---

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 December 31, 2008

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

For the transition period from ________ to ________

COMMISSION FILE NUMBER 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) 318-3028(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 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 February 10, 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 and nine month periods ended
December 31, 2008 are not necessarily indicative of the results that can be
expected for the year ending March 31, 2009.

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 December 31, 2008, and the statements of operations and
  accumulated deficit, changes in stockholders equity/(deficit), and statements
  of cash flows for the nine month periods ended December 31, 2008 and December
  31, 2007, and for the period December 21, 2000 (date of inception) to December
  31, 2008. 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
  7 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, 2008, and the related statements of
  operations and accumulated deficit, changes in stockholders equity/(deficit),
  and cash flows for the year then ended (not presented herein); and in our report
  dated June 25, 2008, 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. In our opinion, the
  information set forth in the accompanying balance sheet as of March 31, 2008 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 
  February 10, 2009

F-1

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

|ASSETS                                               |   |              |   |   |           |  
|---------------------------------------------------- | - | ------------ | - | - | --------- | -
|                                                     |   | (Unaudited)  |   |   | (Audited) |  
|                                                     |   | December 31, |   |   | March 31, |  
|                                                     |   | 2008         |   |   | 2008      |  
|                                                     |   |              |   |   |           |  
|Current Assets                                       |   |              |   |   |           |  
|Cash                                                 | $ | -0-          |   | $ | 179       |  
|Receivable  Trust Account                           |   | -0-          |   |   | 2,899     |  
|Prepaid Expenses                                     |   | -0-          |   |   | 200       |  
|                                                     |   |              |   |   |           |  
|Total Current Assets                                 |   | -0-          |   |   | 3,278     |  
|                                                     |   |              |   |   |           |  
|TOTAL ASSETS                                         | $ | -0-          |   | $ | 3,278     |  
|                                                     |   |              |   |   |           |  
|                                                     |   |              |   |   |           |  
|                                                     |   |              |   |   |           |  
|LIABILITIES AND STOCKHOLDERS'
      EQUITY/(DEFICIT) |   |              |   |   |           |  
|                                                     |   |              |   |   |           |  
|Current Liabilities                                  |   |              |   |   |           |  
|Accounts Payable and                                 |   |              |   |   |           |  
|Accrued Expenses                                     | $ | 31,953       |   | $ | 19,789    |  
|Loans Payable                                        |   | 29,000       |   |   | 9,000     |  
|Interest Payable                                     |   | 5,754        |   |   | 5,754     |  
|                                                     |   |              |   |   |           |  
|Total Current Liabilities                            |   | 66,707       |   |   | 34,543    |  
|                                                     |   |              |   |   |           |  
|Long Term Debt                                       |   | -0-          |   |   | -0-       |  
|                                                     |   |              |   |   |           |  
|Stockholders' Equity (Deficit)                       |   |              |   |   |           |  
|Common Stock, $0.001 par value                       |   |              |   |   |           |  
|100,000,000 shares authorized,                       |   |              |   |   |           |  
|11,366,666 shares issued                             |   | 11,366       |   |   | 11,366    |  
|Additional Paid in
      Capital                     |   | 261,134      |   |   | 261,134   |  
|Deficit Accumulated During the                       |   |              |   |   |           |  
|Exploration Stage                                    |   | (339,207     | ) |   | (303,765  | )
|                                                     |   |              |   |   |           |  
|Total Stockholders' Equity (Deficit)                 |   | (66,707      | ) |   | (31,265   | )
|                                                     |   |              |   |   |           |  
|TOTAL LIABILITIES AND                                |   |              |   |   |           |  
|STOCKHOLDERS'
      EQUITY/(DEFICIT)                 | $ | -0-          |   | $ | 3,278     |  

See Accountants Review Report and Notes

F-2

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2

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

THREE MONTHS ENDED
      
      
      NINE MONTHS ENDEDDECEMBER 31,
      
      
      DECEMBER 31,
      
      
      INCEPTION to2008
      
      
      2007
      
      
      2008
      
      
      2007
      
      
      DEC.
        31, 2008Revenues
      $
      0
      
      $
      0
      
      $
      0
      
      $
      0
      
      $
      0Operating Expenses
      
      (10,016
      )
      
      (14,352
      )
      
      (35,442
      )
      
      (53,174
      )
      
      (339,207
      )Loss Before Provision forIncome Taxes
      
      (10,016
      )
      
      (14,352
      )
      
      (35,442
      )
      
      (53,174
      )
      
      (339,207
      )Provision for Income Taxes
      
      (0
      )
      
      (0
      )
      
      (0
      )
      
      (0
      )
      
      (0
      )Net Loss
      
      (10,016
      )
      
      (14,352
      )
      
      (35,442
      )
      
      (53,174
      )
      
      (339,207
      )Accumulated Deficit,Beginning of Period
      
      (329,191
      )
      
      (270,808
      )
      
      (303,765
      )
      
      (231,986
      )
      
      0Accumulated Deficit,End of Period
      $
      (339,207
      )
      $
      (285,160
      )
      $
      (339,207
      )
      $
      (285,160
      )
      $
      (339,207
      )Net Loss per Share
      $
      (0.00
      )
      $
      (0.00
      )
      $
      (0.00
      )
      $
      (0.00
      )
      $
      (0.04
      )Weighted AverageShares Outstanding
      
      11,366,666
      
      
      10,733,333
      
      
      11,366,666
      
      
      10,644,444
      
      
      8,436,979


See Accountants Review Report and Notes

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
      
      
      
      
      
      Equity/(Deficit)BalancesDecember 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
      )BalancesMarch 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
      )BalancesMarch 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
      )BalancesMarch 31, 2003
      
      8,900,000
      
      $
      8,900
      
      $
      68,600
      
      $
      (38,757
      )
      $
      38,743Net Loss, Period EndedMarch 31, 2004
      
      ----
      
      
      ----
      
      
      ----
      
      
      (45,729
      )
      
      (45,729
      )BalancesMarch 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
      )BalancesMarch 31, 2005
      
      9,800,000
      
      
      9,800
      
      
      112,700
      
      
      (130,623
      )
      
      (8,123
      )


See Accountants Review Report and Notes

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
      
      
      
      
      
      Equity/(Deficit)BalancesMarch 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
      )BalancesMarch 31, 2006
      
      10,600,000
      
      $
      10,600
      
      $
      171,900
      
      $
      (179,712
      )
      $
      2,788Net Loss, Period EndedMarch 31, 2007
      
      ----
      
      
      ----
      
      
      ----
      
      
      (52,274
      )
      
      (52,274
      )BalancesMarch 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
      )BalancesMarch 31, 2008
      
      11,366,666
      
      $
      11,366
      
      $
      261,134
      
      $
      (303,765
      )
      $
      (31,265
      )Net Loss, Period EndedDecember 31, 2008
      
      ----
      
      
      ----
      
      
      ----
      
      
      (35,442
      )
      
      (35,442
      )BalancesDecember 31, 2008
      
      11,366,666
      
      $
      11,366
      
      $
      261,134
      
      $
      (339,207
      )
      $
      (66,707
      )


See Accountants Review Report and Notes

F-5

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

|                                   |   | NINE MONTHS         |   |   | NINE MONTHS   |   |   |                     |  
|---------------------------------- | - | ------------------- | - | - | ------------- | - | - | ------------------- | -
|                                   |   | ENDED               |   |   | ENDED         |   |   | INCEPTION to        |  
|                                   |   | DEC.
      31, 2008 |   |   | DEC. 31, 2007 |   |   | DEC.
      31, 2008 |  
|                                   |   |                     |   |   |               |   |   |                     |  
|Cash Flows from                    |   |                     |   |   |               |   |   |                     |  
|Operating Activities               |   |                     |   |   |               |   |   |                     |  
|                                   |   |                     |   |   |               |   |   |                     |  
|Net Loss                           | $ | (35,442             | ) | $ | (53,174       | ) | $ | (339,207            | )
|                                   |   |                     |   |   |               |   |   |                     |  
|Adjustments to Reconcile Net       |   |                     |   |   |               |   |   |                     |  
|Income to Net Cash
      Provided/ |   |                     |   |   |               |   |   |                     |  
|(Used) by Operating Activities     |   |                     |   |   |               |   |   |                     |  
|(Increase)Decrease in              |   |                     |   |   |               |   |   |                     |  
|Receivable  Trust Account         |   | 2,899               |   |   | (14,023       | ) |   | -0-                 |  
|Prepaid Expenses                   |   | 200                 |   |   | -0-           |   |   | -0-                 |  
|Increase(Decrease)
      in        |   |                     |   |   |               |   |   |                     |  
|Accounts Payable                   |   | 12,164              |   |   | (9,031        | ) |   | 31,953              |  
|Interest Payable                   |   | -0-                 |   |   | 3,767         |   |   | 5,754               |  
|                                   |   |                     |   |   |               |   |   |                     |  
|Net Cash Used by                   |   |                     |   |   |               |   |   |                     |  
|Operating
      Activities         |   | (20,179             | ) |   | (72,461       | ) |   | (301,500            | )
|                                   |   |                     |   |   |               |   |   |                     |  
|Cash Flows from                    |   |                     |   |   |               |   |   |                     |  
|Investing Activities               |   | -0-                 |   |   | -0-           |   |   | -0-                 |  
|                                   |   |                     |   |   |               |   |   |                     |  
|Cash Flows from                    |   |                     |   |   |               |   |   |                     |  
|Financing Activities               |   |                     |   |   |               |   |   |                     |  
|Proceeds from Issuance of Debt     |   | 20,000              |   |   | 9,000         |   |   | 79,000              |  
|Proceeds Related to                |   |                     |   |   |               |   |   |                     |  
|Issuance of Common Stock           |   | -0-                 |   |   | 40,000        |   |   | 222,500             |  
|                                   |   |                     |   |   |               |   |   |                     |  
|Cash Provided by                   |   |                     |   |   |               |   |   |                     |  
|Financing
      Activities         |   | 20,000              |   |   | 49,000        |   |   | 301,500             |  
|                                   |   |                     |   |   |               |   |   |                     |  
|                                   |   |                     |   |   |               |   |   |                     |  
|Net Increase (Decrease) in Cash    |   | (179                | ) |   | (23,461       | ) |   | -0-                 |  
|                                   |   |                     |   |   |               |   |   |                     |  
|Cash at Beginning of Period        |   | 179                 |   |   | 23,870        |   |   | -0-                 |  
|                                   |   |                     |   |   |               |   |   |                     |  
|Cash at End of Period              | $ | -0-                 |   | $ | 409           |   | $ | -0-                 |  

See Accountants Review Report and Notes

F-6

---

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 are expensed as they are incurred, as their recoverability is
  presumed to be insupportable during the exploration stage.

F-7

---

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

---

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 December
  31, 2008 and December 31, 2007 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 June 30, 2008, an additional $20,000
  of loans were obtained from stockholders under the same terms for similar
  purposes.

NOTE 4  LONG-TERM DEBT

On October 31, 2006, the Companys Board of Directors approved
  a private placement of 10% convertible notes for proceeds of $50,000. These
  notes were issued on November 30, 2006, were due on October 31, 2008, and bore
  interest at 10% annually. The note holders were entitled to convert all or any
  portion of the notes into shares of the Companys common stock, at the lesser of
  $0.10 per share or 75% of the average trading price for the ten trading days
  immediately preceding the date of conversion. The proceeds were intended to fund
  completion of work on the Companys mineral claim, and for working capital
  purposes. As discussed in Note 9, on January 24, 2008 these notes were converted
  into 500,000 shares of the Companys common stock.

NOTE 5 - 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 6 - RECENTLY ISSUED ACCOUNTING
  PRONOUNCEMENTS

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

NOTE 7  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.

F-9

---

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

NOTE 7  GOING CONCERN - CONTINUED

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 $339,207 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.

NOTE 8  STOCK ISSUANCES

On July 25, 2007, the Company approved a private placement of
  up to 350,000 units at a price of $0.15 per unit. Each unit consists of one
  common share of the Companys stock and one share purchase warrant, with each
  warrant entitling the holder to purchase an additional common share at a price
  of $0.20 per share, for a period ending one year from the date the units are
  issued. The proceeds of this offering are to be used to retire corporate debt
  and for general corporate expenses. This offering was made to non-US investors
  pursuant to Regulation S of the United States Securities Act of 1933. On
  November 7, 2007, 266,666 units were issued under this private placement, for a
  total contribution of $40,000.

On January 24, 2008, $50,000 of 10% convertible notes payable
  were converted into 500,000 shares of the Companys common stock according to
  the terms described in Note 4 to the financial statements.

F-10

---











SUPPLEMENTAL STATEMENT















F-11

---

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

THREE MONTHS ENDED
      
      
      NINE MONTHS ENDEDDECEMBER 31,
      
      
      DECEMBER 31,
      
      
      INCEPTION to2008
      
      
      2007
      
      
      2008
      
      
      2007
      
      
      DEC.
        31, 2008Operating ExpensesAccounting
      $
      3,920
      
      $
      3,810
      
      $
      14,900
      
      $
      13,570
      
      $
      90,585Bank Charges
      
      274
      
      
      188
      
      
      404
      
      
      198
      
      
      780Consulting
      
      -0-
      
      
      1,500
      
      
      -0-
      
      
      1,500
      
      
      1,750Exploration and Development
      
      -0-
      
      
      -0-
      
      
      -0-
      
      
      2,485
      
      
      20,750Interest
      
      -0-
      
      
      1,260
      
      
      -0-
      
      
      3,767
      
      
      5,754Legal
      
      2,396
      
      
      3,227
      
      
      8,089
      
      
      15,931
      
      
      124,659Office Administration
      
      2,250
      
      
      3,000
      
      
      6,750
      
      
      9,000
      
      
      37,722Property Rights
      
      -0-
      
      
      -0-
      
      
      -0-
      
      
      -0-
      
      
      4,000Regulatory Expenses
      
      447
      
      
      686
      
      
      3,107
      
      
      4,707
      
      
      26,555Rent
      
      600
      
      
      600
      
      
      1,800
      
      
      1,800
      
      
      20,450Telephone
      
      129
      
      
      81
      
      
      392
      
      
      216
      
      
      2,215Travel & Entertainment
      
      -0-
      
      
      -0-
      
      
      -0-
      
      
      -0-
      
      
      3,987Total Operating Expenses
      $
      10,016
      
      $
      14,352
      
      $
      35,442
      
      $
      53,174
      
      $
      339,207


See Accountants Review Report and Notes

F-12

---

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 previously held a 100% interest mineral claim located on
Texada Island, British Columbia, Canada referred to as the Magnolia mineral
claim. On July 31, 2008, our management determined to allow title to the
Magnolia claim to lapse in order to avoid ongoing costs related to holding the
property. Accordingly, we are currently seeking out and evaluating alternative
business opportunities.

PLAN OF OPERATION

As we are currently seeking out and evaluating alternative
business opportunities, we are unable to provide an estimate of our exact
financial needs for the next twelve months. However, as at December 31, 2008, we
had no cash on hand and a working capital deficit of $66,707. As such, we will
require substantial additional financing in the near future in order to meet our
current obligations and to acquire an alternative opportunity. In addition, in
the event that we are successful in identifying suitable alternative business
opportunities, of which there is no assurance, we anticipate that we will need
to obtain additional financing in order to pursue those opportunities.

Currently, we do not have any financing arrangements in place
  and there are no assurances that we will be able to obtain sufficient financing
  on terms acceptable to us, if at all.

Due to the lack of our operating history and our present
inability to generate revenues, our auditors have stated in their audit report
included in our audited financial statements for the year ended March 31, 2008
that there currently exists substantial doubt about our ability to continue as a
going concern.

3

---

RESULTS OF OPERATIONS

Third Quarter and Nine Months Summary

Third
        Quarter Ended
      
      
      
      
      
      Nine
        Months EndedDecember
        31
      
      
      Percentage
      
      
      December
        31
      
      
      PercentageIncrease /
      
      
      
      
      
      
      
      
      Increase /2008
      
      
      2007
      
      
      (Decrease)
      
      
      2008
      
      
      2007
      
      
      (Decrease)Revenue
      $
      -
      
      $
      -
      
      
      n/a
      
      $
      -
      
      $
      -
      
      
      n/aExpenses
      
      (10,016
      )
      
      (14,352
      )
      
      (30.2)%
      
      
      (35,442
      )
      
      (53,174
      )
      
      (33.3)%Net Loss
      $
      (10,016
      )
      $
      (14,352
      )
      
      (30.2)%
      
      $
      (35,442
      )
      $
      (53,174
      )
      
      (33.3)%


Revenues

We have not earned any revenues to date and we do not
anticipate earning any revenues in the near future. We have no operations and
are presently seeking business opportunities.

Expenses

The major components of our expenses for the three and nine
months ended December 31, 2008 and 2007 are outlined in the table below:

Three
        Months Ended
      
      
      
      
      
      Nine
        Months EndedDecember
        31
      
      
      Percentage
      
      
      December
        31
      
      
      PercentageIncrease /
      
      
      
      
      
      
      
      
      Increase /2008
      
      
      2007
      
      
      (Decrease)
      
      
      2008
      
      
      2007
      
      
      (Decrease)Accounting
      $
      3,920
      
      $
      3,810
      
      
      2.9%
      
      $
      14,900
      
      $
      13,570
      
      
      9.8%Bank Charges
      
      274
      
      
      188
      
      
      45.7%
      
      
      404
      
      
      198
      
      
      104.0%Consulting
      
      -
      
      
      1,500
      
      
      (100)%
      
      
      -
      
      
      1,500
      
      
      (100)%Exploration and
      
      -
      
      
      -
      
      
      n/a
      
      
      -
      
      
      2,485
      
      
      (100)%DevelopmentInterest
      
      -
      
      
      1,260
      
      
      (100)%
      
      
      -
      
      
      3,767
      
      
      (100)%Legal
      
      2,396
      
      
      3,227
      
      
      (25.8)%
      
      
      8,089
      
      
      15,931
      
      
      (49.2)%Office Administration
      
      2,250
      
      
      3,000
      
      
      (25.0)%
      
      
      6,750
      
      
      9,000
      
      
      (25.0)%Regulatory Expenses
      
      447
      
      
      686
      
      
      (34.8)%
      
      
      3,107
      
      
      4,707
      
      
      (34.0)%Rent
      
      600
      
      
      600
      
      
      n/a
      
      
      1,800
      
      
      1,800
      
      
      n/aTelephone
      
      129
      
      
      81
      
      
      59.3%
      
      
      392
      
      
      216
      
      
      81.5%TOTAL
      $
      10,016
      
      $
      14,352
      
      
      (30.2)%
      
      $
      35,442
      
      $
      53,174
      
      
      (33.3)%


The decreases in expenses are primarily a result of the
decrease in consulting, legal and office and administration expenses.

Accounting and legal expenses primarily relate to costs in
connection with meeting our reporting requirements under the Securities Exchange
Act of 1934 (the Exchange Act).

4

---

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

LIQUIDITY AND CAPITAL RESOURCES

|Working Capital                         |   |                            |   |   |                         |   |  |                       | 
|--------------------------------------- | - | -------------------------- | - | - | ----------------------- | - |  | --------------------- | 
|                                        |   |                            |   |   |                         |   |  | Percentage            | 
|                                        |   | At
      December 31, 2008 |   |   | At
      March 31, 2008 |   |  | Increase / (Decrease) | 
|Current Assets                          | $ | -                          |   | $ | 3,278                   |   |  | (100)%                | 
|Current Liabilities                     |   | (66,707                    | ) |   | (34,543                 | ) |  | 93.1%                 | 
|Working Capital Surplus
      (Deficit) | $ | (66,707                    | ) | $ | (31,265                 | ) |  | 113.4%                | 

|Cash Flows                                    |   |                         |   |   |                   |  
|--------------------------------------------- | - | ----------------------- | - | - | ----------------- | -
|                                              |   | Nine
      Months Ended |  
|                                              |   | December 31, 2008       |   |   | December 31, 2007 |  
|Net Cash Used in Operating Activities         | $ | (20,179                 | ) | $ | (72,461           | )
|Net Cash From Investing Activities            |   | -                       |   |   | -                 |  
|Net Cash Provided By Financing Activities     |   | 20,000                  |   |   | 49,000            |  
|Net Increase (Decrease) in Cash During Period | $ | (179                    | ) | $ | (23,461           | )

The increase in our working capital deficit at December 31,
2008 from our year ended March 31, 2008 is primarily a result of the fact that
we had no revenue or sources of long-term financing during the nine months ended
December 31, 2008.

During the nine months ended December 31, 2008, we received
loans totaling $20,000 from stockholders. These loans are non-interest bearing
and due on demand.

Financing Requirements

Since our inception, we have used our common stock to raise
money for our property acquisition, for corporate expenses 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 for the year ended March 31, 2008 that that there
is substantial doubt that we will be able to continue as a going concern.

On July 25, 2007, we approved a private placement offering of
  up to 350,000 units at a price of $0.15 US per Unit pursuant to Regulation S
  of the Securities Act. Each Unit consists of one share of our common stock and
  one share purchase warrant. Each warrant entitles the holder to purchase an
  additional share of our common stock at a price of $0.15 US per share for a
  period of one (1) year from the date the Units were issued. On November 7, 2007,
  we issued 266,666 Units at a price of $0.15 US per Unit to non-U.S. persons
  in reliance of Regulation S of the Securities Act. The balance of the offering
  has not been closed and there is no assurance that the remaining Units will
  be sold.

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 of additional sales of our equity
securities or arrange for debt or other financing for to fund our business.

5

---

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.

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.

Exploration Stage Company

We were in the exploration stage from our formation until July
31, 2008 and have not yet realized any revenues from our operations. We were
primarily engaged in the acquisition and exploration of mining properties. Upon
the location of commercially mineable reserves, we plan to prepare for mineral
extraction and enter the development stage. To date, the exploration stage of
our previous operations consisted of contracting with a geologist to sample and
assessing the mining viability of our mineral claim.

Mineral Rights

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

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.

6

---

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 December 31, 2008 (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 discussed below.

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 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 this report, we believe that our financial statements contained in
our Quarterly Report on Form 10-Q for the fiscal quarter ended December 31, 2008
fairly present our financial condition, results of operations and cash flows in
all material respects.

Material Weaknesses

Management assessed the effectiveness of the Companys internal
control over financial reporting as of Evaluation Date and identified the
following material weaknesses:

Insufficient Resources:We have an inadequate number of
personnel with requisite expertise in the key functional areas of finance and
accounting.

Inadequate Segregation of Duties: We have an inadequate
number of personnel to properly implement control procedures.

Lack of Audit Committee & Outside Directors on the
Companys Board of Directors:We do not have a functioning audit committee
and outside directors on the Companys Board of Directors, resulting in
ineffective oversight in the establishment and monitoring of required internal
controls and procedures.

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 end of the period covered by this report 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

---

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.

Our management determined to allow title to our Magnolia Claim
to expire. We are currently seeking and evaluating alternative business
opportunities. We have not yet identified any suitable business opportunities
and there is no assurance that we will be able to do so in the future. 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 December 31, 2008, we had no cash on hand and a working
capital deficit of $66,707. 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. 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. We currently do not have any financing arrangements in place and
there are no assurances that we will be able to acquire financing on acceptable
terms or at all.

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, is employed on a
full time basis by other companies. Mr. 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 sole 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 sole director,
controls 43.8% of the issued and outstanding shares of our common stock.
Accordingly, in accordance with our Articles of Incorporation and Bylaws, Mr.
Thomson is able to control who is elected to our board of directors and thus
could act,

8

---

or could have the power to act, as our management. 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 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

9

---

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 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: | February 16, 2009 |  | By: | /s/
      Howard Thomson                               
|      |                   |  |     | HOWARD THOMSON                                         
|      |                   |  |     | Chief Executive Officer, Chief Financial
      Officer,
|      |                   |  |     | President, Secretary and Treasurer                     
|      |                   |  |     | (Principal Executive Officer                           
|      |                   |  |     | and Principal Accounting Officer)                      

---