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

FORM 10-Q

(Mark One)

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

For the quarterly period ended March 31, 2008

[  ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934

For the transition period from ___________ to ___________

Commission file number 333-108715

G2 VENTURES, INC. ______________________________________________________________

|Texas                                                              |  | 98-0221494                          
|------------------------------------------------------------------ |  | ------------------------------------
|(State or other jurisdiction of
    incorporation or organization) |  | (I.R.S. Employer Identification No.)
|                                                                   |  |                                     
|1810 Three Galleria Tower, 13155
    Noel Road, Dallas, Texas      |  | 75240                               
|(Address of principal executive
    offices)                       |  | (Zip Code)                          

(972) 726-9203 ______________________________________________________________(Registrant's telephone number, including area code)

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

Indicate by check mark whether the
registrant (1) has filed all reports required to be filed by Section 13 or 15(d)
of the Securities Exchange Act of 1934 during the preceding 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  ̈  
No
Q ;

Indicate by check mark whether the
registrant is a large accelerated filer, an accelerated filer, a non-accelerated
filer, or a smaller reporting company. See definitions of "large accelerated
filer," "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the
Exchange Act. (Check one):

|Large accelerated filer  ̈                                                    | Accelerated filer   ̈       
|---------------------------------------------------------------------------- | ---------------------------
|Non-accelerated filer    ̈ 
    (Do not check if a smaller reporting company) | Smaller reporting company
Q

Indicate by check mark whether the registrant is a
shell company (as defined in Rule 12b-2 of the Exchange Act).  Yes  ̈  
No
Q

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APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY 
PROCEEDINGS DURING THE PRECEDING FIVE YEARS
Indicate by check mark whether the registrant has filed all
documents and reports required to be filed by Section 12, 13, or 15(d) of the
Securities Exchange Act of 1934 subsequent to the distribution of securities
under a plan confirmed by a court.   Yes  ̈  
No  ̈
APPLICABLE ONLY TO CORPORATE ISSUERS
Indicate the number of shares outstanding of each of the
issuer's classes of common stock, as of the latest practicable date: 3,500,000
shares of Common Stock, par value $0.001 per share, issued and outstanding on
May 15, 2008.
TABLE OF CONTENTS

|           |                       |                                                                                   | Page
|---------- | --------------------- | --------------------------------------------------------------------------------- | ----
|           |                       |                                                                                   |     
|PART I     | FINANCIAL INFORMATION | 1                                                                                
|           |                       |                                                                                   |     
|           | Item 1.               | Financial Statements                                                              | 1   
|           |                       |                                                                                   |     
|           |                       | Balance Sheet as of March 31, 2008 (unaudited)
    and December 31, 2007          | 1   
|           |                       | Statements of Operations for the three
    months ended March 31, 2008 and        |     
|           |                       | 2007 and the
    period September 26, 2002 (inception) through                    |     
|           |                       | March 31, 2008 (unaudited)                                                        | 2   
|           |                       | Statements of Stockholders' Deficit for the
    three months ended March 31, 2008 |     
|           |                       | and the
    period September 26, 2002 (inception) through                         |     
|           |                       | March 31, 2008 (unaudited)                                                        | 3   
|           |                       | Statements of Cash Flows for the three
    months ended March 31, 2008            |     
|           |                       | and 2007 and the
    period September 26, 2002 (inception) through                |     
|           |                       | March 31, 2008 (unaudited)                                                        | 4   
|           |                       | Notes to Financial Statements                                                     | 5   
|           |                       |                                                                                   |     
|           | Item 2.               | Management's Discussion and Analysis of                                           |     
|           |                       | Financial Condition and Results of
    Operations                                 | 6   
|           |                       |                                                                                   |     
|           | Item 3.               | Quantitative and Qualitative Disclosures
    about Market Risk                    | 8   
|           |                       |                                                                                   |     
|           | Item 4.               | Controls and Procedures                                                           | 8   
|           |                       |                                                                                   |     
|PART II    | OTHER INFORMATION     | 9                                                                                
|           |                       |                                                                                   |     
|           | Item 6.               | Exhibits                                                                          | 9   
|           |                       |                                                                                   |     
|SIGNATURES |                       | 10                                                                               

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PART I 
FINANCIAL INFORMATIONItem 1. Financial Statements
G2 VENTURES, INC. 
(A DEVELOPMENT STAGE COMPANY)BALANCE SHEET

|                                        |                |                   |   |          
|--------------------------------------- | -------------- | ----------------- | - | ---------
|                                        | March 31, 2008 | December 31, 2007
|                                        | (Unaudited)    |                   |  
|Assets                                  |                |                   |  
|                                        |                |                   |   |          
|                                        |                |                   |   |          
|Current assets:                         |                |                   |   |          
|Cash                                    | $              | 529               | $ | 529      
|                                        |                |                   |   |          
|Total current assets                    |                | 529               |   | 529      
|                                        |                |                   |   |          
|                                        | $              | 529               | $ | 529      
|                                        |                |                   |   |          
|Liabilities and Stockholders' Deficit   |                |                   |  
|                                        |                |                   |   |          
|Current liabilities:                    |                |                   |   |          
|Accounts payable                        | $              | 16,029            | $ | 10,100   
|Stockholder advances                    |                | 102,563           |   | 91,954   
|                                        |                |                   |   |          
|Total current liabilities               |                | 118,592           |   | 102,054  
|                                        |                |                   |   |          
|                                        |                |                   |   |          
|Stockholders' deficit:                  |                |                   |   |          
|Preferred stock, $.001 par value,       |                |                   |   |          
|1,000,000 shares authorized, no         |                |                   |   |          
|shares issued and outstanding, no       |                |                   |   |          
|rights or preferences determined        |                | -                 |   | -        
|Common stock, $.001 par value,          |                |                   |   |          
|200,000,000 shares authorized,          |                |                   |   |          
|3,500,000 shares issued and outstanding |                | 3,500             |   | 3,500    
|Paid in capital in excess of par        |                | 41,290            |   | 41,290   
|Deficit accumulated during the          |                |                   |   |          
|development stage                       |                | (162,853)         |   | (146,315)
|                                        |                |                   |   |          
|Total stockholders' deficit             |                | (118,063)         |   | (101,525)
|                                        |                |                   |   |          
|                                        | $              | 529               | $ | 529      

See accompanying notes.

1

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G2 VENTURES, INC. 
(A DEVELOPMENT STAGE COMPANY)STATEMENTS OF OPERATIONS 
FOR THE THREE MONTHS ENDED MARCH 31, 2008 AND 2007AND THE PERIOD SEPTEMBER 26, 2002 (INCEPTION) THROUGH MARCH 31, 2008 
(UNAUDITED)
Three
    Months
    Three Months
    CumulativeEnded
    Ended
    FromMarch 31, 2008
    
    March 31, 2007
    
    InceptionRevenues
    $
    -
    $
    -
    $
    129,807Cost of revenue
    
    -
    
    -
    
    116,631-
    
    -
    
    13,176Operating expenses:General and administrative
    
    16,538
    
    10,702
    
    176,029Loss before income
    taxes
    (16,538)
    
    (10,702)
    
    (162,853)Provision for income
    taxes
    
    -
    
    -
    
    -Net loss
    $
    (16,538)
    $
    (10,702)
    $
    (162,853)Net loss per share
    $
    .00
    $
    .00Weighted shares
    outstanding
    
    3,500,000
    3,500,000See accompanying notes.
2
G2 VENTURES, INC.(A DEVELOPMENT STAGE COMPANY) 
STATEMENTS OF STOCKHOLDERS' DEFICIT 
FOR THE THREE MONTHS ENDED MARCH 31, 2008 
AND THE PERIOD SEPTEMBER 26, 2002 (INCEPTION) THROUGH 
MARCH 31, 2008 
(UNAUDITED)
AdditionalPreferred Stock
    
    Common Stock
    
    Paid-In
    AccumulatedShares
    
    Amount
    
    Shares
    
    Amount
    
    Capital
    
    Deficit
    
    TotalBalance at September
    26, 2002
    -
    $
    -
    
    -
    $
    -
    $
    -
    $
    -
    $
    -Contributed capital
    -
    
    -
    
    -
    
    -
    
    17,796
    
    -
    
    17,796Net loss
    
    
    
    
    
    
    
    
    
    
    (40,739)
    
    (40,739)Balance at December
    31, 2002
    -
    
    -
    
    -
    
    -
    
    17,796
    
    (40,739)
    
    (22,943)Issuance of common
    stockfor cash
    -
    
    -
    
    3,500,000
    
    3,500
    
    23,494
    
    -
    
    26,994Net loss
    
    
    
    
    
    
    
    
    
    
    (25,149)
    
    (25,149)Balance at December
    31, 2003
    -
    
    -
    
    3,500,000
    
    3,500
    
    41,290
    
    (65,888)
    
    (21,098)Net loss
    -
    
    -
    
    -
    
    -
    
    -
    
    (13,548)
    
    (13,548)Balance at December
    31, 2004
    -
    
    -
    
    3,500,000
    
    3,500
    
    41,290
    
    (79,436)
    
    (34,646)Net loss
    -
    
    -
    
    -
    
    -
    
    -
    
    (16,561)
    
    (16,561)Balance at December
    31, 2005
    -
    
    -
    
    3,500,000
    
    3,500
    
    41,290
    
    (95,997)
    
    (51,207)Net loss
    -
    
    -
    
    -
    
    -
    
    -
    
    (3,611)
    
    (3,611)Balance at December
    31, 2006
    -
    
    -
    
    3,500,000
    
    3,500
    
    41,290
    
    (99,608)
    
    (54,818)Net loss
    -
    
    -
    
    -
    
    -
    
    -
    
    (46,706)
    
    (46,707)Balance at December
    31, 2007
    -
    
    -
    
    3,500,000
    
    3,500
    
    41,290
    
    (146,314)
    
    (101,525)Net loss
    -
    
    -
    
    -
    
    -
    
    -
    
    (16,539)
    
    (16,538)Balance at March 31,
    2008
    -
    $
    -
    
    3,500,000
    $
    3,500
    $
    41,290
    $
    (162,853)
    $
    (118,063)See accompanying notes.
3G2 VENTURES, INC. 
(A DEVELOPMENT STAGE COMPANY) STATEMENTS OF CASH FLOWS FOR THE THREE MONTHS ENDED MARCH 31, 2008 AND 2007 AND THE PERIOD SEPTEMBER 26, 2002 (INCEPTION) THROUGH MARCH 31, 2008 
(UNAUDITED)
CumulativeMarch 31,
    March 31,
    From2008
    2007
    InceptionNet loss
    $
    (16,538)
    $
    (10,702)
    $
    (162,853)Adjustments to
    reconcile net lossto net cash used in operating activities:Increase in accounts payable
    
    5,929
    
    -
    
    16,029Net cash used in
    operating activities
    
    (10,609)
    
    (10,702)
    
    (146,824)Cash flows from
    financing activities:Proceeds from issuance of common stock
    
    -
    
    -
    
    26,994Stockholder advances
    
    10,609
    
    10,702
    
    121,359Repayments to Stockholder
    
    -
    
    -
    
    (1,000)Net cash provided by
    financing activities
    
    10,609
    
    10,702
    
    147,353Net increase in cash
    
    -
    
    -
    
    529Cash at beginning of
    period
    
    529
    
    529
    
    -Cash at end of period
    $
    529
    $
    529
    $
    529Supplemental
    Disclosure of Non CashInvesting and
    Financing ActivitiesStockholder advances
    forgiven asadditional paid in capital
    $
    -
    $
    -
    $
    17,796See accompanying notes.
4
G2 VENTURES, INC. 
(A DEVELOPMENT STAGE COMPANY)NOTES TO FINANCIAL STATEMENTS
1. BASIS OF PRESENTATION
The accompanying unaudited financial statements of G2
Ventures, Inc. (the "Company") have been prepared in accordance with accounting
principles generally accepted in the United States of America for interim
financial statements and with the instructions to Form 10-Q and Regulation S-X
for the three month periods ended March 31, 2008 and 2007 and reflect, in the
opinion of management, all adjustments, which are of a normal and recurring
nature, necessary for a fair presentation of the results for such periods. The
foregoing financial statements do not include all information and footnotes
required by accounting principles generally accepted in the United States of
America for complete financial statements. However, except as disclosed herein,
there has been no material change in the information disclosed in the notes to
financial statements for the year ended December 31, 2007 included in the
Company's Form S-1/A filed with the Securities and Exchange Commission. The
interim unaudited financial statements should be read in conjunction with the
annual financial statements and accompanying notes. Operating results for the
three months ended March 31, 2008 are not necessarily indicative of the results
that may be expected for the year ending December 31, 2008.
2. RELATED PARTIES
During the periods ended March 31, 2008 and 2007 and the
period September 26, 2002 (inception) through March 31, 2008, the Company
received cash operating advances of $10,610, 10,702, and $121,359 respectively,
from the major stockholder of the Company and made repayments of $0, 0, and
$1,000, respectively. The advances are non-interest bearing, unsecured and due
upon demand as funds are available. During the period September 26, 2002
(inception) through December 31, 2002, $17,796 of the advances were forgiven by
the stockholder as additional paid in capital.

5

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Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations

We urge you to read the following discussion in conjunction
with our financial statements and the notes thereto included elsewhere herein.
CAUTION REGARDING FORWARD-LOOKING STATEMENTS
Our prospects are subject to uncertainties and risks. In this
Quarterly Report on Form 10-Q, we make forward-looking statements in this Item 2
and elsewhere that also involve substantial uncertainties and risks. These
forward-looking statements are based upon our current expectations, estimates
and projections about our business and our industry, and reflect our beliefs and
assumptions based upon information available to us at the date of this report.
In some cases, you can identify these statements by words such as "if," "may,"
"might," "will, "should," "expects," "plans," "anticipates," "believes,"
"estimates," "predicts," "potential," "continue," and other similar terms. These
forward-looking statements include, among other things, projections of our
future financial performance and our anticipated growth, descriptions of our
strategies, our product and market development plans, the trends we anticipate
in our business and the market in which we operate, and the competitive nature
and anticipated growth of the market.
We caution readers that forward-looking statements are
predictions based on our current expectations about future events. These
forward-looking statements are not guarantees of future performance and are
subject to risks, uncertainties and assumptions that are difficult to predict.
Our actual results, performance or achievements could differ materially from
those expressed or implied by the forward-looking statements as a result of a
number of factors, including but not limited to the risks and uncertainties
discussed in our other filings with the SEC. We undertake no obligation to
revise or update any forward-looking statement for any reason.
Overview
We are a thinly capitalized independent record label that has
entered into Exclusive Recording Artist Agreements with two musical artists. We
intend to raise capital though our current initial public offering (the "IPO")
to continue pursuit of our business plans to (1) produce and create master
recordings of the artists' work we have under contract, and (2) either sell or
license the recordings to established record labels for distribution. If we are
successful in marketing our artists' master recordings, we intend to produce and
create additional master recordings for them and to use our track record to
solicit additional artists to enter into exclusive contracts for similar
recording and management purposes.
Liquidity

Historical Sources of Liquidity

We have historically funded operations primarily from loans
advanced by Gust Kepler, our sole officer, director and employee. As of March
31, 2008, Mr. Kepler made loans to the Company (and to G2 Companies, Inc. which
were assumed by us in connection with our purchase of its assets) in the
aggregate principal amount of $121,359. All of the loans from Mr. Kepler are
non-interest bearing, unsecured and due, subject to certain restrictions on use
of proceeds from sale of our securities in our IPO, on demand. Mr. Kepler is
under no obligation to continue to make loans to the Company to fund its
operations. As of March 31, 2008, Mr. Kepler has forgiven $17,796 of such
advances as additional paid in capital. Mr. Kepler and G2 entered into an
Agreement dated September 14, 2006 (the "Kepler Agreement") pursuant to which
Mr. Kepler agreed that we must sell all 1,500,000 shares offered in our IPO
before he is to be repaid $15,000 of the loans out of the proceeds of this
offering. The Kepler Agreement restrictions are only applicable to loan balances
outstanding as of the date of the Kepler Agreement.

External Sources of Liquidity

Registration of our IPO became effective on May 13, 2008. In
our IPO we are offering a minimum of 1,200,000 and a maximum of 1,500,000 shares
of common stock on a self-underwritten basis. Proceeds from the IPO will be
$120,000 if we sell only the minimum amount and $150,000 if we sell the maximum
amount offered. In the event that we successfully complete our IPO (i.e., sale
of either the minimum or maximum amount), Mr. Kepler, our sole officer, director
and employee, believes that the net proceeds from our IPO will provide us with
sufficient funds to meet our requirements for approximately 12 months following
the receipt of offering proceeds. In the event we do not raise proceeds from our
IPO, we may be able to raise additional funds for operating expenses through
loans from Gust Kepler, our sole officer, director and employee. However, there
is no guaranty that Mr. Kepler will continue to make such loans. In the event
that we do not successfully complete our IPO and are unable to secure loans from
Mr. Kepler, we may be unable to continue operations.

6

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Internal Sources of Liquidity

Depending on the success of our IPO, we expect to generate
revenues from royalties derived from licensing or distribution agreements
covering the reproduction, marketing and sale of the master recordings produced
by us under our Exclusive Recording Artist Agreements. We also expect to
generate revenues from management fees under agreements with artists based on
payments to them for live performances or other derivative uses of their work,
including soundtracks, music videos, sale or license of original music to other
artists, or advertisements.

Under our current Exclusive Recording Artist Agreements, we
will generally receive between 33 1/3% (for foreign sales) and 80% (for domestic
sales) of the total royalty amount generated by master recordings, with our
percentage decreasing in relationship to higher royalty rates and advances
negotiated with record labels that license the master recordings. Based on
current retail pricing of recordings that range between $13.00 and $16.00, we
anticipate gross royalties ranging from $0.26 to $1.12 per recording, and our
portion of that sum to average between $0.21 to $0.37 per recording.

In addition to royalties to be derived from recordings, we
also expect to earn revenues from fees from our current artists, and possibly
others, under management contracts. As talent manager, we expect to generate
fees ranging from 5% to 15% of the artist's revenues under contracts for live
performances, personal appearances and the sale or license of the artist's
publishing rights for work recorded by other artists during the term of the
agreement. We intend to obtain personal management contracts with any future
artists who want us to produce and market their recordings or assist them in
arranging or booking live performances.

Capital Resources

Material Commitments for Expenditures

Under our current Exclusive Recording Artist Agreements, we
are obliged to pay $25,000 to each of our artists as advances for recordings. We
intend to pay the $25,000 advances with proceeds from our IPO. In the event that
we successfully complete our IPO (i.e., sale of either the minimum or maximum
amount), Mr. Kepler, our sole officer, director and employee, believes that the
proceeds will provide us with sufficient funds to meet our requirements for
approximately 12 months following the receipt of offering proceeds.

Results of Operations

Registration of our IPO became effective on May 13, 2008.
Certain proceeds from the IPO will be used to pay recording costs for our
artists and the costs of CD reproduction for marketing purposes. Depending on
the success of our IPO, we expect to generate revenues from royalties derived
from licensing or distribution agreements covering the reproduction, marketing
and sale of the master recordings. We also expect to generate revenues from
management fees under agreements with the artists based on payments to them for
live performances or other derivative uses of their work, including soundtracks,
music videos, sale or license of original music to other artists, or
advertisements. To date, no recording advances have been made and recording has
not commenced due to the Company's inability to raise sufficient capital to fund
recording costs.

Material Changes in Financial Condition and Results of Operations

As of March 31, 2008, the Company's cash assets were $529,
which remained unchanged since December 31, 2007. Accounts payable increased
$5,929 from $10,100 at December 31, 2008 to $16,029 at March 31, 2008.
Stockholder advances also increased from $91,954 at December 31, 2007 to
$102,563 at March 31, 2008, reflecting additional loans from Mr. Kepler in the
aggregate principal amount of $10,609.

7

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Comparison of Three Months Ended March 31, 2008, and March 31, 2007

No revenues were recorded during the three months ended March 31, 2008 and
2007.

Operating expenses during the three months ended March 31,
2008 and 2007 were comprised entirely of general and administrative expenses.
Total general and administrative expenses increased by 55% or $5,837 to $16,539
for the three months ended March 31, 2008 from $10,702 for the three months
ended March 31, 2007. This increase is due to the increase fees for legal
services, accounting services, and financial printing services incurred in
connection with our IPO.

Off-Balance Sheet Arrangements

We have no off-balance sheet arrangements.

Item 3. Quantitative and Qualitative Disclosures about Market Risk

Our company is a smaller reporting company, as defined by Rule 12b-2 of the
Exchange Act and, as such, is not required to provide the information required
under this item.

Item 4. Controls and Procedures

Disclosure Controls and Procedures

Disclosure controls and procedures are designed to ensure
that information required to be disclosed in the reports filed or submitted
under the Securities Exchange Act of 1934 (the "Exchange Act") is recorded,
processed, summarized and reported, within the time period specified in the
SEC's rules and forms and is accumulated and communicated to Gust Kepler, our
sole officer, director and employee, as appropriate, in order to allow timely
decisions in connection with required disclosure.

Evaluation of Disclosure Controls and Procedures

Mr. Kepler, our sole officer, director and employee, has
evaluated the effectiveness of the design and operation of our company's
disclosure controls and procedures (as such term is defined in Rules 13a-15 and
15d-15 under the Exchange Act) as of the end of the period covered by this
quarterly report. Based on such evaluation, he has concluded that our disclosure
controls and procedures are effective to ensure that information required to be
disclosed in the reports that the company files and submits under the Exchange
Act is recorded, processed, summarized and reported, as and when required.

Changes in Internal Controls

During the quarterly period ended March 31, 2008, there were
no changes in our internal control over financial reporting that has materially
affected, or is reasonably likely to materially affect, our internal control
over financial reporting.

8

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PART II 
OTHER INFORMATION

Item 6. Exhibits

|Exhibit No. | Description                                                                              
|----------- | -----------------------------------------------------------------------------------------
|10.1        | Exclusive Recording
    Artist Agreement with Jeremiah Donnelly dated March 31, 2008. (1)
|31.1        | Rule 13a-14/15d-14(a)
    Certification (2)                                              
|32.1        | Certification pursuant
    to 18 U.S.C. Section 1350 (2)                                 

(1)

Incorporated by reference from
exhibit 10.1 to G2 Ventures Inc.'s Registration Statement on Form S-1 (Amendment
No. 10 to Registration Statement originally filed on Form SB-2), filed April 4,
2008 (Registration No. 333-108715).

(2)

Filed herewith

9

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.

|DATE:   May
    20, 2008 | G2 VENTURES, INC.                               
|------------------------ | ------------------------------------------------
|                         | (Registrant)                                    
|                         |                                                 
|                         |                                                 
|                         | BY: /s/ Gust
    Kepler                         
|                         | Gust Kepler                                     
|                         | President, Chief Executive Officer and Principal
|                         | Financial Officer                               

10

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