FORM 10-KSB

                     SECURITIES AND EXCHANGE COMMISSION
                           Washington, D.C. 20549

             [X] 15,ANNUAL REPORT UNDER SECTION 13 OR 15(D) OF
                    THE SECURITIES EXCHANGE ACT OF 1934
                     For the fiscal year ended: 3/31/05
                                      OR
             [ ]15,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-000-28787

                            Micro Laboratories, Inc.
           Exact name of Registrant as specified in its charter)


       NEVADA                                          05-049-4587
(State or other     (Primary Standard Industrial    (I.R.S. Employer
 jurisdictions       Classification Code Number) Identification number)
   of incorporation
   or organization


 29 Lakeside Drive, Johnston, Rhode Island                  02919
 (Address of principal executive offices)                (Zip Code)


                         Telephone:  (401) 949-3562
           (Registrant's telephone number, including area code)


Securities registered pursuant to
     Section 12(b) of the Act:         None

Securities registered pursuant to
     Section 12(g) of the Act:         Common Stock, $.001 par value


Check whether the Company (1) has filed all reports required to be
filed by Section 13 or 15(d) of the Securities Exchange Act during the
preceding 12 months (or such shorter period that the Company was
required to file such reports), and (2) has been subject to such filing
requirements for at least the past 90 days.

Yes __x__   No  _____

Check if there is no disclosure of delinquent filers in response to
Item 405 of Regulation S-B is not contained in this form, and no
disclosure will be contained, to the best of Company's knowledge, in
definitive proxy or information statements incorporated by reference in
Part III of this Form 10-KSB or any amendment to this Form 10-KSB.

[x]

The Company's revenues for its most recent fiscal year were $28,289.



<PAGE>2

The number of shares outstanding of Company's class of common stock, as
of March 31, 2005 was 59,619,109 shares of its $.001 par value common
stock.

Check whether the Issuer has filed all documents and reports required
to be filed by Section 12, 13 or 15(d) of the Exchange Act after the
distribution of securities under a plan confirmed by a court.

Yes  ____   No  _____

No documents are incorporated into the text by reference.

Transitional Small Business Disclosure Format (check one)

Yes  ____   No  __x__



<PAGE>3

                                PART I

ITEM 1.    BUSINESS - General

Business of Corporation.  The operations and objectives of the
Corporation are to produce, market and distribute a line of oral
Spray vitamins, trade name "Micro SprayT".  Micro intends to produce,
market and distribute an additional product line of, minerals, herbs
and other oral absorption products in the United States and the
international market.  Therefore, Micro's financial viability will
depend almost exclusively on Micro's ability to generate revenues from
its operation, and the production of the above product lines.  Micro
will not have the benefit of reducing its financial risks by relying on
revenues derived from other operations.

Competition.  There is significant competition in the vitamin, minerals
and nutritional supplement industry.   Micro will compete with
established companies and other entities (many of which possess
substantially greater resources than Micro).  Almost all of the
companies with which Micro will compete are substantially larger, have
more substantial histories, backgrounds, experience and records of
successful operations, greater financial, technical, marketing and
other resources, more employees and more extensive facilities than
Micro now has, or will in the foreseeable future.  It is also likely
that other competitors will emerge in the near future.  There is no
assurance that Corporation will compete successfully with other
established vitamin, minerals and nutritional supplement manufacturers.
Micro shall compete on the basis of quality in addition to a price
basis.  Inability to compete successfully might result in increased
costs, reduced yields and additional risks to the investors herein

Employees.   Micro has no employees.

Governmental Regulation.   Micro is not subject to governmental
regulation other those regulations, which apply to manufacturing.
Micro will need to meet the requirements of the Food and Drug
Administration for food processing standards.

Seasonal Nature of Business Activities. Micro's operations are not be
seasonal.

Products.  Micro currently has eleven different nutritional health
products.  All natural ingredients are used in each product.  The price
of the products range from retail pricing of approximately $7.00 to
$40.00 and wholesale prices of $5.00 to $20.00. Micro's products are:
Adult Multiple Vitamin, Children's Multiple Vitamin, Vitamin B-12,
Adult B-Complex with C, Children's B-Complex with C, Zinc plus Vitamin
C, Heartcare, Osteocare, Cold and Allergy, Petcare, and Zinc plus
Vitamin with no echinacea.

The nutritional supplement industry is not regulated by the Food and
Drug Administration.    The Food and Drug Administration has tried
unsuccessfully in the past to pass legislation labeling vitamins as
drugs.  Due to this position, Micro does not publish any information
that could be considered as "prescribing".   The Corporation attempts
to cooperate with this agency whenever possible and seeks professional
legal counsel experienced and specializing in Food and Drug
Administration matters.



<PAGE>4

The Food and Drug Administration prohibits any companies from providing
information to the customer as to what the product is for and why it
works. The Food and Drug Administration views that if the marketer is
making any suggestions or claims as to what the product is for then
that is considered prescribing and as such the product is a drug.  If
the product is determined to be a drug, then it needs to be licensed as
one and available only as a prescription item.   The Food and Drug
Administration has tried unsuccessfully in the past to pass legislation
labeling vitamins as drugs. Due to this position, Micro does not
publish any information that could be considered as "prescribing".

Micro SprayT Delivery System. Micro has developed "Micro SprayT", a
delivery system in the form of a spray that is sprayed directly onto
the mouth in the form of a fine mist.  Micro SprayT enters the delicate
tissue of the mouth and is absorbed into the bloodstream and
assimilated throughout the body.   Micro SprayT consists of vitamins
and nutrients in an aqueous solution that is delivered through a non-
aerosol pump.

In-house studies have determines that Micro SprayT, derived from
vegetable sources, increases the quantity of nutrients that enter into
the bloodstream, provides proper nutrient levels and increases the rate
at which a nutrient is absorbed.

Current Industry Background and Delivery Systems.   The metabolism of
Nutrients consist of four important steps: digestion, assimilation,
utilization and excretion.  Digestion takes place in either the stomach
where the fluids are acidic, or the small intestines where the fluids
are alkaline.  The proper balance of acid levels in these vital organs
is crucial to the digestion process, yet as people age, increasingly
less of these fluids are produced and as a result, the level of
nutrient absorption is decreased.

NBC's Today Show reported that when a variety of name brand vitamins
were tested, 36% of the vitamin pills failed to disintegrate quickly
enough to be absorbed into the bloodstream. In order to combat this
problem, tablet manufacturers often attach a catalyst (chelator) to the
minerals that will aid in the digestion process, however, normally up
to 80% of the tablet can become chelator and only 20% of the content is
actually pure mineral.  In addition, minerals are typically unstable
and easily destroyed in the digestive tract and the acid in the stomach
can actually deactivate enzymes before they reach the site of optimal
activity.  To counter this difficulty, manufacturers enteric-coat
pancreatic and other similar acid sensitive ingredients to prevent
destruction in the stomach.  The coating must be resistant to acid in
the stomach, yet dissolve in the alkaline environment of the small
intestine.  As individuals vary greatly in the levels of acid in their
stomachs and the alkaline levels of their small intestines, if coatings
are improperly balanced or designed in a generic environment, the
supplement will be wasted.

Assimilation takes place primarily in the small intestines where
adverse effects can result from a multitude of factors. Some nutrients
react to one another and compete for absorption.  Some even require
that your body secretes special proteins as carriers before being
absorbed, while others are best absorbed when fat and oils are induced
into the body's diet as a carrier. The result of assimilation
complications is known to cause, among other ailments, unpleasant side



<PAGE>5

effects such as nausea and gastrointestinal discomfort.  In addition,
digestive organs such as the liver, kidneys and stomach are taxed
unnecessarily, as the nutrients do not always break down and might not
offer the body any nutritional value.

Manufacturing.  Micro packages its product line.   Most packaging will
be done in house, some will be done by independent packaging companies
across the nation. Micro supplies the packaging corporation with the
finished product in measured-premixed form, so that a measured amount
can be inserted into the vials by the packaging corporation.  The vials
are filled, labeled and packaged for distribution.  Micro offers
variations of their product for private label.

Service and Support.  Micro guarantees its products to 100%
satisfaction.  If a customer is not satisfied with the product for any
reason, the product will be replaced or the price refunded.

ITEM 2.    PROPERTIES.

Micro's executive offices are located at 29 Lakeside Drive, P.O. Box
19296, Johnston, Rhode Island 02919.   These offices consist of 400
square feet for office, product development, product testing and is
leased at the rate of $600 per month.   Additionally, Micro leases
warehouse space at 37A Lark Industrial Parkway, Greenville, Rhode
Island 02828 being accrued at the rate of $1,200 per month from a
related party.  The warehouse space consists of 1,400 square feet.

ITEM 3.    LEGAL PROCEEDINGS.

The Company was named as a defendant in legal action alleging breach of
fiduciary duties.  The Company intended to vigorously defend this
action and had previously provided for $65,000 of accrued settlement
liability.   The case was settled during the year ended March 31, 2005.
Pursuant to the final settlement agreement, a permanent stop order was
placed on unreturned common shares held by the plaintiff and the
plaintiff did not have to repay $65,000 that had been paid to the
plaintiff without Company approval.  For the year ended March 31, 2005,
$65,000 was recorded as relief of debt income.

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

No matters were submitted to a vote of the Company's security holders,
through the solicitation of proxies.




<PAGE>6
                               PART II


ITEM 5.    MARKET FOR COMPANY'S COMMON EQUITY AND
           RELATED STOCKHOLDER MATTERS

Micro common stock is traded in the over-the-counter market and listed
on the NASDAQ Bulletin Board under the symbol "MLAR-BB.

The following table sets forth the range of high ask and low bid
quotations for Micro's common stock for the quarter ended as of the
dates set forth below since commencement of trading (July 8, 1998), as
reported by the OTC Bulletin Board.   The quotations represent inter-
dealer prices without retail markup, markdown or commission, and may
not necessarily represent actual transactions.

       Quarter Ended              High Ask          Low Bid

             3/31/02                 $.20              $.025
             6/30/02                 $.20              $.025
             9/30/02                 $.025             $.025
            12/31/02                 $.06              $.025
             3/31/03                 $.06              $.025
             6/30/03                 $.02              $.02
             9/30/03                 $.05              $.05
            12/30/03                 $.05              $.05
             3/31/04                 $.06              $.06
             6/30/04                 $.08              $.08
             9/30/04                 $.10              $.10
            12/31/04                 $.07              $.07
             3/31/05                 $.05              $.05


ITEM 6.   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
          AND RESULTS OF OPERATIONS.

Trends and Uncertainties. Demand for Micro's products are dependent on,
among other things, general economic conditions, which are cyclical in
nature.  Inasmuch as a major portion of Micro's activities is the
receipt of revenues from the sale of its products, Micro's business
operations may be adversely affected by its competitors and prolonged
recessionary periods.

Micro is no longer a development stage corporation.      Micro uses a
target marketing approach for the distribution of its Micro SprayT
product line.

Capital and Source of Liquidity. Micro currently has no material
commitments for capital expenditures.

For the year ended March 31, 2005 and 2004, Micro did not pursue any
investing activities.



<PAGE>7

For the year ended March 31, 2005, Micro received loans from related
parties of $14,495 and repaid loans from related parties of $10,544.
During the years ended March 31, 2004 and 2005, Micro rented office
space from a shareholder.   Rent expense for the years ended March 31,
2004 and 2005 were $7,200 each year.   For the year ended March 31,
2005 and 2004, Micro owed officers, shareholders and their affiliates
for operating expenses of $3,954 and $282,652, respectively.

On March 28, 2005, $289,849 of the related party payables was retired
through the issuance of 9,661,609 common shares of Micro.

On a long term basis, liquidity is dependent on continuation of
operations as discussed above, receipt of revenues, additional
infusions of capital and debt financing.  Micro believes that it
requires additional capital and debt financing in the short term will
allow Micro to continue its marketing and sales efforts and continue as
a fully operational corporation resulting in increased revenue and
greater liquidity in the long term.  However, there can be no assurance
that Micro will be able to obtain additional equity or debt financing
in the future, if at all.

Results of Operations.

Micro has conducted operations that include:

   - completed photo shoots, created corporate logos, brochures, sales
literature, product labels and packaging design, UPCs

   - prepared the product line of eleven items for distribution roll
out

   - currently in negotiations with three large distributors to include
west coast, mid west, and New England to represent and sell the
companies product lines to national chains.

Micro has only received minimal revenues since inception.   For the
year ended March 31, 2005, we received revenue of $28,289 and had
selling, general and administrative expenses of $54,434 which consisted
of basis operating expenses spent to set up business operations and the
administrative, legal and accounting expenses necessary to fulfill
Micro's filing requirements under the Securities Exchange Act of 1934.

For the year ended March 31, 2004, we received revenue of $27,628 and
had selling, general and administrative expenses of $65,919 which
consisted of basis operating expenses spent to set up business
operations and the administrative, legal and accounting expenses
necessary to fulfill Micro's filing requirements under the Securities
Exchange Act of 1934.

Going Concern.   Micro began operation in August 8, 1997 and there is
no assurance that it will reach profitability. Since its inception,
Micro has been principally engaged in product and service development.
As shown in the accompanying financial statements, Micro has incurred
net operating losses of $43,993 and $28,097 for the years ended March
31, 2004 and 2005, respectively.

Micro has a stockholders' deficit of $464,564 and a working capital
deficiency of $466,577 at March 31, 2005. Numerous problems, many of
which are beyond the Company's control, are frequently experienced by
companies in this period of development - marketing and customer

<PAGE>8

support problems, difficulty in dealing with competition, lack of
familiarity on the part of customers and suppliers, and technical
obsolescence. There can be no assurance that commercial viability can
be demonstrated for Micro's products and services, and there can be no
assurance that Micro will ever achieve profitability on a sustained
basis, if at all.

Micro's status as a going concern is dependent on its ability to
successfully implement a marketing plan and generate sufficient
revenues to operate on a profitable basis, continued financial support
by officers and major shareholders and raising of additional funds for
working capital. The financial statements do not include any
adjustments that might be necessary should Micro be unable to continue
as a going concern.

Micro began operation in August 8, 1997 and there is no assurance that
it will reach profitability.  Since its inception, Micro has been
principally engaged in product and service development.  Micro has
incurred net operating income(loss) of $36,903 and ($43,993) for the
years ended March 31, 2005 and 2004, respectively.  Micro has a
stockholders' deficit of $399,804 and a working capital deficiency of
$401,577 at March 31, 2005.   Numerous problems, many of which are
beyond Micro's control, are frequently experienced by companies in this
period of development - marketing and customer support problems,
difficulty in dealing with competition, lack of familiarity on the part
of customers and suppliers, and technical obsolescence.  There can be
no assurance that commercial viability can be demonstrated for Micro's
products and services, and there can be no assurance that Micro will
ever achieve profitability on a sustained basis, if at all.  Micro's
status as a going concern is dependent on its ability to successfully
implement a marketing plan and generate sufficient revenues to operate
on a profitable basis, continued financial support by officers and
major shareholders and raising of additional funds for working capital.

Controls and Procedures.   Robert Thistle, Chief Executive Officer and
Mary Nelson, Chief Financial Officer of Micro have made an evaluation
of the disclosure controls and procedures relating to the annual report
on Form 10KSB for the year ended March 31, 2005 as filed with the
Securities and Exchange Commission and have judged such controls and
procedures to be effective as of March 31, 2005 (the evaluation date).

There have not been any significant changes in the internal controls of
Micro or other factors that could significantly affect internal
controls relating to Micro since the evaluation date.




<PAGE>9

ITEM 7.    FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM


Shareholders and Board of Directors
Micro Laboratories, Inc.

We have audited the accompanying balance sheet of Micro Laboratories,
Inc. as of March 31, 2005, and the related statements of operations,
stockholders' (deficit), and cash flows for the year then ended.  These
financial statements are the responsibility of the Company's management.
Our responsibility is to express an opinion on these financial statements
based on our audit.

We conducted our audit in accordance with the auditing standards of the
Public Company Accounting Oversight Board (United States). Those
standards require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. An
audit also includes assessing the accounting principles used and
significant estimates by management, as well as evaluating the overall
financial statement presentation. We believe that our audit provides a
reasonable basis for our opinion.

In our opinion, the financial statements referred to above present
fairly, in all material respects, the financial position of Micro
Laboratories, Inc. as of March 31, 2005, and the results of its
operations, and its cash flows for the year then ended, in conformity
with accounting principles generally accepted in the United States of
America.

The accompanying financial statements have been prepared assuming that
the Company will continue as a going concern.  As discussed in Note 5
to the financial statements, the Company has suffered recurring losses
from operations and has a stockholders' deficit. These factors raise
substantial doubt about the Company's ability to continue as a going
concern. Management's plans in regard to these matters are also
discussed in Note 5. The financial statements do not include any
adjustments that might result from the outcome of this uncertainty.


/s/ Stark Winter Schenkein & Co., LLP

Denver, Colorado
August 9, 2005




<PAGE>10

REPORT OF INDEPENDENT PUBLIC ACCOUNTANT
Board of Directors and Stockholders
Micro Laboratories, Inc.

We have audited the balance sheet of Micro Laboratories, Inc. as of
March 31, 2004, and the related statements of income, changes in
stockholders' equity, and cash flows for each of the two years in the
period then ended.  These financial statements are the responsibility
of the Company's management.  Our responsibility is to express an
opinion on these financial statements based on our audits.

We conducted our audits in accordance with auditing standards generally
accepted in the United States of America.  Those standards require that
we plan and perform the audit to obtain reasonable assurance about
whether the financial statements are free of material misstatement.  An
audit includes examining on a test basis, evidence supporting the
amounts and disclosures in the financial statements.  An audit also
includes assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall
financial statement presentation.  We believe that our audits provide a
reasonable basis for our opinion.

In our opinion, the financial statements referred to above, present
fairly, in all material respects, the financial position of Micro
Laboratories, Inc. as of March 31, 2004, and the results of its
operations and cash flows for each of the two years in the period then
ended, in conformity with generally accepted accounting principles.

The accompanying financial statements have been prepared assuming that
the Company will continue as a going concern. As discussed in Note 5 to
the financial statements, the Company has suffered recurring losses
from operations and has substantial deficits of stockholders' equity
and working capital, which raise substantial doubts about its ability
to continue as a going concern.  Management's plans in regard to these
matters are also described in Note 5. The financial statements do not
include any adjustments that might result from the outcome of this
uncertainty.



James E. Scheifley & Associates, P.C.
Certified Public Accountants

Dillon, Colorado
June 27, 2004




<PAGE>11
                        Micro Laboratories, Inc.
                             Balance Sheet
                            March 31, 2005

                   ASSETS

Current Assets
  Cash                                                     $      473
                                                           ----------
    Total current assets                                          473
                                                           ----------

Other assets                                                    1,773
                                                           ----------
                                                           $    2,246
                                                           ==========

         LIABILITIES AND STOCKHOLDERS'(DEFICIT)

Current liabilities:
  Accounts payable                                         $  398,096
  Loans from related parties                                    3,954
                                                           ----------
    Total current liabilities                                 402,050
                                                           ----------

Stockholders (deficit)
 Common stock, $.001 par value, 300,000,000 shares
   authorized, 59,619,109 shares issued and outstanding        59,619
 Additional paid in capital                                 3,454,648
 Accumulated (deficit)                                     (3,914,071)
                                                           ----------
                                                             (399,804)
                                                           ----------
                                                           $    2,246
                                                           ==========





See accompanying notes to financial statements.




<PAGE>12

                        Micro Laboratories, Inc.
                        Statements of Operations
                  Years Ended March 31, 2005 and 2004

                                                 2005         2004
                                              ----------   ----------
Sales                                         $   28,289   $   27,628

  Cost of Sales                                    1,952        5,702
                                              ----------   ----------

  Gross Profit                                    26,337       21,926
                                              ----------   ----------

General and Administrative expenses               54,434       65,919
                                              ----------   ----------

(Loss) from operations                           (28,097)     (43,993)

Other income:
  Relief of debt                                  65,000            -
                                              ----------   ----------

Net income (loss)                              $  36,903   $  (43,993)
                                              ==========   ==========


Per share information:
Basic and diluted (loss) per common share     $        -   $        -
                                              ==========   ==========

Weighted average shares outstanding           49,983,970   49,957,500
                                              ==========   ==========





See accompanying notes to financial statements.




<PAGE>13

                        Micro Laboratories, Inc.
            Statement of Changes in Stockholders' (Deficit)
                  Years Ended March 31, 2004 and 2005
<TABLE>
<CAPTION>
                                                                  Additional
                                Common Stock         Paid-in      Retained
                            Shares       Amount      Capital      (Deficit)    Total
                          ----------  ----------   ----------   ----------  ----------

                          <c>          <c>          <c>         <c>          <c>
Balance, March 31, 2003   49,957,500  $   49,958   $3,174,460  $(3,906,981) $(682,563)

Net (loss)                         -           -            -      (43,993)   (43,993)
                          ----------  ----------   ----------   ----------  ---------

Balance, March 31, 2004   49,957,500      49,958    3,174,460   (3,950,974)  (726,556)

Retirement of related party
 payables with issuance of
 common stock              9,661,609       9,661      280,188            -    289,849

Net income                         -           -            -       36,903     36,903
                          ----------  ----------   ----------   ----------  ---------

Balance, March 31, 2005
                          59,619,109  $   59,619  $3,454,648  $(3,914,071) $ (399,804)
                          ==========  ==========  ==========   ==========  ==========
</TABLE>





See accompanying notes to financial statements.




<PAGE>14

                        Micro Laboratories, Inc.
                        Statements of Cash Flows
                  Years Ended March 31, 2005 and 2004

                                                 2005         2004
                                              ----------   ----------
Net income (loss)                              $  36,903  $  (43,993)
  Adjustments to reconcile net (loss) to net
   cash  (used in) operating activities:
  Depreciation and amortization                      320        9,997
  Relief of debt income                          (65,000)           -
Changes in assets and liabilities:
Increase (decrease) in:
   Related party payable                           7,200            -
   Accounts payable                               16,539        2,065
                                              ----------   ----------
  Total adjustments                             (40,941)       12,062
                                              ----------   ----------
  Net cash (used in)
   operating activities                          (4,038)     (31,931)
                                              ----------   ----------

Cash flows from investing activities
  Net cash provided by (used in) investing
   activities                                          -            -
                                              ----------   ----------

Cash flows from financing activities:
   Loans from related parties                     14,495       32,214
   Repayments on loans from related parties      (10,544)           -
                                              ----------   ----------
  Net cash provided by
   financing activities                            3,951       32,214
                                              ----------   ----------

Increase (decrease) in cash                          (87)         283
Cash and cash equivalents,
 beginning of year                                   560          277
                                              ----------   ----------
Cash and cash equivalents,
 end of year                                  $      473   $      560
                                              ==========   ==========

Supplemental cash flow information:
  Cash paid for interest                      $        -   $        -
                                              ==========   ==========
  Cash paid for income taxes                  $        -   $        -
                                              ==========   ==========

Non-cash investing and financing activities:
  Retirement of related party payable
  with issuance of common stock               $  289,849   $        -
                                              ==========   ==========





See accompanying notes to financial statements.



<PAGE>15

                        Micro Laboratories, Inc.
                     Notes to Financial Statements
                             March 31, 2005


1.  ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES

Micro Laboratories, Inc. ("the Company") was incorporated as a Nevada
Company on August 8, 1997.  Micro Laboratories, Inc. is developing and
marketing of a line of oral spray vitamins, nutrients, herbs and other
oral absorption products as well as gel capsules, etc. in the United
States and international market.

Estimates

The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates
and assumptions that affect certain reported amounts and disclosures.
Accordingly, actual results could differ from those estimates.

Cash

For purposes of the statement of cash flows, the Company considers all
highly liquid debt instruments purchased with a maturity of three
months or less to be cash equivalents.

Intangible Assets and Long Lived Assets

The Company makes reviews for the impairment of long-lived assets and
certain identifiable intangibles whenever events or changes in
circumstances indicate that the carrying amount of an asset may not be
recoverable.   An impairment loss would be recognized when estimated
future cash flows expected to result from the use of the asset and its
eventual disposition is less than its carrying amount.   No such
impairment losses have been identified by the Company.

Patents, Formulas and Trademarks

Patents, formulas and trademarks are recorded at cost and are amortized
over a period of 15 years using the straight-line method.

Revenue Recognition

In general, the Company records revenue when persuasive evidence of an
arrangement exists, services have been rendered or product delivery has
occurred, the sales price to the customer is fixed or determinable, and
collectability is reasonably assured.   The following policies reflect
specific criteria for the various revenue streams of the Company:

Revenue is recognized at the time the product is delivered or the
service is performed.   Provision for sales returns will be estimated
based on the Company's historical return experience, however sales
returns have not been significant due to the nature of the services
provided by the Company.

Advertising Costs

Advertising costs are charged to operations and are expensed as
incurred.  The total amount charged to expense for the years ended
March 31, 2005 and 2004 was $0 and $10, respectively.

<PAGE>16

Income Taxes

The Company follows SFAS 109 "Accounting for Income Taxes" for
recording the provision for income taxes. Deferred tax assets and
liabilities are computed based upon the difference between the
financial statement and income tax basis of assets and liabilities
using the enacted marginal tax rate applicable when the related asset
or liability is expected to be realized or settled. Deferred income tax
expenses or benefits are based on the changes in the asset or liability
each period. If available evidence suggests that it is more likely than
not that some portion or all of the deferred tax assets will not be
realized, a valuation allowance is required to reduce the deferred tax
assets to the amount that is more likely than not to be realized.
Future changes in such valuation allowance are included in the
provision for deferred income taxes in the period of change.

Net Income (Loss) Per Share

The Company calculates net income (loss) per share as required by SFAS
128, "Earnings per Share." Basic earnings (loss) per share is
calculated by dividing net income (loss) by the weighted average number
of common shares outstanding for the period. Diluted earnings (loss)
per share is calculated by dividing net income (loss) by the weighted
average number of common shares and dilutive common stock equivalents
outstanding. During periods in which the Company incurs losses common
stock equivalents, if any, are not considered, as their effect would be
anti-dilutive.

Stock-Based Compensation

The Company accounts for equity instruments issued to employees for
services based on the fair value of the equity instruments issued and
accounts for equity instruments issued to other than employees based on
the fair value of the consideration received or the fair value of the
equity instruments, whichever is more reliably measurable.

The Company accounts for stock based compensation in accordance with
SFAS 123, "Accounting for Stock-Based Compensation." The provisions of
SFAS 123 allow companies to either expense the estimated fair value of
stock options or to continue to follow the intrinsic value method set
forth in APB Opinion 25, "Accounting for Stock Issued to Employees"
(APB 25) but disclose the pro forma effects on net income  (loss) had
the fair value of the options been expensed. The Company has elected to
continue to apply APB 25 in accounting for its stock option incentive
plans.

New accounting pronouncements

In December 2003, the Financial Accounting Standards Board issued FASB
Interpretation Number 46-R "Consolidation of Variable Interest
Entities."  FIN 46-R, which modifies certain provisions and effective
dates of FIN 46, sets forth the criteria to be used in determining
whether an investment is a variable interest entity that should be
consolidated.  These provisions are based on the general premise that
if a company controls another entity through interests other than
voting interests, that company should consolidate the controlled
entity.  The Company believes that currently, it does not have any
material arrangements that meet the definition of a variable interest
entity, which would require consolidation.


<PAGE>17

In November 2004, the FASB issued SFAS 151, "Inventory Costs." SFAS 151
amends the accounting for abnormal amounts of idle facility expense,
freight, handling costs, and wasted material (spoilage) under the
guidance in ARB 43, Chapter 4, "Inventory Pricing." Paragraph 5 of ARB
43, Chapter 4, previously stated that ".under some circumstances, items
such as idle facility expense, excessive spoilage, double freight, and
rehandling costs may be so abnormal as to require treatment as current
period charges.." This Statement requires that those items be recognized
as current-period charges regardless of whether they meet the criterion
of "so abnormal." In addition, this Statement requires that allocation of
fixed production overheads to the costs of conversion be based on the
normal capacity of the production facilities. This statement is effective
for inventory costs incurred during fiscal years beginning after June 15,
2005. Management does not expect adoption of SFAS 151 to have a material
impact on the Company's financial statements.

In December 2004, the FASB issued SFAS 152, "Accounting for Real Estate
Time-Sharing Transactions." The FASB issued this Statement as a result of
the guidance provided in AICPA Statement of Position (SOP) 04-2,
"Accounting for Real Estate Time-Sharing Transactions." SOP 04-2 applies
to all real estate time-sharing transactions. Among other items, the SOP
provides guidance on the recording of credit losses and the treatment of
selling costs, but does not change the revenue recognition guidance in
SFAS 66, "Accounting for Sales of Real Estate," for real estate time-
sharing transactions. SFAS 152 amends Statement 66 to reference the
guidance provided in SOP 04-2. SFAS 152 also amends SFAS 67, "Accounting
for Costs and Initial Rental Operations of Real Estate Projects", to
state that SOP 04-2 provides the relevant guidance on accounting for
incidental operations and costs related to the sale of real estate time-
sharing transactions. SFAS 152 is effective for years beginning after
June 15, 2005, with restatements of previously issued financial
statements prohibited. Management does not expect adoption of SFAS 152 to
have a material impact on the Company's financial statements.

In December 2004, the FASB issued SFAS 153, "Exchanges of Nonmonetary
Assets," an amendment to Opinion No. 29, "Accounting for Nonmonetary
Transactions." Statement 153 eliminates certain differences in the
guidance in Opinion No. 29 as compared to the guidance contained in
standards issued by the International Accounting Standards Board. The
amendment to Opinion No. 29 eliminates the fair value exception for
nonmonetary exchanges of similar productive assets and replaces it with a
general exception for exchanges of nonmonetary assets that do not have
commercial substance. Such an exchange has commercial substance if the
future cash flows of the entity are expected to change significantly as a
result of the exchange. SFAS 153 is effective for nonmonetary asset
exchanges occurring in periods beginning after June 15, 2005. Earlier
application is permitted for nonmonetary asset exchanges occurring in
periods beginning after December 16, 2004. Management does not expect
adoption of SFAS 153 to have a material impact on the Company's financial
statements.

In December 2004, the FASB issued SFAS 123(R), "Share-Based Payment."
SFAS 123(R) amends SFAS 123, "Accounting for Stock-Based Compensation,"
and APB Opinion 25, "Accounting for Stock Issued to Employees." SFAS
123(R) requires that the cost of share-based payment transactions
(including those with employees and non-employees) be recognized in the
financial statements. SFAS 123(R) applies to all share-based payment
transactions in which an entity acquires goods or services by issuing
(or offering to issue) its shares, share options, or other equity

<PAGE>18

instruments (except for those held by an ESOP) or by incurring
liabilities (1) in amounts based (even in part) on the price of the
entity's shares or other equity instruments, or (2) that require (or
may require) settlement by the issuance of an entity's shares or other
equity instruments. This statement is effective (1) for public
companies qualifying as SEC small business issuers, as of the first
interim period or fiscal year beginning after December 15, 2005, or (2)
for all other public companies, as of the first interim period or
fiscal year beginning after June 15, 2005, or (3) for all nonpublic
entities, as of the first fiscal year beginning after December 15,
2005. Management is currently assessing the effect of SFAS No. 123(R)
on the Company's financial statements.

2. COMMON STOCK

During the year ended March 31, 2005 the Company increased its
authorized common shares from 50 million to 300 million. In addition,
the Company converted debt due to related parties in exchange for
9,661,609 common shares at the fair market value of $.03 per share
making the total outstanding shares 59,619,109.

3. RELATED PARTY TRANSACTIONS

During the years ended March 31, 2004 and 2005, the Company rented
office space from a shareholder.  Rent expense for the years ended
March 31, 2004 and 2005 were $7,200 each year.  Amounts due to related
parties of $282,652 for March 31, 2004 and $3,954 for March 31, 2005
represent operating expenses paid on behalf of the Company by officers
and shareholders of the Company and also, companies which are owned and
operated by officers and shareholders of the Company.

On March 28, 2005, the Board of Directors approved a resolution that
$289,849 of these funds due to related would be converted to common
stock equaling 9,661,609 shares, see Note 2.


4.  ACCRUED SETTLEMENT LIABILITY

The Company was named as a defendant in legal action alleging breach of
fiduciary duties.  The Company intended to vigorously defend this
action and had previously provided for $65,000 of accrued settlement
liability.   The case was settled during the year ended March 31, 2005.
Pursuant to the final settlement agreement, a permanent stop order was
placed on unreturned common shares held by the plaintiff and the
plaintiff did not have to repay $65,000 that had been paid to the
plaintiff without Company approval.  For the year ended March 31, 2005,
$65,000 was recorded as relief of debt income.


5.  GOING CONCERN STATUS - FUTURE OPERATIONS

The Company began operation in August 8, 1997 and there is no assurance
that it will reach profitability.  Since its inception, the Company has
been principally engaged in product and service development.  As shown
in the accompanying financial statements, the company has incurred net
operating losses of $28,097 and $43,993 for the years ended March 31,
2005 and 2004, respectively.  The Company has a stockholders' deficit
of $464,804 and a working capital deficiency of $466,577 at March 31,

<PAGE>19

2005.  Numerous problems, many of which are beyond the Company's
control, are frequently experienced by companies in this period of
development - marketing and customer support problems, difficulty in
dealing with competition, lack of familiarity on the part of customers
and suppliers, and technical obsolescence.  There can be no assurance
that commercial viability can be demonstrated for the Company's
products and services, and there can be no assurance that the Company
will ever achieve profitability on a sustained basis, if at all.  The
Company's status as a going concern is dependent on its ability to
successfully implement a marketing plan and generate sufficient
revenues to operate on a profitable basis, continued financial support
by officers and major shareholders and raising of additional funds for
working capital.  The financial statements do not include any
adjustments that might be necessary should the Company be unable to
continue as a going concern.


6. INCOME TAXES

Deferred income taxes reflect the net tax effects of temporary
differences between the carrying amounts of assets and liabilities for
financial reporting purposes and the amounts used for income tax
purposes.  The deferred tax asset represents an estimate of the
decrease in taxes payable in future years as a result of temporary
differences existing at the end of the year.  The temporary differences
consist principally of net operating loss carryforwards, (approximately
$2,298,000 at March 31, 2005), which are not currently available.

The deferred tax asset and the related reserve are as follows:

Deferred tax asset
  Tax benefit of net operating loss          $   781,000
  Less valuation allowance                      (781,000)
                                              ----------
Net deferred tax asset                        $        -
                                              ==========

During the year ended March 31, 2005 the valuation allowance for
deferred tax assets increased by approximately $10,000.

The deferred tax asset noted above was calculated utilizing a blended
federal and state income tax rate of 34 percent.  Net operating loss
carryforwards are available for a period of up to 20 years.  The
estimated net operating loss of approximately $2,298,000 at March 31,
2005 is scheduled to expire between: 2013 and 2025.  If certain
substantial changes in the Company's ownership should occur, there
would be an annual limitation on the amount of net operating loss and
investment tax credit carryforwards which could be utilized.  The
principal difference between the Company's book operating losses and
estimated income tax operating losses results from charges to income
related to the issuance of common stock during 2002 for services and
technology rights.



<PAGE>20

                                  PART III

ITEM 9.    DIRECTORS AND EXECUTIVE OFFICERS OF THE COMPANY

Board of Directors.    All holders of common stock will have the right
to vote for Directors of Micro.  The board of directors has primary
responsibility for adopting and reviewing implementation of the
business plan of Micro, supervising the development business plan,
review of the officers' performance of specific business functions.
The board is responsible for monitoring management, and from time to
time, to revise the strategic and operational plans of Micro.
Directors receive no cash compensation or fees for their services
rendered in such capacity.

Mr. Thistle dedicates 90% of his time to Micro.

The Executive Officers and Directors are:

Name                 Age    Position             Term(s) of Officer

Robert Thistle       66     CEO/CFO /           Inception to Present
                             Director

Resumes:

Robert Thistle.  Mr. Thistle has been Chief Executive Officer,
President and a Director of Micro from inception. From 1984 to 1991,
Mr. Thistle was President of TR Productions, a Philadelphia production
company.  From 1991 to present, Mr. Thistle has worked as a
international business and political consultant working with the
countries of Russia, Pakistan, the Philippines and China.  He also
advises Chinese political officials in The People's Republic of China
and is involved in the annual MFN renewal between China and the United
States.

Remuneration.   For the last three years, the following cash
compensation has been paid by the Corporation to its executive officer.

                            EXECUTIVE COMPENSATION
<TABLE>
<CAPTION>
                        Annual Compensation                  Awards          Payouts
                    ---------------------------      ---------------------- ----------
                                              Other      Restricted  Securities
                        Annual                Stock      Underlying    LTIP                       All Other
Name and Position Year  Salary($) Bonus($) Compensation($) Awards(#) Options/SARs(#) Payouts($) Compensation

            <c>  <c>     <c>       <c>       <c>       <c>         <c>       <c>

Robert Thistle     2005    -        -            -           -           -                -           -
 President         2004    -        -            -           -           -                -           -
                   2003    -        -            -           -           -                -           -
</TABLE>
Micro has not entered into Employment Agreements with its officers.

Board of Directors Compensation.  Currently board members receive no
special compensation for meetings or time incurred.    Director
liability insurance may be provided to all members of the Board of
Directors.  No differentiation shall be made for any further
compensation of "outside directors" and those officers of the
Corporation serving in that capacity.



<PAGE>21

Stock Option Plan.    Micro shall implement an employee stock option
program.   The specifics of the plan have yet to be determined.


ITEM 11.    SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS
            AND MANAGEMENT

The following tabulates holdings of shares of Micro by each person who,
subject to the above, at the date of this filing, holders of record or
is known by Management to own beneficially more than 5.0% of the Common
Shares and, in addition, by all directors and officers of the Company
individually and as a group.    Each named beneficial owner has sole
voting and investment power with respect to the shares set forth
opposite his name.

              Current Shareholdings
                            Number & Class      Percentage of
Name and Address             of Shares          Common Shares

Robert Thistle
29 Lakeside Drive
Johnston RI 02919            49,781,609              83.5%

All Directors & Officers
as a group (1 persons)       49,781,609              83.5%

 (1)Pursuant to Rule 13d-3 under the Securities Exchange Act of 1934,
as amended, beneficial ownership of a security consists of sole or
shared voting power (including the power to vote or direct the voting)
and/or sole or shared investment power (including the power to dispose
or direct the disposition) with respect to a security whether through a
contract, arrangement, understanding, relationship or otherwise.
Unless otherwise indicated, each person indicated above has sole power
to vote, or dispose or direct the disposition of all shares
beneficially owned, subject to applicable unity property laws.


ITEM 12.    CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

During the years ended March 31, 2004 and 2005, the Company rented
office space from a shareholder.  Rent expense for the years ended
March 31, 2004 and 2005 were $7,200 each year.  Amounts due to related
parties of $282,652 for March 31, 2004 and $3,954 for March 31, 2005
represent operating expenses paid on behalf of the Company by officers
and shareholders of the Company and also, companies which are owned and
operated by officers and shareholders of the Company.

On March 28, 2005, the Board of Directors approved a resolution that
$289,849 of these funds due to related would be converted to common
stock equaling 9,661,609 shares.


ITEM 13.    EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON
            FORM 8-K

(A) FINANCIAL STATEMENTS AND SCHEDULES

The following financial statements and schedules are filed as part of
this report:



<PAGE>22

Report of Independent Public Auditors
Balance Sheet.................................
Statement of Operations.......................
Statement of Stockholder's Equity................
Statement of Cash Flows..........................
Notes to Financial Statements..................

Schedules Omitted:  All schedules other than those shown have been
omitted because they are not applicable, not required, or the required
information is shown in the financial  statements  or  notes  thereto.

 (b)    List of Exhibits

       The following exhibits are filed with this report:

  Exhibit 31 - 302 certification
  Exhibit 32 - 906 certification


(B)  REPORTS ON FORM 8-K

       None

ITEM 14.   PRINCIPAL ACCOUNTANT FEES AND SERVICES

Audit Fees.   Micro incurred aggregate fees and expenses of
approximately $6,000 from Stark Winter Schenkein & Co., LLP for the
fiscal year 2005 annual audit and for review of Micro's financial
statements included in its Forms 10-QSB for the 2005 fiscal year.

Micro incurred aggregate fees and expenses of approximately $6,500 from
James E. Scheifley & Associates, P.C. for the fiscal years 2004 annual
audit and for review of Micro's financial statements included in its
Forms 10-QSB for the 2004 fiscal year.

Tax Fees.   Micro did not incur any tax fees to Stark Winter Schenkein &
Co., LLP or James E. Scheifley & Associates, P.C. for the fiscal years
2004 and 2003 for professional services rendered for tax compliance,
tax advice, and tax planning.

All Other Fees.   During the 2005 fiscal year, Micro incurred no other
other fees.

The Board of Directors, acting as the Audit Committee considered
whether, and determined that, the auditor's provision of non-audit
services was compatible with maintaining the auditor's independence.
All of the services described above for fiscal year 2005 and 2004 were
approved by the Board of Directors pursuant to its policies and
procedures. Micro intends to continue using Stark Winter Schenkein &
Co., LLP solely for audit and audit-related services, tax consultation
and tax compliance services, and, as needed, for due diligence in
acquisitions.



<PAGE>23

                                  SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, as amended, the Company has duly caused this
Report to be signed on its behalf by the undersigned duly authorized
person.

Date:    August 12, 2005           Micro Laboratories, Inc.

                                 /s/ Robert Thistle
                                 ------------------------------------
                                 By: Robert Thistle, President

Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, this report has been signed below by the following persons on
behalf of the Company and in the capacities and on the dates indicated.


/s/Robert Thistle                                8/12/05
------------------------
Robert Thistle
CEO Director
(Principal Executive Officer)