UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-QSB

[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES
EXCHANGE ACT OF 1934

                For the quarterly period ended December 31, 2004

[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE
ACT OF 1934
               For the transition period from ________ to ________
                          Commission file # 333-106291

                              AMP PRODUCTIONS, LTD.
                              ---------------------
             (Exact Name of Registrant as Specified in its Charter)

             NEVADA                                      98-0400189
             ------                                      ----------
     (State or other jurisdiction of                  (I.R.S. Employer
      incorporation or organization)                Identification number)

         500-666 BURRARD STREET, VANCOUVER, BRITISH COLUMBIA     V6C 2X8
         ---------------------------------------------------     -------
             (Address of principal executive offices)           (Zip Code)

                    Issuer's telephone number: (604) 639-3169

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

     Securities registered pursuant to Section 12(g) of the Act: COMMON STOCK,
                                $0.0001 PAR VALUE

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  Issuer  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  contained in this form, and no disclosure will be contained, to
the  best  of  Issuer'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.  [   ]

As  of  December  31,  2004, the Issuer had 9,063.400 shares of its Common Stock
outstanding.

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


<PAGE>
                         PART I -- FINANCIAL INFORMATION

ITEM 1.     FINANCIAL STATEMENTS

<TABLE>
<CAPTION>
AMP PRODUCTIONS, LTD.
(A development stage company)


Balance Sheet
December 31, 2004
(Unaudited - Prepared by Management)
(EXPRESSED IN U.S. DOLLARS)
                                                                         December 31, 2004    March 31, 2004
-------------------------------------------------------------------------------------------------------------

ASSETS

CURRENT
<S>                                                                      <C>                  <C>
  Cash and cash equivalents                                              $          57,078    $        9,124

SCREENPLAYS (Note 5)                                                                     -                 -
------------------------------------------------------------------------------------------------------------

TOTAL ASSETS                                                             $          57,078    $        9,124
============================================================================================================

LIABILITIES AND STOCKHOLDERS' DEFICIENCY

LIABILITIES

CURRENT
  Accounts payable and accrued liabilities                               $               2    $       11,469
  Due to related parties (Note 5)                                                    2,000             5,000
  Promissory note and accrued interest (Note 3)                                          -            10,324
------------------------------------------------------------------------------------------------------------

TOTAL LIABILITIES                                                                    2,002            26,793
------------------------------------------------------------------------------------------------------------

STOCKHOLDERS' DEFICIENCY

SHARE CAPITAL
  Authorized:
    100,000,000 common shares with a par value of $0.0001 per share
  Issued and outstanding:  9,063,400 common shares                                     906               810
               (March 31, 2003 - 8,000,000)
ADDITIONAL PAID-IN CAPITAL                                                         101,234             4,790

(DEFICIT) ACCUMULATED DURING THE DEVELOPMENT STAGE                                 (47,064)          (23,269)
------------------------------------------------------------------------------------------------------------

TOTAL STOCKHOLDERS' EQUITY (DEFICIT)                                                55,076           (17,669)
------------------------------------------------------------------------------------------------------------


TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT                              $          57,078    $        9,124
============================================================================================================

<FN>
THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.
</TABLE>

<PAGE>

<TABLE>
<CAPTION>
AMP PRODUCTIONS, LTD.
(A development stage company)

Statement of Stockholders' Deficiency
For the period from February 27, 2003 (inception) to December 31, 2004
(Unaudited - Prepared by Management)
(EXPRESSED IN U.S. DOLLARS)


                                                                                                  Deficit            Total
                                                  Common stock           Additional    accumulated during    stockholders'
                                                Shares    Amount    paid-in capital     development stage       deficiency
---------------------------------------------------------------------------------------------------------------------------

<S>                                          <C>          <C>       <C>                <C>                   <C>
Issuance of common stock for cash
  March 3, 2003, $0.0001 per share           8,000,000    $  800    $             -    $                -    $         800

Screenplays transferred from a shareholder           -         -             (5,000)                    -           (5,000)

Comprehensive income (loss)
  Loss for the period                                -         -                  -                (8,216)          (8,216)
---------------------------------------------------------------------------------------------------------------------------

Balance, March 31, 2003                      8,000,000    $  800    $        (5,000)   $           (8,216)   $     (12,416)
---------------------------------------------------------------------------------------------------------------------------

Issuance of common stock for cash
  March 19, 2004, $0.0001 per share             98,000        10              9,790                     -            9,800

Comprehensive income (loss)
  Loss for the period                                -         -                  -               (15,053)         (15,053)
---------------------------------------------------------------------------------------------------------------------------

Balance, March 31, 2004                      8,098,000    $  810    $         4,790    $          (23,269)   $     (17,669)
---------------------------------------------------------------------------------------------------------------------------

Issuance of common stock for cash
  April 1, 2004 to June 16, 2004               965,400    $   96    $        96,444                     -           96,540

Comprehensive income (loss)
  Loss for the period                                -         -                  -               (23,795)         (23,795)
---------------------------------------------------------------------------------------------------------------------------

Balance, December 31, 2004                   9,063,400    $  906            101,234               (47,064)          55,076
===========================================================================================================================

<FN>
THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.
</TABLE>
<PAGE>

<TABLE>
<CAPTION>
AMP PRODUCTIONS, LTD.
(A development stage company)

Statement of Operations
(Unaudited - Prepared by Management)
(EXPRESSED IN U.S. DOLLARS)

                                          Cumulative
                                         February 27
                                                2003    Three Months    Three Months    Nine Months    Nine Months
                                      (inception) to           Ended           Ended          Ended          Ended
                                         December 31     December 31     December 31    December 31    December 31
                                                2004            2004            2003           2004           2003
--------------------------------------------------------------------------------------------------------------------

GENERAL AND ADMINISTRATIVE EXPENSES
<S>                                   <C>               <C>             <C>             <C>            <C>
  Accounting                          $        7,955    $          -    $       (402)   $     2,231    $     3,425
  Consulting                                   9,427           1,000               -          4,000              -
  Interest and bank charges                    1,298               -              74            294            225
  Legal                                        5,105               -             140         (1,408)         5,773
  Listing and filing fees                      5,111               -               -            661              -
  Office                                      19,702           4,127              19         19,544             96
  Printing                                     1,000               -               -              -              -
  Transfer Expenses                              801               -               -            801              -
--------------------------------------------------------------------------------------------------------------------

OPERATING (LOSS)                             (50,399)         (5,127)           (169)       (26,123)        (9,519)
--------------------------------------------------------------------------------------------------------------------

OTHER INCOME
  Foreign exchange gain (loss)                 3,335             436               -          2,328              -
--------------------------------------------------------------------------------------------------------------------

NET LOSS FOR THE PERIOD               $      (47,064)     $   (4,691)   $        169   $    (23,795)   $    (9,519)

BASIC AND DILUTED LOSS PER SHARE                          $     0.00    $       0.00   $       0.00    $      0.00
====================================================================================================================

WEIGHTED AVERAGE NUMBER OF
  COMMON SHARES OUTSTANDING
  - basic and diluted                                      8,601,788       8,000,000      8,601,788      8,000,000
====================================================================================================================

<FN>
THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.
</TABLE>
<PAGE>

<TABLE>
<CAPTION>

AMP PRODUCTIONS, LTD.
(A development stage company)

Statement of Cash Flows
(Unaudited - Prepared by Management)
(EXPRESSED IN U.S. DOLLARS)

                                                       Cumulative
                                                      February 27          Three          Three           Nine           Nine
                                                             2003         Months         Months         Months         Months
                                                   (inception) to          Ended          Ended          Ended          Ended
                                                      December 31    December 31    December 31    December 31    December 31
                                                             2004           2004           2003           2004           2003
<S>                                                <C>               <C>            <C>            <C>            <C>
------------------------------------------------------------------------------------------------------------------------------

CASH FLOWS FROM (USED IN) OPERATING ACTIVITIES
Loss for the period                                $      (47,064)   $    (4,691)   $       169    $   (23,795)       $(9,519)
Changes in non-cash working capital items:

  - increase (decrease) in accounts payable
    and accrued liabilities                                     2              -           (261)       (11,467)         3,543
------------------------------------------------------------------------------------------------------------------------------

                                                          (47,062)        (4,691)           (92)       (35,262)        (5,976)
------------------------------------------------------------------------------------------------------------------------------

CASHFLOWS USED IN INVESTING ACTIVITIES
  purchase of screenplays                                  (3,000)             -              -         (3,000)             -
  payment of promissory note                              (10,000)             -              -        (10,000)             -
------------------------------------------------------------------------------------------------------------------------------

                                                          (13,000)             -              -        (13,000)             -
------------------------------------------------------------------------------------------------------------------------------

CASH FLOWS FROM FINANCING ACTIVITIES
  Promissory note                                          10,000              -             74           (324)           225
  Proceeds from issuance of common stock                  107,140              -              -         96,540              -
------------------------------------------------------------------------------------------------------------------------------

                                                          117,140              -             74         96,216            225
------------------------------------------------------------------------------------------------------------------------------

INCREASE IN CASH AND CASH EQUIVALENTS                      57,078         (4,691)           (18)        47,954         (5,751)

CASH AND CASH EQUIVALENTS, beginning of period                  -         61,769             52          9,124          5,785
------------------------------------------------------------------------------------------------------------------------------

CASH AND CASH EQUIVALENTS, end of period           $       57,078    $    57,078    $        34    $    57,078             34
==============================================================================================================================

SUPPLEMENTAL INFORMATION:
  Non-cash investing activities:  Screenplays      $       (5,000)   $         -    $         -    $         -              -
==============================================================================================================================

<FN>
THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.
</TABLE>
<PAGE>



AMP  PRODUCTIONS,  LTD.
(A development stage company)
Notes to Financial Statements
December 31, 2004
(Unaudited - Prepared by Management)
(EXPRESSED IN U.S. DOLLARS)
---------------------------

1.     INCORPORATION  AND  CONTINUANCE  OF  OPERATIONS

The  Company  was  formed  on  February  27, 2003 under the laws of the State of
Nevada.  The  Company  has not commenced planned principal operations, producing
filmed  entertainment.  The company is considered a development stage company as
defined  in  SFAS  No.  7.  The  Company  has  an  office  in Vancouver, Canada.

These  financial  statements  have  been  prepared  in accordance with generally
accepted accounting principles applicable to a going concern, which contemplates
the realization of assets and the satisfaction of liabilities and commitments in
the  normal  course  of  business. The Company has incurred operating losses and
requires  additional  funds  to  maintain its operations.  Management's plans in
this  regard  are  to  raise  equity  financing  as  required.

These conditions raise substantial doubt about the Company's ability to continue
as  a  going concern.  These financial statements do not include any adjustments
that  might  result  from  this  uncertainty.

The  Company  has  not  generated  any  operating  revenues  to  date.

2.     SIGNIFICANT  ACCOUNTING  POLICIES

(a)     Cash and Cash Equivalents

Cash  equivalents  comprise certain highly liquid instruments with a maturity of
three months or less when purchased.  As of December 31, 2004 and 2003, cash and
cash  equivalents  consist  of  cash  only.

(b)     Accounting  Estimates

The  preparation  of  financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect  the  reported  amounts  of  assets  and  liabilities  and  disclosure of
contingent  assets  and  liabilities at the date of the financial statements and
the  reported  amounts  of  revenues  and  expenses during the reporting period.
Actual  results  could  differ  from  those  estimates  and  assumptions.

(c)     Advertising  Expenses

The  Company  expenses  advertising costs as incurred.  There was no advertising
expenses  incurred  by  the Company for the period ended December 31, 2004, 2004
and  2003.

(d)     Loss  Per  Share

Loss  per  share  is  computed  using  the  weighted  average  number  of shares
outstanding  during  the period. The Company has adopted SFAS No. 128, "Earnings
Per  Share".  Diluted  loss  per  share  is  equivalent to basic loss per share.

<PAGE>
AMP  PRODUCTIONS,  LTD.
(A development stage company)
Notes to Financial Statements
December 31, 2004
(Unaudited - Prepared by Management)
(EXPRESSED IN U.S. DOLLARS)
---------------------------

2.     SIGNIFICANT ACCOUNTING POLICIES (continued)


(e)     Concentration  of  Credit  Risk

The  Company  places  its  cash  and  cash  equivalents with high credit quality
financial  institutions.  As of December 31, 2004, the Company had no balance in
a  bank  beyond  insured  limits.

(f)     Foreign  Currency  Transactions

The  Company  is  located and operating outside of the United States of America.
It  maintains  its  accounting  records  in  U.S.  Dollars,  as  follows:

At  the  transaction  date,  each  asset,  liability,  revenue  and  expense  is
translated  into  U.S. dollars by the use of the exchange rate in effect at that
date.  At  the  period  end,  monetary  assets and liabilities are remeasured by
using  the exchange rate in effect at that date.  The resulting foreign exchange
gains  and  losses  are  included  in  operations.

(g)     Fair  Value  of  Financial  Instruments

The  respective carrying value of certain on-balance-sheet financial instruments
approximated  their  fair  value.  These  financial instruments include cash and
cash  equivalents,  accounts payable and accrued liabilities and promissory note
and  accrued  interest.  Fair values were assumed to approximate carrying values
for  these  financial instruments, except where noted, since they are short term
in  nature  and  their  carrying  amounts  approximate  fair  values or they are
receivable  or payable on demand.  Management is of the opinion that the Company
is  not  exposed  to  significant  interest  or  credit risks arising from these
financial  instruments.  The  Company  is operating outside the United States of
America  and  has  significant  exposure  to  foreign  currency  risk due to the
fluctuation  of  currency  in  which  the  Company  operates  and  U.S.  dollar.

(h)     Income  Taxes

The  Company  has  adopted  Statement  of Financial Accounting Standards No. 109
(SFAS 109), Accounting for Income Taxes, which requires the Company to recognize
deferred  tax liabilities and assets for the expected future tax consequences of
events  that  have  been recognized in the Company's financial statements or tax
returns using the liability method.  Under this method, deferred tax liabilities
and  assets  are  determined  based  on  the  temporary  differences between the
financial  statement  and  tax bases of assets and liabilities using enacted tax
rates  in  effect in the years in which the differences are expected to reverse.

<PAGE>
AMP  PRODUCTIONS,  LTD.
(A development stage company)
Notes to Financial Statements
December 31, 2004
(Unaudited - Prepared by Management)
(EXPRESSED IN U.S. DOLLARS)
---------------------------

2.     SIGNIFICANT ACCOUNTING POLICIES   (continued)


(i)     Stock-Based  Compensation

The Company has adopted the disclosure-only provisions of Statement of Financial
Accounting  Standards  No.  123  (SFAS  123),  Accounting  for  Stock-based
Compensation.  SFAS  123  encourages, but does not require, companies to adopt a
fair  value  based  method  for  determining  expense  related  to  stock-based
compensation.  The  Company  accounts  for  stock-based  compensation  issued to
employees  and  directors  using  the intrinsic value method as prescribed under
Accounting  Principles  Board  Opinion  No.  25,  Accounting for Stock Issued to
Employees  and  related  interpretations.

The  Company  did  not  grant  any stock options during the year ended March 31,
2004,  or  the  period  ending  December  31,  2004.

(j)     Comprehensive  Income

The  Company  adopted  Statement of Financial Accounting Standards No. 130 (SFAS
130),  Reporting Comprehensive Income, which establishes standards for reporting
and  display  of  comprehensive income, its components and accumulated balances.
The  Company  is  disclosing  this information on its Statement of Stockholders'
Equity  (Deficiency).  Comprehensive  income  comprises  equity  except  those
resulting  from  investments by owners and distributions to owners.  The Company
has  no  elements of "other comprehensive income" for the period ended March 31,
2004.

(k)     Goodwill and Intangible Assets

Goodwill  represents  the  excess  of cost over fair value of assets of business
acquired.  Goodwill and intangible assets acquired in a business combination and
determined  to have an indefinite useful life are not amortized, but instead are
tested  for  impairment  at  least annually in accordance with the provisions of
Statement  of Financial Accounting Standards ("SFAS") No. 142 also requires that
intangible assets with estimable useful lives be amortized over their respective
estimated  useful  lives  to  their  estimated residual values, and reviewed for
impairment  in  accordance  with  SFAS  No.  144,  Accounting  for Impairment or
Disposal  of  Long-Lived  Assets.

(l)     Accounting  for  Derivative  Instruments  and  Hedging  Activities

The  Company  has  adopted  Statement  of Financial Accounting Standards No. 133
(SFAS  133)  Accounting  for  Derivative  and Hedging Activities, which requires
companies  to recognize all derivative contracts as either assets or liabilities
in  the  balance sheet and to measure them at fair value.  If certain conditions
are  met,  a derivative may be specifically designated as a hedge, the objective
of  which  is  to  match  the timing of gain and loss recognition on the hedging
derivative  with  the  recognition  of  (i) the changes in the fair value of the
hedged  asset  or liability that are attributable to the hedged risk or (ii) the
earnings  effect  of  the  hedged  forecasted transaction.  For a derivative not
designated  as a hedging instrument, the gain or loss is recognized in income in
the  period  of  change.

The  Company  has not entered into derivative contracts either to hedge existing
risks  or  for  speculative  purposes.

<PAGE>
AMP  PRODUCTIONS,  LTD.
(A development stage company)
Notes to Financial Statements
December 31, 2004
(Unaudited - Prepared by Management)
(EXPRESSED IN U.S. DOLLARS)
---------------------------

2.     SIGNIFICANT ACCOUNTING POLICIES   (continued)


(m)     Long-Lived  Assets  Impairment

Long-term  assets  of  the  Company  are  reviewed when changes in circumstances
require  as  to  whether  their  carrying value has become impaired, pursuant to
guidance  established  in  Statement  of  Financial Accounting Standards No. 144
(SFAS  144),  Accounting  for  the  Impairment or Disposal of Long-Lived Assets.
Management  considers  assets  to  be impaired if the carrying value exceeds the
future  projected  cash  flows  from  the  related  operations (undiscounted and
without interest charges).  If impairment is deemed to exist, the assets will be
written  down  to  fair  value.

(n)     New  Accounting  Pronouncements

In  May  2003,  the  FASB  issued SFAS No. 150, Accounting for Certain Financial
Instruments with Characteristics of both Liabilities and Equity.  This Statement
establishes  standards  for  how  an  issuer  classifies  and  measures  certain
financial  instruments  with characteristics of both liabilities and equity.  It
requires that an issuer classify a financial instrument that is within its scope
as a liability (or an asset in some circumstances).  This Statement is effective
for  financial  instruments  entered  into  or  modified after May 30, 2003, and
otherwise  is  effective  at the beginning of the first interim period beginning
after  June  15,  2003.  The adoption of SFAS No. 150 does not have an impact on
the  Company's  financial  statements.

In  December  2003, the FASB issued SFAS No. 132(R), a revision to SFAS No. 132,
Employer's  Disclosure  about  Pensions and Other Postretirement Benefits.  SFAS
No.  132(R) requires additional disclosure about assets, obligations, cash flows
and net periodic benefit cost of defined benefit pension plans and other defined
benefit  post  retirement plans, SFAS No. 132(R) is effective for the financials
statements  with fiscal years ending after December 15, 2003, with the exception
of disclosure requirements related to foreign plans and estimated future benefit
payments  which  are  effective for the fiscal years ending after June 15, 2004.
The  adoption  of  SFAS  No.  132(R)  does  not  have an impact on the Company's
financial  position  or  results  of  operations.

In  December,  2003, the American Institute of certified Public Accounts and the
Securities  and Exchange Commission ("SEC") expressed the opinion that rate-lock
commitments  represent  written  put  options,  and  therefore  be  valued  as a
liability.  The  SEC  expressed  that  they  expect  registrants to disclose the
effect  on  the  financial statement of recognizing the rate-lock commitments as
written  put  options,  for  quarters  commencing  after  March  15,  2004.
Additionally,  the  SEC recently issued Staff Accounting Bulletin (SAB) No. 105.
SAB  No.  105 clarifies the SEC's position that the inclusion of cash flows from
servicing or ancillary income in the determination of the fair value of interest
rate  lock  commitments  is not appropriate.  The Company has not yet determined
the impact on the financial statements of SAB No. 105, which must be implemented
for  loan  commitments  entered  into on or after April 1, 2004.  The Company is
currently  analyzing  the  impact  of  the SEC's position and will, if required,
account  for  its  loan  origination  commitments  prescribed.



<PAGE>
AMP  PRODUCTIONS,  LTD.
(A development stage company)
Notes to Financial Statements
December 31, 2004
(Unaudited - Prepared by Management)
(EXPRESSED IN U.S. DOLLARS)
---------------------------

2.     SIGNIFICANT ACCOUNTING POLICIES   (continued)

(n)     New Accounting Pronouncements (continued)

In  January  2003,  the  FASB  released  FASB  Interpretation No. 46 ("FIN 46"),
"Consolidation  of Variable Interest Entities," FIN 46 requires that all primary
beneficiaries  of variable interest entities consolidate that entity.  FIN 46 is
effective  immediately  for variable interest entities created after January 31,
2003  and  to  variable  interest  entities  in  which  an enterprise obtains an
interest after that date.  It applies in the first fiscal year or interim period
beginning  after  June  15,  2003  to  variable  interest  entities  in which an
enterprise  holds  a  variable interest it acquired before February 1, 2003.  In
December  2003,  the  FASB published a revision to FIN 46 ("FIN 46R") to clarify
some  of the provisions of the interpretation and to defer the effective date of
implementation  for  certain  entities.  Under the guidance of FIN 46R, entities
that  do  not  have  interests  in  structures  that are commonly referred to as
special  purpose  entities  are  required  to  apply  the  provision  of  the
interpretation  in financial statements for periods ending after March 14, 2004.
The Company did not create a variable interest entity after January 31, 2003 and
does  not  have a variable interest entity as of December 31, 2003.  The Company
expects  that  the  full  adoption  of  FIN 46R in 2004 will not have a material
impact  on  the  Company's  financial  position  or  results  of  operations.

3.     PROMISSORY  NOTE  AND  ACCRUED  INTEREST,  PAID  IN  FULL  JUNE  16, 2004

--------------------------------------------------------------------------------
          Principal, unsecured and bearing interest at 3% per annum     $ 10,000
          Accrued interest                                                   387
--------------------------------------------------------------------------------
                                                                        $ 10,387
================================================================================

4.     INCOME  TAXES
As  at  March  31,  2004,  the  Company  has  estimated  net  operating  losses
carryforward  for  tax  purposes of $23,000.  This amount may be applied against
future  federal  taxable  income.  The Company evaluates its valuation allowance
requirements  on  an  annual  basis  based on projected future operations.  When
circumstances  change  and  this causes a change in management's judgement about
the  realizability  of  deferred  tax  assets,  the  impact of the change on the
valuation  allowance  is  generally  reflected  in  current  income.

The  tax  effects  of  temporary  differences  that  give  rise to the Company's
deferred  tax  asset  (liability)  are  as  follows:

--------------------------------------------------------------------------------
                                                                 2004       2003
--------------------------------------------------------------------------------
     Tax  loss  carry  forwards                               $8,000     $4,550
     Valuation  allowance                                     (8,000)    (4,550)
--------------------------------------------------------------------------------
                                                              $    -     $    -
================================================================================

5.     RELATED  PARTY  TRANSACTIONS  AND  COMMITMENTS

On  March  2,  2003,  the  Company  entered  into two purchase agreements with a
director of the Company to acquire two screenplays.  Pursuant to the agreements,
the  Company  is  granted  an  option,  for a period of one year, to acquire all
rights,  titles  and interests for the above two screenplays.  The consideration
for  the  option of acquisition is $2,500, with the total consideration for both
options  being  $5,000.  As  at  December  31,  2004, the sum of $2,000 remained
unpaid  and  is  included  in  accounts  payable  and  stockholders' equity.  In
accordance  with  SEC  Staff  Accounting  Bulletin 5G: Transfers of Non-monetary
Assets  by  Promoters  or  Shareholders,  the  asset value of the screenplays is
recorded  at  nil,  as  it  is  the  transferor's  historical  cost.

The  purchase  prices  for  the  two  screenplays  will  be $10,000 and $20,000,
respectively,  plus  the  following  contingent  compensations  for  each of the
screenplays:

<PAGE>
AMP  PRODUCTIONS,  LTD.
(A development stage company)
Notes to Financial Statements
December 31, 2004
(Unaudited - Prepared by Management)
(EXPRESSED IN U.S. DOLLARS)
---------------------------

5.     RELATED  PARTY  TRANSACTIONS  AND  COMMITMENTS  (continued)

(a)     In  the event that a theatrical or television motion picture is produced
by  the  Company  or  its assigns, based on the Property (the "Picture") and the
budget  of  the  Picture  as  of  the  first day of principal photography and as
allowed  by all entities financing or guaranteeing completion of the Picture, is
not  less  than  $1,500,000, the vendor shall receive additional compensation to
make  the  Purchase  Price  equivalent  to  the  Script  Fee payable to a writer
pursuant  to  the  most current Independent Production Agreement of the Writer's
Guild  of  Canada.

(b)     In  addition  to the amounts set out above, the Company shall pay to the
vendor  3%  of  100%  of  the  Company's  "Net  Profits"  of the Picture, or any
television  series,  pilot  or  movie-of-the-week  (as  that term is used in the
entertainment  industry) that derives directly from the Property.  "Net Profits"
will  be  defined,  computed,  accounted  for  and  paid  in accordance with the
Company's  standard  Net  Profits definition based on the Company's "break even"
negative  cost  position after payment of all reasonable production expenses and
receipt  by  the  Company  of  all  distribution advances and gross receipt from
exploitation  of  the  Picture  and  the  Property.

6.     COMPARATIVE FIGURE

     Certain of the comparative figures have been reclassified to conform to the
current year's presentation.


<PAGE>
ITEM 2.     MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS

Financial Condition, Liquidity and Capital Resources

Since inception on February 27, 2003, the purpose of our Company has been to
develop and produce commercially salable feature-length motion pictures that can
be produced for up to $10 million, but which have enduring value in all media.
Our Company's principal capital resources have been acquired through issuance of
common stock and from shareholder loans.

On December 31, 2004, we had negative working capital of $(47,064) compared to
negative working capital of $(23,269) on March 31, 2004.  This change is
primarily the result of office expenses, and expenses arising from our public
offering.

On December 31, 2004, our Company had total assets of $55,076 consisting of
cash, which compares with our Company's assets on March 31, 2004, of $9,124.

On December 31, 2004, our Company's total liabilities were $2,002. Our total
liabilities on March 31, 2004, were $26,793. The decrease in liabilities arose
primarily from the payment in full of our outstanding promissory note in the
amount of $10,387 (principal and interest), and the payment of debts owing to
trade creditors.

Our Company has not earned revenue since inception.  Until the Company commences
business operations, it expects to survive primarily with funding from sales of
its securities and, as necessary, from shareholder loans.

Our Company issued a promissory note to an unrelated party on March 3, 2003.
Under the terms of the note, which was unsecured, we agreed to pay the lender
the sum of $10,000 on March 3, 2005, with interest accruing at an annual
interest rate of 5%.  Proceeds from the loan were used to pay for legal fees,
accounting fees, and miscellaneous expenses.  On June 16, 2004, we repaid in
full the principal and all accrued interest ($387).

Results of Operations

Our Company posted losses of $4,691 and $23,795 for the three and nine month
periods ended December 31, 2004. The principal components of the loss were
consulting fees for script reading services and office rent.  Operating expenses
for the three and nine month periods ended December 31, 2004 were $5,127 and
$26,123 compared to operating expenses of $169 and $9,519 for the three and nine
month periods ended December 31, 2003.

ITEM 3.    CONTROLS AND PROCEDURES

(a)     Evaluation of Disclosure Controls and Procedures.

Our Chief Executive Officer, who is also our Chief Financial Officer, has,
within 90 days of the filing date of this report, evaluated our internal
controls and procedures designed to ensure that information required to be
disclosed in reports under the Securities Exchange Act of 1934 is recorded,
processed, summarized and reported within specified time periods. After such
review, the Company's Chief Executive Officer and Chief Financial Officer
concluded that said information was accumulated and communicated to management
as appropriate to allow timely decisions regarding required disclosure.

(b)     Changes in Internal Controls.

There were no significant changes in our internal controls or in other factors
that could significantly affect these controls subsequent to the evaluation
referred to in paragraph (a) above.

<PAGE>
PART II.     OTHER INFORMATION

ITEM 1.     LEGAL PROCEEDINGS

The Company is not a party to any material legal proceedings and to its
knowledge, no such proceedings are threatened or contemplated.

ITEM 2.     CHANGES IN SECURITIES AND USE OF PROCEEDS

At present, our common stock is not traded publicly.

As of December 31, 2004, there were 22 owners of  record of the Company's common
stock.

RECENT SALES OF REGISTERED SECURITIES

On March 23, 2003, AMP issued 6,000,000 restricted common shares to our
President, Treasurer and director, Thomas E. Mills, in exchange for a cash
payment on behalf of AMP of $600.  The shares were issued without registration
under the Securities Act of 1933 in reliance on an exemption from registration
provided by Section 4(2) of the Securities Act.  No general solicitation was
made in connection with the offer or sale of these securities.

On March 26, 2003, AMP issued 2,000,000 restricted common shares to our
Vice-President, Secretary and Director, Fidel Thomas, in exchange for a cash
payment on behalf of AMP of $200.  The shares were issued without registration
under the Securities Act of 1933 in reliance upon an exemption from registration
provided by Section 4(2) of the Securities Act.  No general solicitation was
made in connection with the offer or sale of these securities.

DIVIDEND POLICY

Our Board of Directors may declare and pay dividends on outstanding shares of
common stock out of funds legally available therefor in our sole discretion;
however, to date no dividends have been paid on common stock and we do not
anticipate the payment of dividends in the foreseeable future.

USE OF PROCEEDS FROM REGISTERED SECURITIES

On June 19, 2003, we filed Registration Statement with the Securities and
Exchange Commission in respect of an initial public offering of 1,750,000 shares
of our voting common stock at an offering price of $0.10 per share.  On December
18, 2003, the Securities and Exchange Commission declared our Form SB-2
Registration Statement (Commission  File  No. 333-106291) effective.

Our offering commenced on January 23, 2004, and terminated on June 16, 2004,
prior to the sale of all our shares.  We sold a total of 1,063,400 shares
through the offering at a price of $0.10 per share, resulting in gross proceeds
of $106,340.

The following table sets out the calculation of net proceeds from our public
offering during the period from December 18, 2003, the effective date of our
Form SB-2 Registration Statement, until  December 31, 2004:

                                                                      Amount ($)

Gross offering proceeds as of December 31, 2004                          106,340

Offering  expenses incurred from
December 18, 2003 to December 31, 2004
     SEC Registration Fee                                                     15
     Printing & Shipping Expenses                                          1,000
     Accounting Fees (1)                                                   5,508
     Legal Fees                                                            7,014
     Transfer & Miscellaneous Expenses                                       912
--------------------------------------------------------------------------------
                                                                          14,449

Use of Net Proceeds from December 18, 2003 to December 31, 2004
     Options to Acquire Literary Properties                                3,000
     Debt Repayment                                                       10,387
     Working Capital (2)                                                  13,179
     Motion Picture Preproduction                                          4,000
     Equipment                                                             4,330
--------------------------------------------------------------------------------
                                                                          34,896

Net offering proceeds as of December 31, 2004                             56,995

(1)  The value of services rendered by our independent accountant exceeded the
anticipated total of $3,000.
(2)  Includes $2,199 reimbursed to our President, Thomas Mills, for
disbursements incurred by him on behalf of AMP Productions, Ltd., primarily for
travel and office expenses.


ITEM 3.     DEFAULT UPON SENIOR NOTES

Not applicable.


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

None.


ITEM 5.     OTHER INFORMATION

None.


ITEM 6.    EXHIBITS

          DESCRIPTION
(A)     EXHIBIT
===     =======

31.1    Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant
        to Section 906 of the Sarbanes-Oxley Act of 2002

32.1    Certifications Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant
        to Section 906 Of The Sarbanes-Oxley Act Of 2002


SIGNATURES

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

     AMP PRODUCTIONS, LTD.
(Registrant)

Date: February 14, 2005          /s/ Thomas E. Mills
                                 -------------------
Thomas E. Mills
President & Chief Financial Officer