shares  issued  and  outstanding.  As  a  result of the 20:1 reverse
split, the Company had 1,000,000 shares issued and outstanding not 500,000 which
was  reported  in  the  Company's  last  10-Q.  The  Company was uncertain as to
exactly how many shares were issued and outstanding when filing the 10-Q because
they  could  not obtain a shareholder's list from their previous transfer agent.
Hence,  the  discrepancy.

Item  6.  Management's  Discussion  and  Analysis  or  Plan  of  Operation.

Discussion  of  Financial  Condition.

We  currently  have  little  revenue  and own limited assets.  We have no viable
operations.  During  the fiscal period ending May 31, 2000, our Company received
a  nonrefundable deposit of approximately $45,000 pursuant to terms set forth in
a  purchase agreement to acquire certain shares of capital stock in our Company.
The  deposit was turned over to our Company as liquidated damages when the other
party  defaulted  on the proposed purchase.  Our Company will continue to seek a
sale  or  a  business  combination  transaction.  No  prediction  of  the future
financial  condition  of  our  Company  can be made.  By virtue of being a small
business filer and having revenues for only one of the last two fiscal years, we
are  providing  our  Company's  Plan  of  Operation.

On July 3, 2000, the Company entered into a Stock Purchase Agreement with Robert
Bryan,  whereupon,  among  other  things,  Robert Bryan and/or Assigns, acquired
4,766,320  of  newly  issued  shares  of the Company's common stock resulting in
10,000,000  shares being issued and outstanding, in return for $200,000 or, at a
price  of  $0.042 per share.  This transaction was consummated on July 21, 2000.

On  August  21,  the  Company  increased  its  authorized  number of shares from
10,000,000 shares of common stock to 65,000,000 shares of common stock at $0.001
par  value  and,  1,000,000  shares  of  preferred stock to 10,000,000 shares of
preferred  stock  at  $0.001  par  value.

On  November  27,  2000, the Company enacted a 20 to 1 stock reverse split.  The
Corporation  believes  that  it is necessary to effectuate this reverse split in
order to avoid the continued depression of the Corporation's stock price and, in
order to secure financing which must be obtained for the Corporation to continue
to  exist  as  a going concern. Prior to the 20:1 reverse split, the Company had
10,000,000  shares  issued  and  outstanding.  As  a  result of the 20:1 reverse
split,  the  Company  had  1,000,000  shares  issued  and  outstanding.

Plan  of  Operation.

Within the next twelve months, we intend to restructure ourselves in order to be
used  as  a  "public  shell"  for  a suitable privately held company with both a
business  history  and operating assets that has the intention to become public.
We  do  not  intend to combine with a privately held company determined to be an
investment company that would then subject our Company to the Investment Company
Act  of  1940, as amended. We believe a privately held company will combine with
our  "public  shell"  in  either a merger, consolidation, reorganization, or any
other  form  that  will subsequently create a publicly held company when the two
companies  combine.

We  believe  a  combination  will create the advantage of acquiring an ownership
interest  in  a  public  company  without  the  costs  or the time that would be
incurred  when  conducting  an  initial  public  offering.

We  believe  that the process of selecting a suitable privately held company and
the subsequent merger or business transaction with us to become a public company
may  be extremely complex and risky. In our search for a suitable privately held
company  to  combine  with  us,  we are determined to consider only companies we
believe  have  growth  potential  and  opportunities.  There  may be significant
changes  in  the  number  of  our  employees  if  a business combination occurs.
Because  we  will  rely  on the information as provided by the management of the
potential  company,  there  may  be information concerning the potential company
that  we  may  not have discovered through our own investigative research of the
management,  key  personnel, financial structure and facilities, or there may be
information  which  might  have  been  concealed  by  the  potential  company.

We  will  continue to seek a sale or business combination transaction. We cannot
predict  the  future  financial  condition  of  our Company. We may be unable to
satisfy  any liabilities incurred prior to the combination with a privately held
company.  If  negotiations  and  transactions  fail  prior  to  a  successful
consummation,  we  may  not be able to continue to pursue business opportunities
with other privately held companies.  If this occurs, it is foreseeable that our
Company's  Common  Stock may become worthless and our stockholders may receive a
nominal  distribution,  if  any, upon our Company's liquidation and dissolution.

We  cannot  predict  the resulting value of a merger or business transaction for
the  owners of the privately held company selected for the business combination.
The  privately-held  company  selected  for  the  business combination may incur
significant  expenses  and  costs  associated  with  the  business  transaction
including  legal,  accounting and administrative fees and expenses.  Further, it
may  be  difficult for the combined companies to afford marketing campaigns, new
developments  or  the  ability  to  manufacture,  if  any.

We  also  cannot provide any assurance that the combined company will be able to
receive additional equity or debt financing or funding from a third-party if the
combined  company  subsequently  requires  it.

Under  Delaware  Law  our  Certificate  of  Incorporation  permits  our Board of
Directors  to issue up to 1,000,000 shares of "blank check" preferred stock. Our
Board  of  Directors  also  has  the  authority  to determine the price, rights,
preferences,  privileges  and  restrictions  of those shares without any further
vote  or action by our stockholders. If we issue preferred stock with voting and
conversion  rights,  the  rights  of  our common stockholders could be adversely
affected by, among other things, the loss of their voting control to others. Any
additional  issuances  could also delay, defer or prevent a change in control of
our  Company,  even  if  these  actions  would  benefit  our  stockholders.

Accordingly,  our Board of Directors is empowered, without stockholder approval,
to issue preferred stock with dividend, liquidation, conversion, voting or other
rights  that  could  adversely affect the rights of holders of our Common Stock.

On  December  4,  2000,  the  Company's Board of Directors decided to change the
Corporation's  fiscal  year  end from August 31st to December 31st effective for
the  year  2000.

Results  of  Operations

The  Company's  "Total Liabilities and Stockholder's Equity" for the four months
ending 2000 was $10,492, as set forth on Page F- of the attached Financials. The
"Statement  of  Operations",  set  forth  on  Page F-3 of the attached Financial
Statements,  shows a net gain of $8,097 for the four months ending 2000. The Net
Loss  for  the  four  months  ending  2000  was  $(11,103).

Capital  Resources  and  Liquidity

In 1999, the Company issued 31,500 shares as compensation for services valued at
$31,500.  During  the  year  ending 2000, the Company issued 1,887,000 shares of
Common  Stock  for  services  valued  at  $62,897.

Item  7.  Financial  Statements.

The  Independent  Auditor's  Report  and  financial  statements  listed  in  the
accompanying  index  are  filed  as part of this report. See "Index to Financial
Statements"  on  page  9.


<PAGE>

                           Century Laboratories, Inc.
                          (A Development Stage Company)

                                TABLE OF CONTENTS


                                       PAGE NO.
                                       --------

INDEPENDENT  CERTIFIED  PUBLIC  ACCOUNTANTS'  REPORT                       1
FINANCIAL  STATEMENTS
 Balance  Sheets                                                           2

 Statements  of  Operations                                                3

 Statements  of  Cash  Flows                                               4

 Statement  of  Stockholders'  (Deficit)                                   5

 Notes  to  the  Financial  Statements                                   6-7


<PAGE>














                           CENTURY LABORATORIES, INC.
                              FINANCIAL STATEMENTS
                     FOR THE PERIOD ENDING DECEMBER 31, 2000


<PAGE>

Board  of  Directors
Century  Laboratories,  Inc.

     INDEPENDENT  AUDITORS'  REPORT
     ------------------------------

I  have  audited the accompanying balance sheet of Century Laboratories, Inc. as
of  December  31,  2000, and the related statement of operations, cash flows and
stockholders'  equity  for  the year then ended.  The financial statement is the
responsibility of management.  My responsibility is to express an opinion on the
financial  statement  based  on  my  audit.

I  conducted  my  audit in accordance with generally accepted audited standards.
Those standards require that we plan and perform the audits to obtain reasonable
assurance  about  whether  the  financial  statements  are  free  of  material
misstatement.  An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements.  An audit also includes
assessing  the  accounting  principles  used  and  significant estimates made by
management,  as well as evaluating the overall financial statement presentation.
I  believe  that  my  audit  provides  a  reasonable  basis  for  my  opinion.

The  accompanying  financial  statements  have  been  prepared assuming that the
Company  will  continue  as  a  going  concern.  AS  discussed  in Note 1 to the
financial statements, the company has no viable operations or significant assets
and  is  dependent  upon  its president to provide sufficient working capital to
maintain  the  integrity  of  the  corporate  entity.  The  circumstances create
substantial doubt about the Company's ability to continue as a going concern and
are  discussed  in  Note  1.  The  financial  statements  do  not  contain  any
adjustments  that  might  result  from  the  outcome  of  these  uncertainties.

In my opinion, the financial statements referred to above present fairly, in all
material  respects,  the  financial position of Century Laboratories, Inc. as of
December  31,  2000,  and  the  results of its operations and cash flows for the
years  then  ended  in conformity with generally accepted accounting principles.



David  Suss,  CPA

March  1,  2000

<PAGE>

<TABLE>
<CAPTION>


                           CENTURY LABORATORIES, INC.

                                  BALANCE SHEET
                                  -------------

                                     AUDITED
                                     -------

                                     ASSETS
                                     ------


                                                              December 31,
                                                                 2000
                                                             --------------
<S>                                                               <C>
Cash                                                         $       8,097

Fixed Assets:
-------------
Office Equipment                                                     2,395
                                                             --------------
Total Assets                                                 $      10,492
                                                             ==============

LIABILITIES AND SHAREHOLDER EQUITY
-----------------------------------

Liabilities:
------------
Loans Payable                                                $       5,000
                                                             --------------

  Total Liabilities:                                         $       5,000

Shareholders' Equity:
---------------------
Common Stock, $.001 par value
  per share; 65,000,000 shares
  authorized, preferred stock
  $.001 par value per share;
  10,000,000 shares authorized,
  1,100,000 common shares
  issued and outstanding
  12/31/00                                                           1,100

Additional Paid-in Capital                                       7,548,718

Retained Earnings (Deficit)                                     (7,548,718)
                                                             --------------

Total Shareholders' Equity                                      (    5,492)
                                                             --------------

Total Liabilities and
  Shareholders' Equity                                       $      10,492
                                                             ==============
</TABLE>



<TABLE>
<CAPTION>


                                  CENTURY LABORATORIES, INC.

                               STATEMENT OF STOCKHOLDERS' EQUITY
                               ---------------------------------




                                                                      Additional    Retained
                                                                       Paid-In      Earnings
                                                                       Capital      (Deficit)
                                                                      ----------    ---------
<S>                                                                      <C>           <C>

Net Loss                                                                     -        (11,003)

Capital Contributed (12/31/00)                                           113,000           -
                                                                      ----------

BALANCE
  12/31/00:                                                           $7,553,110  $(7,548,718)
                                                                      ==========  ============
</TABLE>


<TABLE>
<CAPTION>


                           CENTURY LABORATORIES, INC.

                                INCOME STATEMENT
                                ----------------

                                     AUDITED
                                     -------


                                                     Months Ended
                                                   9/27/00-12/31/00
                                                   ----------------
<S>                                                       <C>
Revenue                                             $        0

Expenses:
---------

Consulting Fee                                          10,141

Professional Fees                                          750

Bank Charges                                                43

Office Expense                                              69
                                                    -----------


NET LOSS:                                            ($11,1003)
</TABLE>


<TABLE>
<CAPTION>


                           CENTURY LABORATORIES, INC.

                      CONSOLIDATED STATEMENT OF CASH FLOWS
                      ------------------------------------

                                     AUDITED
                                     -------





                                                 For the Four Months Ended
                                                     December 31, 2000
                                                --------------------------
<S>                                                          <C>
Cash Flows from
  Operating Activities                                    ($11,003)

Increase in Loans Payable                                    5,000

Capital Contributed                                         14,100

Total Cash Flows                                             8,097

Cash at Beginning                                                0

Increase in Cash                                             8,097
                                                         ----------

Cash at End of Period                                    $   8,097
                                                         ==========
</TABLE>



Item  8.  Changes  In  and  Disagreements  With  Accountants  on  Accounting and
Financial  Disclosure.

David  Suss,  CPA,  271  Madison  Ave.,  Ste.  208,  New  York,  NY 10016 is our
accountant  and  auditor.  There  were  no  changes  in  and  disagreements with
accountants  on  accounting  and  financial  disclosure.


                                    PART  III

Item 9. Directors, Executive Officers, Promoters and Control Persons; Compliance
with  Section  16(a)  of  the  Exchange  Act.

The  following  table  contains information regarding the Executive Officers and
Directors  of  our  Company:

Name           Age             Position                        Director  since:
-------------------------------------------------------------------------------
Robert  Bryan  50         President,  Secretary,              August  18,  2000
                          Treasurer  &  Director

The  following  is  a  brief description of the business experience for the past
five  years  of  our  Company's  Executive  Officers  and  Directors:

Robert Bryan, a native of St. Louis, Missouri and attended Florissant Valley Jr.
College  from  1969-1971,  where  he  studied art and graphic design.  Mr. Bryan
currently resides in the San Francisco, California area, has been a professional
studio artist for over 20 years and founded his own art studio, Bryan Design, in
1989.  Mr.  Bryan's  studio produces fins and commercial art products, including
sculpture  and  paintings.

Item  10.  Executive  Compensation.

Robert  Bryan,  the  President,  Secretary,  Treasurer  &  Director has received
compensation  on  October  2, 2000 he received $5,702.00 and October 20, 2000 he
received  $4,439.00  for  services  rendered  during  his  tenure.

Item  11.  Security  Ownership  of  Certain  Beneficial  Owners  and Management.

The following table sets forth as of December 31, 2000, certain information with
regard to each person known by our Company to own beneficially 5% or more of our
Company's  Common  Stock,  as  well as the Common Stock ownership of the all the
executive  officers  and  Directors of our Company as a group.  Unless otherwise
stated,  the  persons  named  in the table have sole voting and investment power
with  respect  to  all  Common  Stock  shown  as  beneficially  owned  by  them.

Name  and  Address             Common  Stock            Percent  of  Beneficial
-------------------------------------------------------------------------------
Owner(1)
--------
Bryan  Design  (2)              548,316                          50%
P.O.  Box  3588
Santa  Rosa,  CA  95402

Edwin  Mendlinger              262,225                           24%
160  East  65th  Street,
Apt.  12F
New  York,  New  York  10021

All  Directors  and  Officers       0                              0
as  a  Group  (1  person)(2)


(1)          Based  on  1,100,650  shares  outstanding  as of December 31, 2000.
(2)          Robert  Bryan,  the  Company's  President and sole Director, is the
owner  and  operator  of  Bryan  Design.

Item  12.  Certain  Relationships  and  Related  Transactions.

On July 3, 2000, the Company entered into a Stock Purchase Agreement with Robert
Bryan,  whereupon,  among  other  things,  Robert Bryan and/or Assigns, acquired
4,766,320  of  newly  issued  shares  of the Company's common stock resulting in
10,000,000  shares being issued and outstanding, in return for $200,000 or, at a
price  of  $0.042 per share.  This transaction was consummated on July 21, 2000.

Robert  Bryan,  the  Company's  President  and  sole  Director, is the owner and
operator  of  Bryan  Design,  which  owns 548,316 shares of the Company's common
stock  or,  50%.

Item  13.  Exhibits  and  Reports  on  Form  8-K.


     INDEX  TO  EXHIBITS

Ex-17     *     Resignation  of  Officers  and  Directors

Ex-17.1     *     Acceptance  of  New  Officers


*     The  listed  exhibits  are  incorporated  herein  by this reference to the
Current  Report  on  Form  8-K,  filed  by  the  Company with the Securities and
Exchange  Commission  on  December  15,  2000.


<PAGE>


     SIGNATURES

Pursuant  to  the  requirements  of Section 12 of the Securities Exchange Act of
1934, the registrant has duly caused this registration statement to be signed on
its behalf by the undersigned, thereunto duly authorized this 16th day of April,
2001.

                           CENTURY LABORATORIES, INC.


                   /s/_______________________________________
                           By: Robert Bryan, President


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