---

UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, 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 June 30, 2009

[   ] 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 000-51773

GREENLITE VENTURES INC.(Exact name of registrant as specified in its charter)

|NEVADA                                           | 91-2170874                          
|------------------------------------------------ | ------------------------------------
|(State or other jurisdiction of incorporation or | (I.R.S. Employer Identification No.)
|organization)                                    |                                     
|                                                 |                                     
|810 Peace Portal Drive, Suite 201, Blaine, WA    | 98230                               
|(Address of principal executive offices)         | (Zip code)                          

(360) 220-5218(Registrant's telephone number,
including area code)

Not Applicable(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
[X]No [   ]

Indicate by check mark whether the registrant has submitted
electronically and posted on its corporate Web site, if any, every
Interactive Data File required to be submitted and posted pursuant to Rule 405
of Regulation S-T (s. 232.405 of this chapter) during the preceding 12
months (or for such shorter period that the registrant was required to
submit and post such files). Yes [   ]    No
[   ]

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 the definitions of large accelerated
filer,accelerated filer and smaller reporting company in Rule 12b-2 of
the Exchange Act.

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

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

Indicate the number of shares outstanding of each of the
issuer's classes of common stock, as of the latest practicable date: As
of August 17, 2009, the Issuer had 11,366,666 shares of common stock issued and
outstanding.

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PART I - FINANCIAL INFORMATION

ITEM
1.            FINANCIAL
STATEMENTS.

The accompanying unaudited financial statements have been
prepared in accordance with the instructions to Form 10-Q and Rule 8-03 of
Regulation S-X, and, therefore, do not include all information and footnotes
necessary for a complete presentation of financial position, results of
operations, cash flows, and stockholders' equity in conformity with generally
accepted accounting principles. 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 three months ended June 30, 2009 are
not necessarily indicative of the results that can be expected for the year
ending March 31, 2010.

As used in this Quarterly Report, the terms we, us, our,
Greenlite, and the Company mean Greenlite Ventures Inc. unless otherwise
indicated. All dollar amounts in this Quarterly Report are expressed in U.S.
dollars, unless otherwise indicated.

2

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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors 
  Greenlite Ventures Inc.

We have reviewed the accompanying balance sheet of Greenlite
  Ventures Inc. as of June 30, 2009, and the statements of operations and accumulated
  deficit, changes in stockholders equity/<deficit>, and statements
  of cash flows for the three month periods ended June 30, 2009 and June 30, 2008,
  and for the period December 21, 2000 (date of inception) to June 30, 2009. These
  interim financial statements are the responsibility of the management of Greenlite
  Ventures Inc.

We conducted our review in accordance with the standards of the
  Public Company Accounting Oversight Board (United States). A review of interim
  financial information consists principally of applying analytical procedures
  and making inquiries of persons responsible for financial and accounting matters.
  It is substantially less in scope than an audit conducted in accordance with
  the standards of the Public Company Accounting Oversight Board (United States),
  the objective of which is the expression of an opinion regarding the financial
  statements taken as a whole. Accordingly, we do not express such an opinion.

Based on our review, we are not aware of any material modifications
  that should be made to the accompanying interim financial statements in order
  for them to be in conformity with accounting principles generally accepted in
  the United States of America.

Our review was made for the purpose of expressing limited assurance
  that there are no material modifications that should be made to the financial
  statements in order for them to be in conformity with U.S. generally accepted
  accounting principles. The supplemental statement of operating expenses is presented
  for the purposes of additional analysis and is not a required part of the basic
  financial statements. Such information has been subjected to the inquiry and
  analytical procedures applied in the review of the basic financial statements,
  and we are not aware of any material modifications that should be made thereto.

The accompanying financial statements have been prepared assuming
  that the Company will continue as a going concern. As discussed in Note 6 to
  the financial statements, the Company has suffered recurring losses from operations,
  which raise substantial doubt about its ability to continue as a going concern.
  The financial statements do not include any adjustments that might result from
  the outcome of this uncertainty.

We have previously audited, in accordance with standards of the
  Public Company Accounting Oversight Board (United States), the balance sheet
  of Greenlite Ventures Inc. as of March 31, 2009, and the related statements
  of operations and accumulated deficit, changes in stockholders deficit,
  and cash flows for the year then ended (not presented herein); and in our report
  dated July 9, 2009, we expressed an unqualified opinion on those financial statements
  which included an explanatory paragraph describing Greenlite Ventures Inc.s
  ability to continue as a going concern as described in Note 7 to the financial
  statements. In our opinion, the information set forth in the accompanying balance
  sheet as of March 31, 2009 is fairly stated, in all material respects, in relation
  to the balance sheet from which it has been derived.



Sarna & Company

Sarna & Company 
  Certified Public Accountants 
  Westlake Village, California 
  August 17, 2009

F-1

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GREENLITE VENTURES INC. 
  (AN EXPLORATION STAGE COMPANY) 
  BALANCE SHEET

|ASSETS                               |  
|------------------------------------ | -
|                                     |  
|                                     |  
|                                     |  
|                                     |  
|Current Assets                       |  
|Cash                                 | $
|                                     |  
|Total Current Assets                 |  
|                                     |  
|TOTAL ASSETS                         | $
|                                     |  
|                                     |  
|LIABILITIES AND STOCKHOLDERS' EQUITY |  
|                                     |  
|                                     |  
|Current Liabilities                  |  
|Accounts Payable
      and           |  
|Accrued Expenses                     | $
|Loans Payable                        |  
|Interest Payable                     |  
|                                     |  
|Total Current Liabilities            |  
|                                     |  
|Long Term Debt                       |  
|                                     |  
|Stockholders' Equity                 |  
|Common Stock, $0.001
      par value |  
|100,000,000
      shares authorized, |  
|11,366,666 shares issued             |  
|Additional Paid in Capital           |  
|Deficit Accumulated
      during     |  
|the
      Exploration Stage          |  
|                                     |  
|Total Stockholders' Equity/(Deficit) |  
|                                     |  
|TOTAL LIABILITIES AND                |  
|STOCKHOLDERS' EQUITY/(DEFICIT)       | $

See Notes to Financial Statements

F-2

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GREENLITE VENTURES INC. 
  (AN EXPLORATION STAGE COMPANY) 
  STATEMENT OF OPERATIONS AND ACCUMULATED DEFICIT(Unaudited)

|                           |   | THREE MONTHS ENDED |   |   |              |  
|-------------------------- | - | ------------------ | - | - | ------------ | -
|                           |   | JUNE 30,           |   |   | INCEPTION to |  
|                           |   | 2009               |   |   | 2008         |  
|                           |   |                    |   |   |              |  
|Revenues                   | $ | -0-                |   | $ | -0-          |  
|                           |   |                    |   |   |              |  
|Operating Expenses         |   | (16,688            | ) |   | (16,347      | )
|                           |   |                    |   |   |              |  
|Loss Before Provision for  |   |                    |   |   |              |  
|Income Taxes               |   | (16,688            | ) |   | (16,347      | )
|                           |   |                    |   |   |              |  
|Provision for Income Taxes |   | (-0-               | ) |   | (-0-         | )
|                           |   |                    |   |   |              |  
|Net Loss                   |   | (16,688            | ) |   | (16,347      | )
|                           |   |                    |   |   |              |  
|Accumulated Deficit,       |   |                    |   |   |              |  
|Beginning of Period        |   | (303,765           | ) |   | (303,765     | )
|                           |   |                    |   |   |              |  
|Accumulated Deficit,       |   |                    |   |   |              |  
|End of Period              | $ | (354,755           | ) | $ | (320,112     | )
|                           |   |                    |   |   |              |  
|Net Loss per Share         | $ | (0.00              | ) | $ | (0.00        | )
|                           |   |                    |   |   |              |  
|Weighted Average           |   |                    |   |   |              |  
|Shares Outstanding         |   | 11,366,666         |   |   | 11,366,666   |  

See Notes to Financial Statements

F-3

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GREENLITE VENTURES INC. 
  (AN EXPLORATION STAGE COMPANY)STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY/(DEFICIT) 
  (Unaudited)

Common Stock
      
      
      Additional
      
      
      Accumulated
      
      
      TotalDollar
      
      
      Paid in
      
      
      Deficit
      
      
      Stockholders'Shares
      
      
      Amount
      
      
      Capital
      
      
      
      
      
      EquityBalances, December 21, 2000(Date of Inception)
      
      ----
      
      $
      ----
      
      $
      ----
      
      $
      ----
      
      $
      ----Stock Subscriptions Received$0.001 per shareFebruary 14, 2001
      
      ----
      
      
      ----
      
      
      2,500
      
      
      ----
      
      
      2,500Net Loss, Period EndedMarch 31, 2001
      
      ----
      
      
      ----
      
      
      ----
      
      
      (1,310
      )
      
      (1,310
      )Balances, March 31, 2001
      
      ----
      
      $
      ----
      
      $
      2,500
      
      $
      (1,310
      )
      $
      1,190Stock Subscriptions Received$0.001 per shareFebruary 25, 2002
      
      ----
      
      
      ----
      
      
      2,500
      
      
      ----
      
      
      2,500Common Stock Issued$0.001 per shareFebruary 28, 2002
      
      7,500,000
      
      
      7,500
      
      
      (5,000
      )
      
      ----
      
      
      2,500Net Loss, Period EndedMarch 31, 2002
      
      ----
      
      
      ----
      
      
      ----
      
      
      (8,244
      )
      
      (8,244
      )Balances, March 31, 2002
      
      7,500,000
      
      $
      7,500
      
      
      ----
      
      $
      (9,554
      )
      $
      (2,054
      )Common Stock Issued$0.05 per shareNovember 30, 2002
      
      1,400,000
      
      
      1,400
      
      
      68,600
      
      
      ----
      
      
      70,000Net Loss, Period EndedMarch 31, 2003
      
      ----
      
      
      ----
      
      
      ----
      
      
      (29,203
      )
      
      (29,203
      )Balances, March 31, 2003
      
      8,900,000
      
      $
      8,900
      
      $
      68,600
      
      $
      (38,757
      )
      $
      38,743Net Loss, Period EndedMarch 31, 2004
      
      ----
      
      
      ----
      
      
      ----
      
      
      (45,729
      )
      
      (45,729
      )Balances, March 31, 2004
      
      8,900,000
      
      $
      8,900
      
      $
      68,600
      
      $
      (84,486
      )
      $
      (6,986
      )Common Stock Issued$0.05 per shareSeptember 30, 2004
      
      900,000
      
      
      900
      
      
      44,100
      
      
      ----
      
      
      45,000Net Loss, Period EndedMarch 31, 2005
      
      ----
      
      
      ----
      
      
      ----
      
      
      (46,137
      )
      
      (46,137
      )Balances, March 31, 2005
      
      9,800,000
      
      
      9,800
      
      
      112,700
      
      
      (130,623
      )
      
      (8,123
      )


See Notes to Financial Statements

F-4

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GREENLITE VENTURES INC. 
  (AN EXPLORATION STAGE COMPANY)STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY/(DEFICIT) - CONTINUED
  (Unaudited)

Common Stock
      
      
      Additional
      
      
      Accumulated
      
      
      TotalDollar
      
      
      Paid in
      
      
      Deficit
      
      
      Stockholders'Shares
      
      
      Amount
      
      
      Capital
      
      
      
      
      
      EquityBalances, March 31, 2005
      
      9,800,000
      
      
      9,800
      
      
      112,700
      
      
      (130,623
      )
      
      (8,123
      )Common Stock Issued$0.075 per shareSeptember 29, 2005
      
      800,000
      
      
      800
      
      
      59,200
      
      
      ----
      
      
      60,000Net Loss, Period EndedMarch 31, 2006
      
      ----
      
      
      ----
      
      
      ----
      
      
      (49,089
      )
      
      (49,089
      )Balances, March 31, 2006
      
      10,600,000
      
      $
      10,600
      
      $
      171,900
      
      $
      (179,712
      )
      $
      2,788Net Loss, Period EndedMarch 31, 2007
      
      ----
      
      
      ----
      
      
      ----
      
      
      (52,274
      )
      
      (52,274
      )Balances, March 31, 2007
      
      10,600,000
      
      $
      10,600
      
      $
      171,900
      
      $
      (231,986
      )
      $
      (49,486
      )Common Stock Issued$0.15 per shareNovember 7, 2007
      
      266,666
      
      
      266
      
      
      39,734
      
      
      ----
      
      
      40,000Common Stock Issued$0.10 per shareJanuary 24, 2008
      
      500,000
      
      
      500
      
      
      49,500
      
      
      ----
      
      
      50,000Net Loss, Period EndedMarch 31, 2008
      
      ----
      
      
      ----
      
      
      ----
      
      
      (71,779
      )
      
      (71,779
      )Balances, March 31, 2008
      
      11,366,666
      
      $
      11,366
      
      $
      261,134
      
      $
      (303,765
      )
      $
      (31,265
      )Net Loss, Period EndedMarch 31, 2009
      
      ----
      
      
      ----
      
      
      ----
      
      
      (50,990
      )
      
      (50,990
      )Balances, March 31, 2009
      
      11,366,666
      
      $
      11,366
      
      $
      261,134
      
      $
      (354,755
      )
      $
      (82,255
      )Net Loss, Period EndedJune 30, 2009
      
      ----
      
      
      ----
      
      
      ----
      
      
      (16,688
      )
      
      (16,688
      )Balances, June 30, 2009
      
      11,366,666
      
      $
      11,366
      
      $
      261,134
      
      $
      (371,443
      )
      $
      (98,943
      )


See Notes to Financial Statements

F-5

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GREENLITE VENTURES INC. 
  (AN EXPLORATION STAGE COMPANY) 
  STATEMENT OF CASH FLOWS(Unaudited)

|                                |   | THREE MONTHS ENDED |   |   |              |  
|------------------------------- | - | ------------------ | - | - | ------------ | -
|                                |   | JUNE 30,           |   |   | INCEPTION to |  
|                                |   | 2009               |   |   | 2008         |  
|                                |   |                    |   |   |              |  
|Cash Flows from                 |   |                    |   |   |              |  
|Operating Activities            |   |                    |   |   |              |  
|                                |   |                    |   |   |              |  
|Net Loss                        | $ | (16,688            | ) | $ | (16,347      | )
|                                |   |                    |   |   |              |  
|Adjustments to Reconcile        |   |                    |   |   |              |  
|Net Income to Net Cash          |   |                    |   |   |              |  
|Provided/(Used) by              |   |                    |   |   |              |  
|Operating Activities            |   |                    |   |   |              |  
|(Increase)Decrease in           |   |                    |   |   |              |  
|Prepaid Expenses                |   | -0-                |   |   | 200          |  
|Increase(Decrease) in           |   |                    |   |   |              |  
|Accounts Payable                |   | 12,240             |   |   | 6,093        |  
|Interest Payable                |   | -0-                |   |   | -0-          |  
|                                |   |                    |   |   |              |  
|Net Cash Used by                |   |                    |   |   |              |  
|Operating
      Activities      |   | (4,448             | ) |   | (10,054      | )
|                                |   |                    |   |   |              |  
|Cash Flows from                 |   |                    |   |   |              |  
|Investing Activities            |   | -0-                |   |   | -0-          |  
|                                |   |                    |   |   |              |  
|Cash Flows from                 |   |                    |   |   |              |  
|Financing Activities            |   |                    |   |   |              |  
|Proceeds from Issuance of Debt  |   | -0-                |   |   | 20,000       |  
|Proceeds from Issuance of       |   |                    |   |   |              |  
|Common Stock                    |   | -0-                |   |   | -0-          |  
|                                |   |                    |   |   |              |  
|Net Cash Provided by            |   |                    |   |   |              |  
|Financing
      Activities      |   | -0-                |   |   | -0-          |  
|                                |   |                    |   |   |              |  
|Net Increase (Decrease) in Cash |   | (4,448             | ) |   | 9,946        |  
|                                |   |                    |   |   |              |  
|Cash at Beginning of Period     |   | 6,338              |   |   | 3,078        |  
|                                |   |                    |   |   |              |  
|Cash at End of Period           | $ | 1,890              |   | $ | 13,024       |  

See Notes to Financial Statements

F-6

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**GREENLITE VENTURES INC. 
  (AN EXPLORATION STAGE COMPANY) 
  NOTES TO FINANCIAL STATEMENTS
  (Unaudited)**

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

General

Greenlite Ventures Inc. was incorporated on December 21, 2000
  in the state of Nevada. The Company acquires and develops certain mineral rights
  in Canada.

Basis of Presentation

The Company reports revenue and expenses using the accrual method
  of accounting for financial and tax reporting purposes.

Use of Estimates

Management uses estimates and assumptions in preparing these
  financial statements in accordance with generally accepted accounting principles.
  Those estimates and assumptions affect the reported amounts of assets and liabilities,
  the disclosure of contingent assets and liabilities, and the reported revenues
  and expenses.

Exploration Stage Company

The Company has been in the exploration stage since its formation
  and has not yet realized any revenues from its planned operations. The Company
  is primarily engaged in the acquisition and exploration of mining properties.
  Upon the location of commercially minable reserves, the Company plans to prepare
  for mineral extraction and enter the development stage. To date, the exploration
  stage of the Companys operations consists of the contracting with a geologist
  to sample and assess the mining viability of the Companys claim.

Pro Forma Compensation Expense

The Company accounts for options and restricted stock granted
  to employees and directors in accordance with the fair value method of SFAS
  No. 123, Accounting for Stock-Based Compensation (SFAS No. 123),
  as amended by SFAS No. 148, Accounting for Stock-Based Compensation Transition
  and Disclosure an amendment of FASB Statement No. 123 and related interpretations.
  As such, compensation expense is recorded on stock option and restricted stock
  grants based on the fair value of the options or restricted stock granted, which
  is estimated on the date of grant using the Black-Scholes option-pricing model
  for stock options granted, and is recognized on a straight-line basis over the
  vesting period. No stock options have been issued by Greenlite Ventures Inc.
  Accordingly, no pro forma compensation expense is reported in these financial
  statements.

Mineral Rights 
  Mineral rights and related exploration costs have been expensed as their recoverability
  is presumed to be insupportable during the exploration stage.

F-7

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**GREENLITE VENTURES INC. 
  (AN EXPLORATION STAGE COMPANY) 
  NOTES TO FINANCIAL STATEMENTS
  (Unaudited)**

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - CONTINUED

Depreciation, Amortization and Capitalization 
  The Company records depreciation and amortization when appropriate using both
  straight-line and declining balance methods over the estimated useful life of
  the assets (five to seven years).

Expenditures for maintenance and repairs are charged to expense
  as incurred. Additions, major renewals and replacements that increase the property's
  useful life are capitalized. Property sold or retired, together with the related
  accumulated depreciation, is removed from the appropriate accounts and the resultant
  gain or loss is included in net income.

Income Taxes 
  The Company accounts for its income taxes in accordance with Statement of Financial
  Accounting Standards No. 109, "Accounting for Income Taxes". Under Statement
  109, a liability method is used whereby deferred tax assets and liabilities
  are determined based on temporary differences between basis used for financial
  reporting and income tax reporting purposes. Income taxes are provided based
  on tax rates in effect at the time such temporary differences are expected to
  reverse. A valuation allowance is provided for certain deferred tax assets if
  it is more likely than not, that the Company will not realize the tax assets
  through future operations.

Fair Value of Financial Instruments 
  Financial accounting Standards Statement No. 107, "Disclosures About Fair Value
  of Financial Instruments", requires the Company to disclose, when reasonably
  attainable, the fair market values of its assets and liabilities which are deemed
  to be financial instruments. The Company's financial instruments consist primarily
  of cash and certain investments.

Per Share Information 
  The Company follows SFAS No. 128, Earnings Per Share and SFAS No.
  150, Accounting for Certain Financial Instruments with Characteristics
  of Both Liabilities and Equity, which establish standards for the computation,
  presentation and disclosure requirements for basic and diluted earnings per
  share for entities with publicly-held common shares and potential common stock
  issuances. Basic earnings (loss) per share are computed by dividing net income
  by the weighted average number of common shares outstanding. In computing diluted
  earnings per share, the weighted average number of shares outstanding is adjusted
  to reflect the effect of potentially dilutive securities, such as convertible
  notes, stock options, and warrants. Common stock equivalent shares are excluded
  from the computation if their effect is antidilutive.

F-8

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**GREENLITE VENTURES INC. 
  (AN EXPLORATION STAGE COMPANY) 
  NOTES TO FINANCIAL STATEMENTS
  (Unaudited)**

NOTE 2 - PROVISION FOR INCOME TAXES

The provision for income taxes for the periods ended June 30,
  2009 and June 30, 2008 represents the minimum state income tax expense of the
  Company, which is not considered significant.

NOTE 3  LOANS PAYABLE

On December 7, 2007, the Company obtained loans from two stockholders
  totaling $9,000. These loans are non-interest-bearing, short-term loans due
  on demand, and were obtained to provide working capital and to pay ordinary
  expenses. During the quarter ended March 31, 2008, an additional $20,000 of
  loans were obtained from stockholders under the same terms for similar purposes.

NOTE 4 - COMMITMENTS AND CONTINGENCIES

Operating Leases 
  The Company currently rents administrative office space under a monthly renewable
  contract.

Litigation 
  The Company is not presently involved in any litigation.

NOTE 5 - RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS

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

NOTE 6  GOING CONCERN

Future issuances of the Companys equity or debt securities
  will be required in order for the Company to continue to finance its operations
  and continue as a going concern. The Companys present revenues are insufficient
  to meet operating expenses.

The financial statements of the Company have been prepared assuming
  that the Company will continue as a going concern, which contemplates, among
  other things, the realization of assets and the satisfaction of liabilities
  in the normal course of business. The Company has incurred cumulative net losses
  of $371,443 since its inception and requires capital for its contemplated operational
  and marketing activities to take place. The Company's ability to raise additional
  capital through the future issuances of common stock is unknown. The obtainment
  of additional financing, the successful completion of the Company's contemplated
  plan of operations, and its transition, ultimately, to the attainment of profitable
  operations are necessary for the Company to continue operations. The ability
  to successfully resolve these factors raise substantial doubt about the Company's
  ability to continue as a going concern. The financial statements of the Company
  do not include any adjustments that may result from the outcome of these aforementioned
  uncertainties.

F-9

---

GREENLITE VENTURES INC. 
  (AN EXPLORATION STAGE COMPANY) 
  NOTES TO FINANCIAL STATEMENTS(Unaudited)

NOTE 7  STOCK ISSUANCES

On June 2, 2009, the Companys Board of Directors approved
  a private placement offering under Regulation S of up to 5,000,000
  units at a price of $0.02 per unit, for total proceeds of up to $100,000. Each
  unit consists of one share of the Companys common stock and one share
  purchase warrant entitling the subscriber to purchase an additional share of
  the Companys common stock for a period of two years following the date
  of issuance at an exercise price of $0.05 per share.

F-10

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SUPPLEMENTAL STATEMENT



F-11

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GREENLITE VENTURES INC. 
  (AN EXPLORATION STAGE COMPANY) 
  STATEMENT OF OPERATING EXPENSES(Unaudited)

|                                  |   | THREE MONTHS ENDED |  |   |              | 
|--------------------------------- | - | ------------------ |  | - | ------------ | 
|                                  |   | JUNE 30,           |  |   | INCEPTION to | 
|                                  |   | 2009               |  |   | 2008         | 
|Operating Expenses                |   |                    |  |   |              | 
|Accounting                        | $ | 4,640              |  | $ | 9,800        | 
|Bank Charges                      |   | -0-                |  |   | 62           | 
|Consulting                        |   | 2,000              |  |   | -0-          | 
|Exploration and
      Development |   | -0-                |  |   | -0-          | 
|Interest                          |   | -0-                |  |   | -0-          | 
|Legal                             |   | 6,650              |  |   | 2,403        | 
|Office Administration             |   | 2,250              |  |   | 2,250        | 
|Property Rights                   |   | -0-                |  |   | -0-          | 
|Regulatory Expenses               |   | 548                |  |   | 1,100        | 
|Rent                              |   | 600                |  |   | 600          | 
|Telephone                         |   | -0-                |  |   | 132          | 
|Travel & Entertainment            |   | -0-                |  |   | -0-          | 
|                                  |   |                    |  |   |              | 
|Total Operating Expenses          | $ | 16,688             |  | $ | 16,347       | 

See Notes to Financial Statements

F-12

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ITEM
2.           
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATION.

Cautionary Statement Regarding Forward-Looking Statements

Certain statements contained in this Quarterly Report
constitute "forward-looking statements. These statements, identified by words
such as plan, "anticipate," "believe," "estimate," "should," "expect" and
similar expressions include our expectations and objectives regarding our future
financial position, operating results and business strategy. These statements
reflect the current views of management with respect to future events and are
subject to risks, uncertainties and other factors that may cause our actual
results, performance or achievements, or industry results, to be materially
different from those described in the forward-looking statements. Such risks and
uncertainties include those set forth under the caption "Part II  Item 1A. Risk
Factors" and elsewhere in this Quarterly Report. We do not intend to update the
forward-looking information to reflect actual results or changes in the factors
affecting such forward-looking information. We advise you to carefully review
the reports and documents we file from time to time with the United States
Securities and Exchange Commission (the SEC), particularly our Annual Reports,
Quarterly Reports and Current Reports.

INTRODUCTION

We were incorporated on December 21, 2000 under the laws of the
State of Nevada.

We currently have no business operations or significant assets.
Accordingly, we are in the process of reorganizing our business and are seeking
and evaluating alternative business opportunities. We are currently reviewing
opportunities in areas of reforestation and carbon credit trading. To date, no
agreements or decisions to enter these business areas have been made. Our
ability to seek out and acquire an alternative business opportunity is subject
to our obtaining additional financing, of which there is no assurance.

Recent Corporate Developments

On June 2, 2009, we approved a private placement offering of up
to 5,000,000 units (the Units) at a price of $0.02 US per Unit, with each Unit
consisting of one share of our common stock and one share purchase warrant. Each
share purchase warrant entitles the holder to purchase an additional share of
common stock exercisable for a period of two years at a price of $0.05 US per
share. The private placement offering will be made to persons who are not U.S.
Persons as defined in Regulation S. The proceeds will be used to retire
corporate indebtedness and for general corporate purposes. There is no assurance
that the private placement offering or any part of it will be completed.

PLAN OF OPERATION

We are currently in the process of reorganizing our business
and are seeking and evaluating alternative business opportunities, particularly
in the reforestation and carbon credit trading areas. As a result, we are unable
to provide an accurate estimate of our financial requirements for the next
twelve months. However, as at June 30, 2009, we currently have a working capital
deficit of $98,943 and will need substantial financing in the near term in order
to meet our current obligations as they become due and to meet our ongoing
reporting obligations under the Securities and Exchange Act (the Exchange
Act). In addition, if our management is successful in identifying a suitable
business opportunity for us to pursue, we will likely need significantly more
financing in order to pursue the new business opportunity.

3

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RESULTS OF OPERATIONS

|Three Months Summary |   |                     |   |   |                     |   |  |            | 
|-------------------- | - | ------------------- | - | - | ------------------- | - |  | ---------- | 
|                     |   | Three Months Ended  |   |   | Percentage          |  
|                     |   |                     |   |   |                     |   |  | Increase / | 
|                     |   | June
      30, 2009 |   |   | June
      30, 2008 |   |  | (Decrease) | 
|Revenue              | $ | -                   |   | $ | -                   |   |  | n/a        | 
|Expenses             |   | (16,688             | ) | $ | (16,347             | ) |  | 2.1%       | 
|Net Loss             | $ | (16,688             | ) | $ | (16,347             | ) |  | 2.1%       | 

Revenues

We have not earned any revenues to date and we do not
anticipate earning revenues in the near future. We have no business operations
and are presently seeking alternative business opportunities, particularly in
the reforestation and carbon credit trading areas.

Expenses

Our operating expenses for the three months ended June 30, 2009
and 2008 are outlined in the table below:

|                      |   | Three Months
      Ended |  |   | Percentage          | 
|--------------------- | - | ------------------------ |  | - | ------------------- | 
|                      |   |                          |  |   |                     | 
|                      |   | June
      30, 2009      |  |   | June
      30, 2008 | 
|Accounting            | $ | 4,640                    |  | $ | 9,800               | 
|Bank Charges          |   | -                        |  |   | 62                  | 
|Consulting            |   | 2,000                    |  |   | -                   | 
|Legal                 |   | 6,650                    |  |   | 2,403               | 
|Office Administration |   | 2,250                    |  |   | 2,250               | 
|Regulatory Expenses   |   | 548                      |  |   | 1,100               | 
|Rent                  |   | 600                      |  |   | 600                 | 
|Telephone             |   | -                        |  |   | 132                 | 
|Total                 | $ | 16,688                   |  | $ | 16,347              | 

The slight increase in expenses during the quarter ended June
30, 2009 is primarily a result of an increase in consulting and legal expenses,
partially offset by a decrease in accounting and regulatory expenses.

Accounting and legal expenses primarily relate to costs in
connection with meeting our reporting requirements under the Exchange Act.

Office administrative expenses consist of management consultant
fees of $750 per month paid to Mr. Thomson for his services.

4

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LIQUIDITY AND CAPITAL RESOURCES

|Working Capital         |   |                        |   |   |                         |   |  |                       | 
|----------------------- | - | ---------------------- | - | - | ----------------------- | - |  | --------------------- | 
|                        |   |                        |   |   |                         |   |  | Percentage            | 
|                        |   | At
      June 30, 2009 |   |   | At
      March 31, 2009 |   |  | Increase / (Decrease) | 
|Current Assets          | $ | 1,890                  |   | $ | 6,338                   |   |  | (70.2)%               | 
|Current Liabilities     |   | (100,833               | ) |   | (88,593                 | ) |  | 13.8%                 | 
|Working Capital Deficit | $ | (98,943                | ) | $ | (82,255                 | ) |  | 20.3%                 | 

|Cash Flows                                    |   |                     |   |   |                     |  
|--------------------------------------------- | - | ------------------- | - | - | ------------------- | -
|                                              |   | Three Months Ended  |  
|                                              |   | June
      30, 2009 |   |   | June
      30, 2008 |  
|Net Cash Used in Operating Activities         | $ | (4,448              | ) | $ | (10,054             | )
|Net Cash From Investing Activities            |   | -                   |   | $ | -                   |  
|Net Cash Provided By Financing Activities     |   | -                   |   | $ | 20,000              |  
|Net Increase (Decrease) in Cash During Period | $ | (4,448              | ) | $ | 9,946               |  

The increase in our working capital deficit at June 30, 2009
from our year ended March 31, 2009 is primarily due to an increase in accounts
payable due to our lack of capital to meet our ongoing operating costs.

Financing Requirements

Since our inception, we have used our common stock to raise
money to fund our operations and to repay outstanding indebtedness. We have not
attained profitable operations and our ability to pursue any future plan of
operation is dependent upon our ability to obtain financing. For these reasons,
our auditors stated in their report to our audited financial statements included
in our Annual Report for the year ended March 31, 2009 filed with the SEC on
July 1, 2009 that that there is substantial doubt that we will be able to
continue as a going concern.

On June 2, 2009, our sole director approved a private placement
offering of up to 5,000,000 units at a price of $0.02 US per unit, with each
unit consisting of one share of our common stock and one share purchase warrant.
Each share purchase warrant entitles the holder to purchase an additional share
of our common stock at a price of $0.05 US per share exercisable for a period of
two years from the date the units are issued. The private placement offering
will be made to persons who are not U.S. Persons as defined in Regulation S.
There is no assurance that the private placement offering or any part of it will
be completed.

We anticipate continuing to rely on equity sales of our common
shares in order to continue to fund our business operations. Issuances of
additional shares will result in dilution to our existing shareholders. There is
no assurance that we will achieve any additional sales of our equity securities
or arrange for debt or other financing to fund our business.

OFF-BALANCE SHEET ARRANGEMENTS

We have no significant off-balance sheet arrangements that have
or are reasonably likely to have a current or future effect on our financial
condition, changes in financial condition, revenues or expenses, results of
operations, liquidity, capital expenditures or capital resources that is
material to stockholders.

5

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CRITICAL ACCOUNTING POLICIES

The preparation of financial statements in conformity with
United States generally accepted accounting principles requires our management
to make estimates and assumptions that affect the reported amount 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.
Our management routinely makes judgments and estimates about the effects of
matters that are inherently uncertain.

We have identified certain accounting policies, described
below, that are most important to the portrayal of our current or recent
financial condition and results of operation.

Pro Forma Compensation Expense

We account for options and restricted stock granted to
employees and directors in accordance with the fair value method of SFAS No.
123, Accounting for Stock-Based Compensation (SFAS No. 123), as amended
by SFAS No. 148, Accounting for Stock-Based Compensation Transition and
Disclosure an amendment of FASB Statement No. 123 and related
interpretations. As such, compensation expense is recorded on stock option and
restricted stock grants based on the fair value of the options or restricted
stock granted, which is estimated on the date of grant using the Black-Scholes
option-pricing model for stock options granted, and is recognized on a
straight-line basis over the vesting period. No stock options have been issued
by us.

Use of Estimates

Management uses estimates and assumptions in preparing our
financial statements in accordance with generally accepted accounting
principles. Those estimates and assumptions affect the reported amounts of
assets and liabilities, the disclosure of contingent assets and liabilities, and
the reported revenues and expenses.

ITEM
3.           
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

Not Applicable.

ITEM
4T.         CONTROLS AND
PROCEDURES.

Evaluation of Disclosure Controls and Procedures

We carried out an evaluation of the effectiveness of our
disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e)
and 15d-15(e)) as of June 30, 2009 (the Evaluation Date). This evaluation was
carried out under the supervision and with the participation of our Chief
Executive Officer and Chief Financial Officer. Based upon that evaluation, our
Chief Executive Officer and Chief Financial Officer concluded that our
disclosure controls and procedures were not effective as of the Evaluation Date
as a result of the material weaknesses in internal control over financial
reporting as identified in our Annual Report on Form 10-K for the year ended
March 31, 2009 (the 2009 Annual Report).

Disclosure controls and procedures are those controls and
procedures that are designed to ensure that information required to be disclosed
in our reports filed or submitted under the Exchange Act are

6

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

Notwithstanding the assessment that our internal control over
financial reporting was not effective and that there were material weaknesses as
identified in our 2009 Annual Report, we believe that our financial statements
contained in our Quarterly Report on Form 10-Q for the fiscal quarter ended June
30, 2009 fairly present our financial condition, results of operations and cash
flows in all material respects.

Changes in Internal Control over Financial Reporting

There were no changes in our internal control over financial
reporting identified in connection with our evaluation of these controls as of
the quarter ended June 30, 2009 that could have affected those controls
subsequent to the date of the evaluation referred to in the previous paragraph,
including any correction action with regard to deficiencies and material
weakness.

7

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PART II - OTHER INFORMATION

ITEM
1.            LEGAL
PROCEEDINGS.

None.

ITEM 1A.        
 RISK FACTORS.

The following are some of the important factors that could
affect our financial performance or could cause actual results to differ
materially from estimates contained in our forward-looking statements. We may
encounter risks in addition to those described below. Additional risks and
uncertainties not currently known to us, or that we currently deem to be
immaterial, may also impair or adversely affect our business, financial
condition or results of operation.

We do not have any business operations or any significant
assets. Our plan of operation for the next twelve months will consist solely of
seeking suitable business opportunities.

We are currently seeking and evaluating alternative business
opportunities. We are currently reviewing opportunities in areas of
reforestation and carbon credit trading. To date, no agreements or decisions to
enter these business areas have been made. Even if we are able to identify
suitable business opportunities, there are no assurances that we will be able to
acquire an interest in those opportunities or that we will have the resources to
pursue such opportunities. As such, an investment in our shares at this time
would be highly speculative and investors could lose all of their investment.

We may not be able to obtain additional financing.

As at June 30, 2009, we had $1,890 cash on hand and a working
capital deficit of $98,943. As such, we will require substantial additional
financing in order to continue as a going concern.

Currently, we do not have a specific business plan, nor have we
identified any suitable alternative business opportunities. As such, our ability
to obtain additional financing may be substantially limited. On June 2, 2009, we
approved a private placement offering of up to 5,000,000 units at $0.02 US per
unit for gross proceeds of $100,000 US. There is no assurance that the private
placement offering or any part of it will be completed. If sufficient financing
is not available or obtainable, we may not be able to continue as a going
concern and investors may lose a substantial portion or all of their
investment.

Because our executive officer has only agreed to provide his
services on a part-time basis, he may not be able or willing to devote a
sufficient amount of time to our business.

Our sole executive officer, Howard Thomson, expects to expend
approximately ten hours per week on our business. Competing demands on his time
may lead to a divergence between his interests and the interests of other
shareholders.

Because our sole executive officer and director, Howard
Thomson, owns 43.8% of our outstanding common stock, investors may find that
corporate decisions influenced by Mr. Thomson are inconsistent with the best
interests of other stockholders.

Howard Thomson, our sole executive officer and director,
controls 43.8% of the issued and outstanding shares of our common stock. The
interests of Mr. Thomson may not be, at all times, the same as those of other
shareholders. Since Mr. Thomson is not simply a passive investor but is also our
active executive, his interests as an executive may, at times, be adverse to
those of passive

8

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investors. Where those conflicts exist, our shareholders will
be dependent upon Mr. Thomson exercising, in a manner fair to all of our
shareholders, his fiduciary duties as an officer or as a member of our board of
directors. Also, Mr. Thomson will have the ability to significantly influence
the outcome of most corporate actions requiring shareholder approval, including
the merger of our company with or into another company, the sale of all or
substantially all of our assets and amendments to our Articles of Incorporation.
This concentration of ownership with Mr. Thomson may also have the effect of
delaying, deferring or preventing a change in control of Greenlite which may be
disadvantageous to minority shareholders.

Because our stock is a penny stock, shareholders will be
more limited in their ability to sell their stock.

The SEC has adopted rules that regulate broker-dealer practices
in connection with transactions in penny stocks. Penny stocks are generally
equity securities with a price of less than $5.00, other than securities
registered on certain national securities exchanges or quoted on the Nasdaq
system, provided that current price and volume information with respect to
transactions in such securities is provided by the exchange or quotation system.

Because our securities constitute penny stocks within the
meaning of the rules, the rules apply to us and to our securities. The rules may
further affect the ability of owners of shares to sell our securities in any
market that might develop for them. As long as the trading price of our common
stock is less than $5.00 per share, the common stock will be subject to rule
15g-9 under the Exchange Act. The penny stock rules require a broker-dealer,
prior to a transaction in a penny stock, to deliver a standardized risk
disclosure document prepared by the SEC, that:

|1. | contains a description of the nature and level of risk in
      the market for penny stocks in both public offerings and secondary
      trading;                                                                                        
|-- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                          
|2. | contains a description of the brokers or dealers duties
      to the customer and of the rights and remedies available to the customer
      with respect to a violation to such duties or other requirements of
      securities laws;
|   |                                                                                                                                                                                                                                          
|3. | contains a brief, clear, narrative description of a
      dealer market, including bid and ask prices for penny stocks and the
      significance of the spread between the bid and ask price;                                           
|   |                                                                                                                                                                                                                                          
|4. | contains a toll-free telephone number for inquiries on
      disciplinary actions;                                                                                                                                                       
|   |                                                                                                                                                                                                                                          
|5. | defines significant terms in the disclosure document or
      in the conduct of trading in penny stocks; and                                                                                                                             
|   |                                                                                                                                                                                                                                          
|6. | contains such other information and is in such form,
      including language, type, size and format, as the SEC shall require by
      rule or regulation.                                                                              

The broker-dealer also must provide, prior to effecting any
transaction in a penny stock, the customer with: (a) bid and offer quotations
for the penny stock; (b) the compensation of the broker-dealer and its
salesperson in the transaction; (c) the number of shares to which such bid and
ask prices apply, or other comparable information relating to the depth and
liquidity of the market for such stock; and (d) a monthly account statements
showing the market value of each penny stock held in the customer's account. In
addition, the penny stock rules require that prior to a transaction in a penny
stock not otherwise exempt from those rules; the broker-dealer must make a
special written determination that the penny stock is a suitable investment for
the purchaser and receive the purchaser's written acknowledgment of the receipt
of a risk disclosure statement, a written agreement to transactions involving
penny stocks, and a signed and dated copy of a written suitably statement. These
disclosure

9

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requirements may have the effect of reducing the trading
activity in the secondary market for our stock.

ITEM
2.           
UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.

None.

ITEM
3.            DEFAULTS
UPON SENIOR SECURITIES.

None.

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

None.

ITEM
5.            OTHER
INFORMATION.

None.

ITEM
6.           
EXHIBITS.

|Exhibit |                                                                                                                                                                                                       
|------- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Number  | Description of Exhibits                                                                                                                                                                               
|        |                                                                                                                                                                                                       
|3.1     | Articles of Incorporation.(1)                                                                                                                                                                         
|        |                                                                                                                                                                                                       
|3.2     | Bylaws, as amended.(1)                                                                                                                                                                                
|        |                                                                                                                                                                                                       
|10.1    | Mineral Claim
        Purchase Agreement between Greenlite Ventures Inc. and Lorrie Ann Archibald
        dated April 30, 2002.(1)                                                                    
|        |                                                                                                                                                                                                       
|10.2    | Bill of Sale.(1)                                                                                                                                                                                      
|        |                                                                                                                                                                                                       
|10.3    | Form of Convertible
        Note.(3)                                                                                                                                                                  
|        |                                                                                                                                                                                                       
|10.4    | Management Consulting
        Agreement with John Curtis.(4)                                                                                                                                          
|        |                                                                                                                                                                                                       
|10.5    | Management Consulting
        Agreement with Howard Thomson.(5)                                                                                                                                       
|        |                                                                                                                                                                                                       
|14.1    | Code of Ethics.(2)                                                                                                                                                                                    
|        |                                                                                                                                                                                                       
|31.1    | Certification
        of Chief Executive Officer and Chief Financial Officer pursuant to Section
        302 of the Sarbanes-Oxley Act of 2002.                                                       
|        |                                                                                                                                                                                                       
|32.1    | Certification
        of Chief Executive Officer and Chief Financial Officer pursuant to 18
        U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley
        Act of 2002.

|**Notes**: |                                                                                                                                 
|---------- | --------------------------------------------------------------------------------------------------------------------------------
|(1)        | Filed as an exhibit to our registration statement on Form
      SB-2 originally filed with the SEC on March 9, 2004, as amended.
|(2)        | Filed as an exhibit to our Annual Report on Form 10-KSB
      filed with the SEC on June 29, 2006.                              
|(3)        | Filed as an exhibit to our Current Report on Form 8-K
      filed with the SEC on December 5, 2006.                             
|(4)        | Filed as an exhibit to our Current Report on Form 8-K
      filed with the SEC on November 9, 2007.                             
|(5)        | Filed as an exhibit to our Quarterly Report on Form
      10-QSB filed with the SEC on February 19, 2008.                       
|           |                                                                                                                                 

10

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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.

|      |                       |  |     | GREENLITE VENTURES INC.                                
|----- | --------------------- |  | --- | -------------------------------------------------------
|      |                       |  |     |                                                        
|      |                       |  |     |                                                        
|      |                       |  |     |                                                        
|Date: | August
      18, 2009 |  | By: | /s/
      Howard Thomson                               
|      |                       |  |     | HOWARD THOMSON                                         
|      |                       |  |     | Chief Executive Officer, Chief Financial
      Officer,
|      |                       |  |     | President, Secretary and Treasurer                     
|      |                       |  |     | (Principal Executive Officer                           
|      |                       |  |     | and Principal Accounting Officer)                      

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