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 Quarter Ended March 31, 2004

                                       or

[ ]      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 0-50542

                              GREEN MT. LABS., INC.
        -----------------------------------------------------------------
        (Exact name of small business issuer as specified in its charter)

           NEVADA                                              82-0497807
-------------------------------                           --------------------
(State or other jurisdiction of                            (I.R.S. Employer
incorporation or organization)                            Identification No.)

            56 West 400 South, Suite #220, Salt Lake City, Utah 84101
            ---------------------------------------------------------
                    (Address of principal executive offices)

                                 (801) 322-3401
                           ---------------------------
                           (Issuer's telephone number)

         Check whether the issuer (1) filed all reports  required to be filed by
Section 13 or 15(d) of the  Securities  Exchange  Act of 1934 during the 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 [ ]

                      APPLICABLE ONLY TO CORPORATE ISSUERS

         State the number of shares  outstanding of each of the issuer's classes
of common equity, as of the latest practicable date.

          Class                                 Outstanding as of March 31, 2004
-----------------------------                   --------------------------------
Common Stock, $.001 par value                             1,006,000

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



                                       -1-

<PAGE>
<TABLE>
<CAPTION>

                                                 TABLE OF CONTENTS

Heading                                                                                                   Page
                                          PART  I.  FINANCIAL INFORMATION

<S>                                                                                                         <C>
Item 1.      Financial Statements.....................................................................      3

                  Balance Sheets - March 31, 2004 (unaudited) and December 31, 2003...................      4

                  Statements of Operations - three months ended March 31, 2004 and 2003 and
                    the period from inception on July 12, 1983 to March 31, 2004 (unaudited)..........      6

                  Statements in Changes in Stockholders' Equity (Deficit) - for the period
                    July 12, 1983 to March 31, 2004 (unaudited).......................................      7

                  Statements of Cash Flows - three months ended March 31, 2004 and 2003 and
                    the period from inception on July 12, 1983 to March 31, 2004 (unaudited)..........      9

                  Notes to Financial Statements ......................................................     11

Item 2.      Management's Discussion and Analysis and Results of Operations...........................     12

Item 3.      Controls and Procedures..................................................................     13


                                            PART II. OTHER INFORMATION

Item 1.      Legal Proceedings........................................................................     13

Item 2.      Changes in Securities and Use of Proceeds................................................     13

Item 3.      Defaults Upon Senior Securities..........................................................     13

Item 4.      Submission of Matters to a Vote of Securities Holders....................................     14

Item 5.      Other Information........................................................................     14

Item 6.      Exhibits and Reports on Form 8-K.........................................................     14

             Signatures...............................................................................     15
</TABLE>


                                                        -2-

<PAGE>



                                     PART I

Item 1.       Financial Statements

     The accompanying unaudited balance sheets of Green Mt. Labs., Inc. at March
31, 2004 and December 31, 2003,  related  unaudited  statements  of  operations,
stockholders'  equity  (deficit) and cash flows for the three months ended March
31, 2004 and 2003 and the period July 12, 1983 (date of  inception) to March 31,
2004, have been prepared by management in conformity with accounting  principles
generally  accepted  in the United  States.  In the opinion of  management,  all
adjustments  considered  necessary  for a fair  presentation  of the  results of
operations  and financial  position have been included and all such  adjustments
are of a normal recurring  nature.  Operating results for the period ended March
31, 2004, are not necessarily indicative of the results that can be expected for
the fiscal year ending December 31, 2004.




                              GREEN MT. LABS., INC.
                          (A Development Stage Company)

                              FINANCIAL STATEMENTS

                      March 31, 2004 and December 31, 2003





                                       -3-

<PAGE>



                              GREEN MT. LABS., INC.
                          (A Development Stage Company)
                                 Balance Sheets


                                     ASSETS
                                    --------

                                                     March 31,   December 31,
                                                       2004          2003
                                                    ----------    ----------
                                                    (Unaudited)
CURRENT ASSETS

  Cash                                              $     --      $     --
                                                    ----------    ----------
    Total Current Assets                                  --            --
                                                    ----------    ----------

    TOTAL ASSETS                                    $     --      $     --
                                                    ==========    ==========
















   The accompanying notes are an integral part of these financial statements.

                                      -4-
<PAGE>
<TABLE>
<CAPTION>

                              GREEN MT. LABS., INC.
                          (A Development Stage Company)
                           Balance Sheets (Continued)


                 LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
                 ----------------------------------------------

                                                     March 31,            December 31,
                                                        2004                  2003
                                                     ----------            ----------
                                                    (Unaudited)

CURRENT LIABILITIES
<S>                                                  <C>                   <C>
  Accounts payable                                   $    3,768            $    3,465
  Due to stockholder                                     21,048                16,611
                                                     ----------            ----------
   Total Current Liabilities                             24,816                20,076
                                                     ----------            ----------

STOCKHOLDERS' EQUITY (DEFICIT)
  Common stock at: no par value;
  50,000,000 shares authorized
  1,006,000 shares issued and outstanding                13,800                13,800
  Contributed capital                                     4,702                 4,702
  Deficit accumulated during the development stage      (43,318)              (38,578)
                                                     ----------            ----------
    Total Stockholders' Equity (Deficit)                (24,816)              (20,076)
                                                     ----------            ----------
    TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY
     (DEFICIT)                                       $     --              $     --
                                                     ==========            ==========
</TABLE>





   The accompanying notes are an integral part of these financial statements.



                                      -5-
<PAGE>


                              GREEN MT. LABS., INC.
                          (A Development Stage Company)
                            Statements of Operations
                                   (Unaudited)

                                            For the                  From
                                          Three Months           Inception on
                                             Ended                  July 12,
                                           March 31,             1983 through
                                    -----------------------       March 31,
                                        2004         2003            2004
                                    ----------   ----------       ----------
REVENUES                            $     --     $     --         $     --

EXPENSES                                 4,740          337           43,318
                                    ----------   ----------       ----------
NET LOSS FROM OPERATIONS                (4,740)        (337)         (43,318)

INCOME TAX EXPENSE                        --           --               --
                                    ----------   ----------       ----------

NET LOSS                            $   (4,740)  $     (337)      $  (43,318)
                                    ==========   ==========       ==========

BASIC NET LOSS PER SHARE            $    (0.00)  $    (0.00)
                                    ==========   ==========

WEIGHTED AVERAGE NUMBER
  OF SHARES OUTSTANDING              1,006,000    1,006,000
                                    ==========   ==========






   The accompanying notes are an integral part of these financial statements.

                                      -6-
<PAGE>

<TABLE>
<CAPTION>

                              GREEN MT. LABS., INC.
                          (A Development Stage Company)
                  Statements of Stockholders' Equity (Deficit)
              From Inception on July 12,1983 through March 31, 2004

                                                                               Deficit
                                                                             Accumulated
                                                                             During the
                                         Common Stock         Contributed    Development
                                     Shares        Amount       Capital         Stage
                                   ----------    ----------    ----------    ----------
<S>                                <C>           <C>           <C>           <C>
Balance at inception on
July 12, 1983                            --      $     --      $     --      $     --

Common stock issued for
mining claims                       1,000,000         7,500          --               -

Net loss from inception
on July 12, 1983 thru
December 31, 1997                        --            --            --          (8,710)
                                   ----------    ----------    ----------    ----------
Balance, December 31, 1997          1,000,000         7,500          --          (8,710)

Net Loss for the year ended
December 31, 1998                        --            --            --             --
                                   ----------    ----------    ----------    ----------
Balance, December 31, 1998          1,000,000         7,500          --          (8,710)


Net Loss for the year ended
December 31, 1999                        --             --           --             --
                                   ----------    ----------    ----------    ----------
Balance, December 31, 1999          1,000,000         7,500          --          (8,710)

Common stock issued for
services on September 11, 2000          6,000         6,300          --             --

Contributed capital                      --            --           3,099           --

Net Loss for the year ended
December 31, 2000                        --            --            --          (9,399)
                                   ----------    ----------    ----------    ----------
Balance, December 31, 2000          1,006,000    $   13,800    $    3,099    $  (18,109)
                                   ----------    ----------    ----------    ----------
</TABLE>








   The accompanying notes are an integral part of these financial statements.

                                      -7-
<PAGE>
<TABLE>
<CAPTION>

                              GREEN MT. LABS., INC.
                          (A Development Stage Company)
            Statements of Stockholders' Equity (Deficit) (Continued)
             From Inception on July 12, 1983 through March 31, 2004

                                                                               Deficit
                                                                             Accumulated
                                                                             During the
                                         Common Stock         Contributed    Development
                                     Shares        Amount       Capital         Stage
                                   ----------    ----------    ----------    ----------

<S>                                 <C>          <C>           <C>            <C>
Balance, December 31, 2000          1,006,000    $   13,800    $    3,099     $ (18,109)

Contributed Capital                      --            --             993          --

Net loss for the year ended
December 31, 2001                        --            --            --          (3,236)
                                   ----------    ----------    ----------    ----------
Balance, December 31, 2001          1,006,000        13,800         4,092       (21,345)

Net loss for the year ended
December 31, 2002                        --            --            --          (2,789)
                                   ----------    ----------    ----------    ----------

Balance December 31, 2002           1,006,000        13,800         4,092       (24,134)


Services contributed to
the Company                              --            --             610          --

Net loss for the year ended
December 31, 2003                        --            --            --         (14,444)
                                   ----------    ----------    ----------    ----------

Balance December 31, 2003           1,006,000        13,800         4,702       (38,578)

Net loss for the three
months ended March 31, 2004
Unaudited)                               --            --            --          (4,740)
                                   ----------    ----------    ----------    ----------
Balance March 31, 2004
(Unaudited)                         1,006,000   $    13,800    $    4,092    $  (43,318)
                                   ==========    ==========    ==========    ==========
</TABLE>






   The accompanying notes are an integral part of these financial statements.

                                      -8-
<PAGE>

                              GREEN MT. LABS., INC.
                          (A Development Stage Company)
                            Statements of Cash Flows
                                   (Unaudited)
                                                                        From
                                                                    Inception on
                                        For the Three Months ended     July 12,
                                                 March 31,          1983 Through
                                         ------------------------     March 31,
                                            2003          2002          2004
                                         ----------    ----------    ----------

CASH FLOWS FROM OPERATING ACTIVITIES

  Net loss                               $   (4,740)  $      (337)   $  (43,318)
  Adjustments to reconcile net
    loss to net cash used in
    operating activities:
  Impairment loss on                            --           --           7,500
    mining claims
  Stock issued for services                     --           --           6,300
  Changes in assets and
    liabilities:
  Increase(decrease) in
    accounts payable                            303            57         3,768
  Increase in accounts
    payable-related party                     4,437           280        21,048

                                         ----------    ----------    ----------
  Net Cash Used in
   Operating Activities                        --            --          (4,702)
                                         ----------    ----------    ----------
CASH FLOWS FROM INVESTING ACTIVITIES           --            --             --
                                         ----------    ----------    ----------
CASH FLOWS FROM FINANCING ACTIVITIES

  Contribution of capital
    by shareholders                            --            --           4,702
                                         ----------    ----------    ----------
  Net Cash Provided by
   Financing Activities                        --            --           4,702
                                         ----------    ----------    ----------
NET INCREASE (DECREASE) IN CASH                --            --             --

CASH AT BEGINNING OF PERIOD                    --            --             --
                                         ----------    ----------    ----------
CASH AT END OF PERIOD                    $     --      $     --      $      --
                                         ==========    ==========    ==========







   The accompanying notes are an integral part of these financial statements.

                                      -9-
<PAGE>




                              GREEN MT. LABS., INC.
                          (A Development Stage Company)
                      Statements of Cash Flows (continued)
                                   (Unaudited)

                                                                       From
                                                                    Inception on
                                        For the Three Months Ended    July 12,
                                                 March 31,          1983 Through
                                         ------------------------     March 31,
                                            2003          2002          2004
                                         ----------    ----------    ----------

SUPPLEMENTAL DISCLOSURES OF
 CASH FLOW INFORMATION

CASH PAID FOR:

    Interest                             $     --      $     --      $     --
    Income Taxes                         $     --      $     --      $     --


NON CASH FINANCING ACTIVITIES

Common stock issued for services         $      --     $     --      $    6,300

Common stock issued for                  $      --     $     --      $    7,500
mining claims









   The accompanying notes are an integral part of these financial statements.


                                      -10-
<PAGE>
GE>



                              GREEN MT. LABS., INC.
                          (A Development Stage Company)
                        Notes to the Financial Statements
                      March 31, 2004 and December 31, 2003


NOTE 1 - CONDENSED FINANCIAL STATEMENTS

         The accompanying financial statements have been prepared by the Company
         without audit.  In the opinion of management,  all  adjustments  (which
         include only normal recurring  adjustments) necessary to present fairly
         the financial  position,  results of operations and cash flows at March
         31, 2004 and 2003 and for all periods presented have been made.

         Certain  information  and  footnote  disclosures  normally  included in
         financial statements prepared in accordance with accounting  principles
         generally  accepted in the United States of America have been condensed
         or omitted. It is suggested that these condensed  financial  statements
         be read in conjunction with the financial  statements and notes thereto
         included  in  the  Company's   December  31,  2003  audited   financial
         statements.  The results of operations  for the periods ended March 31,
         2004 and 2003 are not necessarily  indicative of the operating  results
         for the full years.

NOTE 2 - GOING CONCERN

         The  Company's  financial  statements  are  prepared  using  accounting
         principles   generally   accepted  in  the  United  States  of  America
         applicable to a going concern which  contemplates  the  realization  of
         assets and liquidation of liabilities in the normal course of business.
         The  Company  has not yet  established  an ongoing  source of  revenues
         sufficient to cover its  operating  costs and allow it to continue as a
         going  concern.  The  ability  of the  Company to  continue  as a going
         concern is dependent on the Company obtaining  adequate capital to fund
         operating losses until it becomes profitable.  If the Company is unable
         to obtain adequate capital, it could be forced to cease operations.


         In order to continue as a going concern,  the Company will need,  among
         other  things,  additional  capital  resources.  Management's  plans to
         obtain such  resources for the Company  include (1)  obtaining  capital
         from  management and  significant  shareholders  sufficient to meet its
         minimal operating expenses, and (2) seeking out and completing a merger
         or transaction with an existing operating company. However,  management
         cannot  provide any  assurances  that the Company will be successful in
         accomplishing any of its plans.

         The ability of the Company to continue as a going  concern is dependent
         upon its ability to successfully  accomplish the plans described in the
         preceding  paragraph and  eventually  secure other sources of financing
         and attain profitable operations. The accompanying financial statements
         do not include any  adjustments  that might be necessary if the Company
         is unable to continue as a going concern.

                                      -11-
<PAGE>
Item 2.       Management's Discussion and Analysis or Plan of Operations

     The following  information should be read in conjunction with the financial
statements and notes thereto appearing elsewhere in this Form 10-QSB.

     We are considered a development stage company with no assets or capital and
with no material  operations  or income.  Ongoing  expense,  including the costs
associated  with the preparation  and filing of our  registration  statement and
periodic  reports are being paid for by advances  from  shareholders,  which are
evidenced in our financial statements as accounts  payable-related  party. It is
anticipated  that we will require only nominal capital to maintain our corporate
viability and  necessary  funds will most likely be provided by our officers and
directors in the immediate future.  However, unless we are able to facilitate an
acquisition  of or  merger  with an  operating  business  or are able to  obtain
significant  outside financing,  there is substantial doubt about our ability to
continue as a going concern.

Results of Operations

     We incurred a loss of $4,740  during the three month period ended March 31,
2004 compared to a loss of $337 during the comparable 2003 period.  The increase
was due to the legal and accounting  costs  associated  with the preparation and
filing with the SEC of our Form 10-SB registration statement.

Liquidity and Capital Resources

     During the three months ended March 31, 2004,  our expenses  were paid by a
shareholder.  We  expect  to  continue  to  rely on the  shareholder  to pay our
expenses,  because we have no cash  reserves or sources of revenues,  until such
time that we complete a merger with or  acquisition  of an  existing,  operating
company.  There  is no  assurance  that  we  will  complete  such  a  merger  or
acquisition  or that  the  shareholder  will  continue  indefinitely  to pay our
expenses.

     In the  opinion  of  management,  inflation  has not and  will  not  have a
material effect on our operations  until such time as we successfully  completes
an acquisition or merger.  At that time,  management  will evaluate the possible
effects of inflation on our business and operations.

Plan of Operation

     During the next 12 months,  we intend to actively seek out and  investigate
possible business opportunities for the purpose of possibly acquiring or merging
with one or more business ventures.  We do not intend to limit our search to any
particular industry or type of business.

     Because we lack funds,  it may be necessary  for our officers and directors
to either  advance funds or to accrue  expenses  until such time as a successful
business  consolidation  can be made.  Management  intends to hold expenses to a
minimum and to obtain  services on a contingency  basis when possible.  Further,
our directors will defer any  compensation  until such time as an acquisition or
merger can be  accomplished  and will  strive to have the  business  opportunity
provide  their   remuneration.   However,  if  we  engage  outside  advisors  or
consultants  in our search for  business  opportunities,  it may be necessary to
attempt to raise additional  funds. As of the date hereof,  we have not made any
arrangements or definitive  agreements to use outside advisors or consultants or
to raise any capital.

     In the  event  we need to  raise  capital,  most  likely  the  only  method
available  to us would be the private sale of our  securities.  Because we are a
development  stage  company,  it is unlikely that we could make a public sale of
securities or be able to borrow any  significant sum from either a commercial or
private  lender.  There  can be no  assurance  that we  will  be able to  obtain
additional funding when and if needed, or that such funding,  if available,  can
be obtained on acceptable terms.

                                      -12-
<PAGE>
     We do not  intend to use any  employees,  with the  possible  exception  of
part-time  clerical  assistance  on an  as-needed  basis.  Outside  advisors  or
consultants  will be used only if they can be obtained  for minimal cost or on a
deferred payment basis.  Management is confident that it will be able to operate
in this manner and to continue  their search for business  opportunities  during
the next twelve  months.  Management  further  believes that we will not have to
make any equipment purchases in the immediate future.

Net Operating Loss

     We  have   accumulated   approximately   $31,000  of  net  operating   loss
carryforwards  as of December  31, 2003.  This loss carry  forward may be offset
against  taxable income and income taxes in future years and expires in the year
2023.  The use of these losses to reduce  future income taxes will depend on the
generation  of  sufficient  taxable  income prior to the  expiration  of the net
operating loss carryforwards.  In the event of certain changes in control, there
will be an annual  limitation on the amount of net operating loss  carryforwards
which can be used. No tax benefit has been reported in the financial  statements
for the year ended  December  31,  2003  because  it has been fully  offset by a
valuation  reserve.  The use of future tax benefit is undeterminable  because we
presently have no operations.

Forward-Looking and Cautionary Statements

     This report contains certain forward-looking  statements.  These statements
relate to future events or our future  performance and involve known and unknown
risks and  uncertainties.  Actual  results  may differ  substantially  from such
forward-looking statements, including, but not limited to, the following:

    o    our ability to search for an appropriate  business  opportunity  and to
         subsequently acquire or merge with such entity;
    o    our ability to meet our cash and working  capital  needs; o our ability
         to maintain our corporate existence as a viable entity; and
    o    other risks detailed in our periodic report filings with the SEC.

     In some cases, you can identify  forward-looking  statements by terminology
such as "may," "will" "should,"  "expects,"  "intends," "plans,"  "anticipates,"
"believes," "estimates," "predicts," "potential," "continue," or the negative of
these terms or other comparable terminology.

     These  statements  are  only  predictions.  Although  we  believe  that the
expectations  reflected in the  forward-looking  statements are  reasonable,  we
cannot   guarantee   future   results,   levels  of  activity,   performance  or
achievements.

Item 3.   Controls and Procedures.

     As of the end of the period  covered  by this  report,  we  carried  out an
evaluation,  under the  supervision  and with the  participation  of management,
including our chief executive officer and principal  financial  officer,  of the
effectiveness  of the  design  and  operation  of our  disclosure  controls  and
procedures  as  defined  in Rules  13a-15(e)  and  15d-15(e)  of the  Securities
Exchange Act of 1934.  Based upon that evaluation,  our chief executive  officer
and principal  financial  officer  concluded  that our  disclosure  controls and
procedures  are  effective  to cause the  material  information  required  to be
disclosed  by us in the reports that we file or submit under the Exchange Act to
be  recorded,  processed,  summarized  and  reported  within  the  time  periods
specified in the SEC's rules and forms.  There have been no significant  changes
in our internal  controls or in other factors which could  significantly  affect
internal controls subsequent to the date we carried out our evaluation.


                                      -13-
<PAGE>
                                     PART II

Item 1.       Legal Proceedings

     There are no material pending legal  proceedings to which we are a party or
to which any of our  property is subject and, to the best of our  knowledge,  no
such actions against us are contemplated or threatened.

Item 2.       Changes In Securities and Use of Proceeds

     This Item is not applicable.

Item 3.       Defaults Upon Senior Securities

     This Item is not applicable.

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

     This Item is not applicable.

Item 5.       Other Information

    On April 1, 2004,  our board of director  accepted the  resignation of David
Miller,  our President,  C.E.O.  and director.  Mr. Miller resigned for personal
reasons.  In response to Mr. Miller's  resignation,  the remaining board members
designated Geoff Williams to assume the offices of President and C.E.O. In order
to fill the vacancy on the board created by Mr. Miller's resignation,  the board
then  appointed Jim Ruzicka as a new director and  designated Mr. Ruzicka as the
corporate Secretary. Mr. Ruzicka's resume follows.

    Jim  Ruzicka.  From May 2002 to the present,  he has been a  consultant  and
general  manager  of  American  Natural  Technoloy  Sciences,  producer  of  the
Mitigator sting and bite treatment.  Mr. Ruzicka owned and operated from 1980 to
2001, Budget Lodging, a property  management company located in Park City, Utah.
From 1963 to 1980, Mr.  Ruzicka owned and operated a chain of seven  restaurants
in Chicago,  Illinois.  Also,  since 1978, he has sold real estate and owned and
managed several commercial buildings and apartments. Mr. Ruzicka attended Aurora
College in Aurora, Illinois.

Item 6.       Exhibits and Reports on Form 8-K

     (a) Exhibits:

         Exhibit 31.1      Certification  of C.E.O.  Pursuant  to Section 302 of
                           the Sarbanes-Oxley Act of 2002.

         Exhibit 31.2      Certification   of   Principal   Accounting   Officer
                           Pursuant to Section 302 of the  Sarbanes-Oxley Act of
                           2002.

         Exhibit 32.1      Certification of C.E.O. Pursuant to 18 U.S.C. Section
                           1350,  as  Adopted  Pursuant  to  Section  906 of the
                           Sarbanes-Oxley Act of 2002.

         Exhibit 32.2      Certification   of   Principal   Accounting   Officer
                           Pursuant  to  18  U.S.C.  Section  1350,  as  Adopted
                           Pursuant to Section 906 of the  Sarbanes-Oxley Act of
                           2002.

     (b) Reports on Form 8-K

     No report on Form 8-K was filed  during the three month  period ended March
31, 2004.

                                      -14-
<PAGE>


                                   SIGNATURES


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

                                              GREEN MT. LABS.,  INC.



Date: May 12, 2004                       By:  /S/   GEOFF WILLIAMS
                                            ------------------------------------
                                              Geoff Williams
                                              President, C.E.O. and Director
                                              (Principal Accounting Officer)

                                      -15-