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

                                    FORM 10-K

(Mark One)

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

                   FOR THE FISCAL YEAR ENDED NOVEMBER 30, 2009

                                       OR

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

           For the transition period from __________ to ______________

                        Commission File Number 333-133347

                             ONLINE ORIGINALS, INC.
                 ---------------------------------------------
             (Exact name of registrant as specified in its charter)


               Nevada                                       98-0479983
-------------------------------------             ------------------------------
   State or other jurisdiction of                       (I.R.S. Employer
   incorporation or organization                       Identification No.)

            57113-2020 SHERWOOD DRIVE, SHERWOOD PARK, ALBERTA T8A 3H9
            --------------------------------------------------------
               (Address of principal executive offices) (Zip Code)

       Registrant's telephone number, including area code: (780) 668-7422

           Securities registered pursuant to Section 12(b) of the Act:

         Title of each class                            Name of each exchange
                                                        on which registered
-----------------------------------------      ---------------------------------
COMMON STOCK, PAR VALUE $0.001 PER SHARE                      OTCBB


        Securities registered pursuant to Section 12(g) of the Act: NONE

Indicate by check mark if the  Registrant is a well-known  seasoned  issuer,  as
defined in Rule 405 of the Securities Act.
                                                                Yes[ ]     No[X]

Indicate  by  check  mark if the  Registrant  is not  required  to file  reports
pursuant to Rule 13 or Section 15(d) of the Exchange Act.
                                                                Yes[ ]     No[X]

Indicate by check mark whether the registrant (1) filed all reports  required to
be filed by Section 13 or 15(d) of the  Securities  Exchange  Act of 1934 during
the past 12 months (or for such shorter  period that the registrant was required
to file such reports),  and (2) has been subject to such filing requirements for
the past 90 days.
                                                                Yes[X]     No[ ]

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


<PAGE>

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
definition  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 [  ]                   Smaller reporting company [X]

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

Number of shares  issued and  outstanding  of the  registrant's  class of common
stock as of March 1, 2010: 3,200,000 shares of common stock

The Company recognized net revenues of $13,110 for its most recent fiscal year.






























                                      -2-
<PAGE>
<TABLE>
<CAPTION>



                                                 TABLE OF CONTENTS


                                                                                                               PAGE
                                                                                                               ----

PART I
<S>          <C>                                                                                               <C>
Item 1.      Description of Business                                                                             4
Item 1A.     Risk Factors                                                                                        7
Item 1B.     Unresolved Staff Comments                                                                           9
Item 2.      Description of Property                                                                             9
Item 3.      Legal Proceedings                                                                                  10
Item 4.      Submission of Matters to a Vote of Security Holders                                                10

PART II
Item 5.      Market For  Common Equity and Related Stockholder Matters                                          10
Item 6.      Selected Financial Data                                                                            11
Item 7.      Management's Discussion and Analysis of Financial Condition and Results of Operation               11
Item 7A.     Quantitative and Qualitative Disclosures of Market Risk                                            14
Item 8.      Financial Statements and Supplementary Data                                                        14
Item 9.      Changes in and Disagreements With Accountants on Accounting and Financial Disclosure               26
Item 9A.     Controls and Procedures                                                                            26
Item 9A(T).  Controls and Procedures                                                                            26
Item 9B.     Other Information                                                                                  27

PART III
Item 10.     Directors, Executive Officers, Promoters and Control Persons; Compliance With Section
             16(a) of the Exchange Act                                                                          27
Item 11.     Executive Compensation                                                                             28
Item 12.     Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters     29
Item 13.     Certain Relationships and Related Transactions and Director Independence                           30
Item 14.     Principal Accountant Fees and Services                                                             30
Item 15.     Exhibits and Financial Statement Schedules                                                         30
Signatures                                                                                                      31

</TABLE>























                                      -3-

<PAGE>

                           FORWARD-LOOKING STATEMENTS

IN ADDITION TO HISTORICAL INFORMATION, SOME OF THE INFORMATION PRESENTED IN THIS
ANNUAL  REPORT ON FORM 10-K  CONTAINS  "FORWARD-LOOKING  STATEMENTS"  WITHIN THE
MEANING OF THE PRIVATE  SECURITIES  LITIGATION  REFORM ACT OF 1995 (THE  "REFORM
ACT").  ALTHOUGH ONLINE  ORIGINALS,  INC.  ("ONLINE" OR THE "COMPANY," WHICH MAY
ALSO BE REFERRED TO AS "WE," "US" OR "OUR") BELIEVES THAT ITS  EXPECTATIONS  ARE
BASED ON  REASONABLE  ASSUMPTIONS  WITHIN  THE  BOUNDS OF ITS  KNOWLEDGE  OF ITS
BUSINESS AND OPERATIONS:  THERE CAN BE NO ASSURANCE THAT ACTUAL RESULTS WILL NOT
DIFFER MATERIALLY FROM OUR  EXPECTATIONS.  SUCH  FORWARD-LOOKING  STATEMENTS ARE
SUBJECT TO RISKS AND  UNCERTAINTIES  THAT COULD CAUSE  ACTUAL  RESULTS TO DIFFER
MATERIALLY FROM THOSE ANTICIPATED,  INCLUDING BUT NOT LIMITED TO, OUR ABILITY TO
REACH  SATISFACTORILY  NEGOTIATED  SETTLEMENTS  WITH OUR OUTSTANDING  CREDITORS,
ACHIEVE A LISTING ON THE OVER THE  COUNTER  BULLETIN  BOARD,  RAISE DEBT  AND/OR
EQUITY TO FUND NEGOTIATED SETTLEMENTS WITH OUR CREDITORS AND TO MEET OUR ONGOING
OPERATING EXPENSES AND MERGE WITH ANOTHER ENTITY WITH EXPERIENCED MANAGEMENT AND
OPPORTUNITIES  FOR GROWTH IN RETURN  FOR  SHARES OF OUR  COMMON  STOCK TO CREATE
VALUE FOR OUR SHAREHOLDERS.  YOU ARE URGED TO CAREFULLY  CONSIDER THESE FACTORS,
AS WELL AS OTHER INFORMATION CONTAINED IN THIS ANNUAL REPORT ON FORM 10-K AND IN
OUR OTHER PERIODIC REPORTS AND DOCUMENTS FILED WITH THE SEC.

                                     PART I

ITEM 1.  DESCRIPTION OF BUSINESS.

BUSINESS DEVELOPMENT

We incorporated as Online Originals, Inc. (hereinafter referred to as Online) on
November 18th, 2005 in the State of Nevada. Our principal  executive offices are
located at 57113 -2020 Sherwood Drive, Sherwood Park, Alberta T8A 3H9. Telephone
number is (780) 668-7422. Our fiscal year end is November 30th.

BUSINESS OF ISSUER

We are  developing an online art  gallery/auction  house that allows members and
customers to bid on and purchase pieces of art. The website presently  showcases
varieties of art ranging from paintings,  drawings,  prints, and sculptures.  We
maintain our website at WWW.ARTBYONLINEORIGINALS.COM,  which is not incorporated
in and is not a part of this report. Inventory pieces are purchased at wholesale
prices in lots, to be sold at retail prices.  Eventually  the available  artwork
will include  paintings,  drawings,  prints,  and sculptures  from artists,  art
owners and members of the site. Members of the site and one-time users offer art
pieces for sale and we facilitate the sale of these pieces. Fees and commissions
are charged for the services we provide.

Our target clientele  continues to be the artistic community and those who enjoy
purchasing,  learning, and discussing art. We focus on buyers and art collectors
who are using the internet to find what they are looking for. It is planned that
members will be able to enter the website, log into their account and see pieces
featured for that week.

As we  continue to develop,  we  anticipate  that we will have a dialogue on the
pieces giving the history and description, which will act as an educational tool
and  encourage  individuals  to visit  the site  frequently.  Featured  artists,
periods of time, and styles are planned to be part of these weekly features.  We
believe  that  having  these  aspects on the site will boost  participation  and
facilitate community.

As we continue to develop our site,  we will also  include a member's  only area
where individuals will have access to educational  material,  special sales, and
useful  information  about what is happening in the art community.  Members will
have the ability to interact with other members and sellers,  giving a community
feel to the website. Monthly membership fees will be charged.

PRINCIPAL PRODUCTS AND SERVICES

Currently, our available art are pieces from artists, art owners, and members of
the site,  as well as one-time  users looking to sell a single piece through our
gallery/auction website.

                                      -4-
<PAGE>

As we continue to develop,  we will showcase original pieces of art from unknown
artists in the  industry  as well as  established  artists.  Prints will also be
available for  individuals  looking for a piece that can otherwise only be found
in a gallery. We will continually add to our collection of art pieces, following
the demand of the members and listening to what they are looking for.

THE MARKET

Our primary  target market is North  America,  but we will be pleased to provide
service to members and clients around the world. The key demographic that we are
targeting will be art purchasers and art  enthusiasts - individuals of all ages,
races and social  structures.  Internet  marketing  will be used as the  primary
source to bring traffic to the website.

COMPETITION AND COMPETITIVE STRATEGY

There are a number of social networking internet sites as well as auction sites,
but few, we believe,  that are focused on the creative artist market.  We intend
to be differentiated  from the other websites by offering services  specifically
to art  purchasers  and art  enthusiasts.  Members  will be able to narrow their
searches by artist, style and/or year. Our competitive  advantage will be gained
by providing a high service  level and  accommodating  the wishes of the members
and guests to our website.

In addition,  there are various  shops and stores that sell art. Our strategy is
to make it as easy as possible  for  consumers  to purchase  art pieces  without
having to leave the  comfort  of their  home.  Rather  than  spend time going to
different  shops in search of a specific item, our members will have the ability
to view thousands of available art pieces from their home computer.

DISTRIBUTION

As present,  our competitive position within the industry is weak. The challenge
before us is to build our business and establish it as a viable going concern.

At this time, our focus is internet marketing through our website.  When we have
available  cash  from  sales  revenue,  we will  focus  on  alternate  forms  of
marketing.  They may include several key forms of internet  advertising  such as
pay-per  click and cross  promotions  with other  websites who are targeting the
same  demographic  groups.  We believe these forms of advertising  are much more
specific and cost effective  than a newspaper ad or other forms of  advertising.
By having a strong presence on the Internet, our marketing costs will remain low
and cross promotions will allow our name and services to reach a wide audience.

We also plan to participate in special interest mailing lists to gain visibility
among targeted  audiences as well as generate  traffic for the website.  Special
interest  mailing lists are not direct  lists,  but instead are similar to email
newsletters or on-going  dialogues  dedicated to special  interests.  We plan to
send  E-mail  messages to  specific  mailing  lists  targeting  the  individuals
currently viewing art and showing a visible interest in art.

We plan to participate  in industry  related  newsgroups to gain  visibility and
develop relationships with targeted markets.

Finally, we will seek to create a media presence and work towards establishing a
name for itself in the  artistic  community.  Print and direct mail of marketing
and  promotions  and  will be  placed  in art  magazines,  art  stores,  and art
galleries and theaters.

SOURCES AND AVAILABILITY OF PRODUCTS AND SUPPLIES

We believe that we will have unlimited  sources and availability of products and
supplies.  Our inventory will come from creative artists. These individuals will
supply  original  art. We intend to showcase the works of art on the website for
sale to other artists and buyers and will offer advertising/promotional services
for new works being introduced.


                                      -5-
<PAGE>

DEPENDENCE ON ONE OR A FEW MAJOR CUSTOMERS

We are not  dependant on one or a few major  customers  because our website will
target all art purchasers and art enthusiasts who have access to the internet.

PATENT, TRADEMARK,  LICENSE & FRANCHISE RESTRICTIONS AND CONTRACTUAL OBLIGATIONS
& CONCESSIONS

There are no inherent factors or circumstances associated with this industry, or
any of the  products or services  that we plan to provide  that would give cause
for any patent,  trademark or license  infringements or violations.  We have not
entered into any franchise  agreements or other  contracts  that have given,  or
could give rise to obligations or concessions.  This is original art and we will
recognize the artists and copy rites if and when they are necessary.

GOVERNMENTAL CONTROLS AND APPROVALS

In regards to both the retail and the customer  service aspects of our business,
the major area for government  control or need for government  approval would be
local  business  licensing.  All of the products  being offered for sale will be
purchased  from  reputable  artists and  suppliers  and will carry the necessary
government and industry standard approvals. We do not intend to promote products
or services of any business that are restricted in Canada and the United States.

EXISTING OR PROBABLE GOVERNMENT REGULATIONS

Other than the licensing  requirements discussed above, there are no other types
of  government  regulations  existing  nor are we aware of any such  regulations
being contemplated that adversely affect our ability to operate.

RESEARCH AND DEVELOPMENT ACTIVITIES AND COSTS

We have not incurred any costs to date relating to research and  development and
have no plans to undertake any research and  development  activities  within the
next twelve months.

COMPLIANCE WITH ENVIRONMENTAL LAWS

There are no  environmental  laws that have been  enacted  that would affect our
business,  nor are we aware of any such laws  being  contemplated  in the future
that address issues specific to our business.

FACILITIES

We do not own or rent  facilities of any kind. At present  operations  are being
conducted from the offices of our President, and she provides this space free of
charge.  We will  continue  to use this  space  for  executive  offices  for the
foreseeable future.

EMPLOYEES

Our  officers  and  directors  are  responsible  for  planning,  developing  and
operational duties and will continue to do so throughout the early stages of our
growth.  We have no intentions  in hiring any  employees  until our business has
sufficient and reliable revenue from operations.  Human resources  planning will
be  part  of an  ongoing  process  that  will  include  constant  evaluation  of
operations  and  revenue  realization.  We do not  expect to hire any  employees
during the next year of operations.


                                      -6-
<PAGE>

ITEM 1A. RISK FACTORS
---------------------
RISKS RELATED TO OUR BUSINESS AND INDUSTRY

THE  COMPANY  HAS A LACK OF  REVENUE  HISTORY  AND HAS HAD A LIMITED  HISTORY OF
OPERATIONS.

Online was formed on November 18, 2005 for the purpose of engaging in any lawful
business  and have  adopted  a plan to  engage  the  sale of art  work  over the
internet.  The Company has had minimal  revenues  over the last five years.  The
Company is not profitable.  Online must be regarded as a venture with all of the
unforeseen  costs,  expenses,  problems,  risks and  difficulties  to which such
ventures are subject.

ONLINE  CAN GIVE NO  ASSURANCE  OF  SUCCESS OR  PROFITABILITY  TO THE  COMPANY'S
INVESTORS.

There is no  assurance  that Online will ever  operate  profitably.  There is no
assurance that the Company will generate revenues or profits, or that the market
price of the Company's common stock will be increased thereby.

ONLINE  MAY HAVE A  SHORTAGE  OF  WORKING  CAPITAL  IN THE  FUTURE  WHICH  COULD
JEOPARDIZE THE COMPANY'S ABILITY TO CARRY OUT ITS BUSINESS PLAN.

The  Company's  capital  needs  consist  primarily  of  expenses  related to the
development  of and  management of its website and other such expenses  incurred
with  maintaining  its  reporting  status and could  exceed  $35,000 in the next
twelve months. Such funds are not currently  committed,  and Online's cash as of
the date of this Annual Report on Form 10K of approximately $2,500.

ONLINE'S  OFFICERS AND DIRECTORS MAY HAVE CONFLICTS OF INTEREST WHICH MAY NOT BE
RESOLVED FAVORABLY TO THE COMPANY.

Certain  conflicts  of interest  may exist  between  Online and its officers and
directors. The Company's Officers and Directors have other business interests to
which they  devote  their  attention  and may be  expected  to continue to do so
although  management  time  should be devoted to Online  business.  As a result,
conflicts  of interest may arise that can be resolved  only through  exercise of
such judgment as is consistent with fiduciary  duties to Online.  See "Directors
and Executive  Officers" (page 27). Online's officers are spending  part-time in
this business - up to a maximum of 5 hours per week.

THE COMPANY WILL NEED ADDITIONAL  FINANCING FOR WHICH ONLINE HAS NO COMMITMENTS,
AND THIS MAY JEOPARDIZE EXECUTION OF THE COMPANY'S BUSINESS PLAN.

Online has  limited  funds,  and such funds may not be adequate to carry out the
business plan. The Company's  ultimate success depends upon its ability to raise
additional capital.  The Company has not investigated the availability,  source,
or terms that might govern the acquisition of additional capital and will not do
so until it  determines a need for  additional  financing.  If the Company needs
additional  capital,  it has no assurance  that funds will be available from any
source or, if  available,  that they can be obtained on terms  acceptable to the
Company. If not available, Online's operations will be limited to those that can
be financed with its modest capital.

THE  COMPANY  MAY IN THE FUTURE  ISSUE MORE  SHARES  WHICH COULD CAUSE A LOSS OF
CONTROL BY ITS PRESENT MANAGEMENT AND CURRENT STOCKHOLDERS.

Online  may  issue  further  shares as  consideration  for the cash or assets or
services  out of its  authorized  but  unissued  common  stock that would,  upon
issuance,  represent a majority of the voting  power and equity of the  Company.
The result of such an issuance  would be those new  stockholders  and management
would  control the Company,  and persons  unknown  could  replace the  Company's
management at this time.  Such an occurrence  would result in a greatly  reduced
percentage  of  ownership  of Online by its  current  shareholders,  which could
present significant risks to investors.

ONLINE IS NOT DIVERSIFIED AND IT IS DEPENDENT ON ONLY ONE BUSINESS.

Because of the limited financial  resources that the Company has, it is unlikely
that the Company will be able to diversify  its  operations.  Online's  probable
inability to diversify its  activities  into more than one area will subject the

                                      -7-
<PAGE>

Company to economic  fluctuations  within the internet  industry  and  therefore
increase  the risks  associated  with the  Company's  operations  due to lack of
diversification.

ONLINE WILL DEPEND UPON  MANAGEMENT  BUT IT WILL HAVE LIMITED  PARTICIPATION  OF
MANAGEMENT.

The Company  currently has two  individuals  who are serving as its officers and
directors  for up to 5 hours per week each on a part-time  basis.  The Company's
directors are also acting as its officers. The Company will be heavily dependent
upon their skills,  talents,  and abilities,  as well as several  consultants to
Online,  to implement the Company's  business  plan, and may, from time to time,
find that the inability of the officers,  directors  and  consultants  to devote
their  full-time  attention  to Online  business  results in a delay in progress
toward implementing the Company's business plan.

THE COMPANY'S  OFFICERS AND DIRECTORS ARE NOT EMPLOYED FULL-TIME BY ONLINE WHICH
COULD BE DETRIMENTAL TO THE BUSINESS.

Online  directors  and  officers  are,  or  may  become,   in  their  individual
capacities,  officers,  directors,  controlling  shareholder  and/or partners of
other entities engaged in a variety of businesses.  Thus,  Online's officers and
directors may have potential conflicts including their time and efforts involved
in  participation  with other  business  entities.  Each officer and director of
Online's  business is engaged in business  activities  outside of the  Company's
business,  and the amount of time they devote as Officers  and  Directors to its
business will be up to 5 hours per week.

Online does not know of any reason other than outside  business  interests  that
would prevent them from devoting full-time to its Company, when the business may
demand such full-time participation.

THE  COMPANY'S  OFFICERS  AND  DIRECTORS  MAY HAVE  CONFLICTS OF INTERESTS AS TO
CORPORATE OPPORTUNITIES WHICH IT MAY NOT BE ABLE OR ALLOWED TO PARTICIPATE IN.

Presently  there  is no  requirement  contained  in the  Company's  Articles  of
Incorporation,  Bylaws,  or minutes which requires officers and directors of its
business to disclose to the Company's business opportunities which come to their
attention.  Online officers and directors do, however,  have a fiduciary duty of
loyalty to the Company to disclose to it any business  opportunities  which come
to  their  attention,  in  their  capacity  as an  officer  and/or  director  or
otherwise.  Excluded  from this duty  would be  opportunities  which the  person
learns  about  through his  involvement  as an officer  and  director of another
company.  Online  has  no  intention  of  merging  with  or  acquiring  business
opportunity from any affiliate or officer or director.

IF THE COMPANY IS NOT ABLE TO ADAPT TO RAPID  TECHNOLOGY  CHANGES  AFFECTING ITS
WEBSITE AND CONTINUALLY  UPGRADE THE SERVICES AND OFFERINGS OF ITS WEBSITE,  THE
COMPANY MAY NOT BE ABLE TO ATTRACT OR RETAIN  CUSTOMERS  AND OUR  BUSINESS  WILL
FAIL.

The market  for  websites  such as  Online's  is subject to rapid  technological
changes;  frequent new service  offerings and changes in customer  requirements.
The Company may be unable to respond quickly or effectively to these changes. If
the Company is unable to update and refine its website and  services in response
to technological changes, it may then not be able to attract or retain customers
and the business will fail.

BECAUSE MS. SHARI  SOOKAROOKOFF,  ONE OF THE  COMPANY'S  DIRECTORS  AND OUR SOLE
OFFICER,  CONTROLS  APPROXIMATELY 78% OF THE OUTSTANDING  COMMON STOCK, SHE WILL
CONTROL AND MAKE CORPORATE  DECISIONS AND INVESTORS WILL HAVE LIMITED ABILITY TO
AFFECT CORPORATE DECISIONS.

Ms. Shari Sookarookoff  controls  approximately 78% of the outstanding shares of
the Company's common stock.  Accordingly,  she has almost complete  influence in
determining the outcome of all corporate  transactions  and business  decisions.
The  interests of Ms.  Sookarookoff  may differ from the  interests of the other
stockholders,  and since she has the ability to control most  decisions  through
her control of the  Company's  common  stock,  our  investors  will have limited
ability to affect decisions made by management.


                                      -8-
<PAGE>

THE REGULATION OF PENNY STOCKS BY SEC AND FINRA MAY  DISCOURAGE THE  TRADABILITY
OF OUR SECURITIES.

The Company is a "penny stock" company.  None of our securities  currently trade
in any  market  and,  if  ever  available  for  trading,  will be  subject  to a
Securities  and Exchange  Commission  rule that imposes  special sales  practice
requirements upon  broker-dealers who sell such securities to persons other than
established  customers or accredited  investors.  For purposes of the rule,  the
phrase "accredited investors" means, in general terms,  institutions with assets
in  excess  of  $5,000,000,  or  individuals  having a net  worth in  excess  of
$1,000,000  or having an annual  income that  exceeds  $200,000  (or that,  when
combined with a spouse's income, exceeds $300,000).  For transactions covered by
the rule, the broker-dealer  must make a special  suitability  determination for
the purchaser and receive the purchaser's  written  agreement to the transaction
prior to the sale. Effectively,  this discourages  broker-dealers from executing
trades in penny  stocks.  Consequently,  the rule will  affect  the  ability  of
shareholders to sell their securities in any market that might develop therefore
because it imposes additional regulatory burdens on penny stock transactions.

In addition,  the  Securities  and Exchange  Commission  has adopted a number of
rules to regulate "penny stocks". Such rules include Rules 3a51-1, 15g-1, 15g-2,
15g-3,  15g-4,  15g-5, 15g-6, 15g-7, and 15g-9 under the Securities and Exchange
Act of 1934, as amended. Because our securities constitute "penny stocks" within
the meaning of the rules, the rules would apply to us and to our securities. The
rules will further affect the ability of owners of shares to sell our securities
in any  market  that  might  develop  for them  because  it  imposes  additional
regulatory burdens on penny stock transactions.

Shareholders  should  be  aware  that,  according  to  Securities  and  Exchange
Commission,  the  market  for penny  stocks has  suffered  in recent  years from
patterns of fraud and abuse. Such patterns include (i) control of the market for
the  security  by one or a few  broker-dealers  that are  often  related  to the
promoter or issuer; (ii) manipulation of prices through prearranged  matching of
purchases and sales and false and misleading press releases; (iii) "boiler room"
practices   involving   high-pressure   sales  tactics  and  unrealistic   price
projections  by  inexperienced  sales persons;  (iv)  excessive and  undisclosed
bid-ask  differentials  and  markups  by  selling  broker-dealers;  and  (v) the
wholesale dumping of the same securities by promoters and  broker-dealers  after
prices  have been  manipulated  to a desired  consequent  investor  losses.  Our
management is aware of the abuses that have occurred  historically  in the penny
stock  market.  Although  we do not  expect to be in a position  to dictate  the
behavior  of the market or of  broker-dealers  who  participate  in the  market,
management  will strive within the confines of practical  limitations to prevent
the described patterns from being established with respect to our securities.

THE COMPANY WILL PAY NO FORESEEABLE DIVIDENDS IN THE FUTURE.

The  Company  has  not  paid  dividends  on our  common  stock  and do not  ever
anticipate paying such dividends in the foreseeable future.

OUR INVESTORS MAY SUFFER FUTURE  DILUTION DUE TO ISSUANCES OF SHARES FOR VARIOUS
CONSIDERATIONS IN THE FUTURE.

There  may be  substantial  dilution  to our  shareholders  a result  of  future
decisions of the Board to issue shares  without  shareholder  approval for cash,
services, or acquisitions.

ITEM 1B. UNRESOLVED STAFF COMMENTS
----------------------------------
Not applicable.


ITEM 2.  DESCRIPTION OF PROPERTY
--------------------------------
We do not own or rent  facilities of any kind. At present we are operating  from
our principal  office that is located within the offices of our  President,  who
provides this space free of charge.

We do not have any  manufacturing  plants  and have  minimal  equipment  for the
operation of our business.


                                      -9-
<PAGE>

INVESTMENT POLICIES

We do not have any  investments  in real  estate or  interest  in real estate or
investments  real estate  mortgages.  We also do not have any investments in any
securities  of  or  interests  in  persons  primarily  engaged  in  real  estate
activities.

DESCRIPTION OF REAL ESTATE AND OPERATING DATA

None

ITEM 3.  LEGAL PROCEEDINGS
--------------------------
We  are  not a  party  to  any  legal  proceedings,  nor  are  we  aware  of any
contemplated or pending legal proceedings against us.


ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
------------------------------------------------------------
We have not yet held our annual  shareholders'  meeting or submitted any matters
to a vote of  shareholders  during the fiscal year to which this  Annual  Report
pertains.



                                     PART II


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

(A)  MARKET INFORMATION

Our Common Stock is presently traded on the  over-the-counter  market on the OTC
Bulletin  Board  maintained  by  the  Financial  Industry  Regulatory  Authority
("FINRA").  On August 7, 2008, we began trading on the over the counter bulletin
board  under the symbol  "OLOI."  During  the  period of August 7, 2008  through
November 30, 2009,  our shares have not traded.  As of March 1, 2010,  no trades
for our stock have taken place on the OTC/BB.

(B)  HOLDERS

As of March 1, 2010, there were approximately forty-three (43) holders of record
of our common stock.

(C)  DIVIDEND POLICY

We have never  declared  or paid  dividends  on our common  stock.  We intend to
retain  earnings,  if any,  to  support  the  development  of our  business  and
therefore do not anticipate  paying cash dividends for the  foreseeable  future.
Payment of future  dividends,  if any, will be at the discretion of our board of
directors after taking into account various factors, including current financial
condition, operating results and current and anticipated cash needs.

(D)  SECURITIES AUTHORIZED FOR ISSUANCE UNDER EQUITY COMPENSATION PLANS

None.

RECENT SALES OF UNREGISTERED SECURITIES

During the years ended  November  30, 2009,  2008 and 2007,  the Company made no
sales of its unregistered securities.

                                      -10-
<PAGE>

DESCRIPTION OF SECURITIES

COMMON STOCK

We are  authorized to issue up to 75,000,000  shares of Common Stock,  $.001 par
value.  At  present,  we are not  authorized  to issue  any  series or shares of
preferred  stock.  The holders of our Common  Stock are entitled to one vote per
share held and have the sole  right and power to vote on all  matters on which a
vote  of  stockholders  is  taken.  Voting  rights  are  non-cumulative.  Common
stockholders are entitled to receive  dividends when, as, and if declared by the
Board of Directors,  out of funds legally  available  therefore and to share pro
rata in any distribution to stockholders. Upon liquidation,  dissolution, or the
winding up of our Company,  common  stockholders are entitled to receive the net
assets of our Company in proportion to the  respective  number of shares held by
them after  payment of  liabilities  which may be  outstanding.  The  holders of
Common Stock do not have any  preemptive  right to subscribe for or purchase any
shares of any class of stock of the Company.  The  outstanding  shares of Common
Stock will not be subject to further call or  redemption  and are fully paid and
non-assessable.  To the extent that  additional  common  shares are issued,  the
relative interest of existing stockholders will likely be diluted.

STOCK PURCHASE WARRANTS

None.

STOCK PURCHASE OPTIONS

None.


ITEM 6.  SELECTED FINANCIAL DATA
--------------------------------
NONE.


ITEM 7. MANAGEMENT'S  DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATION.
--------------------------------------------------------------------------------
CAUTIONARY AND FORWARD-LOOKING STATEMENTS

In  addition  to  statements  of  historical   fact,  this  Form  10-K  contains
forward-looking  statements.  The  presentation  of  future  aspects  of  Online
Originals, Inc. (the "Company" or "Issuer") found in these statements is subject
to a number of risks and uncertainties that could cause actual results to differ
materially from those reflected in such statements. Readers are cautioned not to
place  undue  reliance  on  these  forward-looking  statements,   which  reflect
management's  analysis  only  as  of  the  date  hereof.  Without  limiting  the
generality of the foregoing,  words such as "may," "will," "expect,"  "believe,"
"anticipate,"  "intend,"  or  "could"  or the  negative  variations  thereof  or
comparable terminology are intended to identify forward-looking statements.

These forward-looking statements are subject to numerous assumptions,  risks and
uncertainties  that may  cause  the  Company  actual  results  to be  materially
different from any future  results  expressed or implied by the Company in those
statements.  Important  facts that could prevent the Company from  achieving any
stated goals include, but are not limited to, the following:

     (a)  volatility or decline of the Company's stock price;

     (b)  potential fluctuation in quarterly results;

     (c)  failure of the Company to earn revenues or profits;

     (d)  inadequate  capital to continue or expand its  business,  inability to
          raise additional capital or financing to implement its business plans;

                                      -11-
<PAGE>

     (e)  failure to make sales on an increasing basis;

     (f)  rapid and significant changes in markets;

     (g)  litigation with or legal claims and allegations by outside parties;

     (h)  insufficient revenues to cover operating costs.

There is no assurance that the Company will be  profitable,  the Company may not
be able to successfully develop, manage or market its products and services, the
Company may not be able to attract or retain qualified executives and personnel,
the Company's products and services may become obsolete,  government  regulation
may hinder the Company's  business,  additional  dilution in  outstanding  stock
ownership may be incurred due to the issuance of more shares, warrants and stock
options, or the exercise of warrants and stock options, and other risks inherent
in the Company's businesses.

The Company  undertakes no obligation to publicly  revise these  forward-looking
statements to reflect events or circumstances  that arise after the date hereof.
Readers should  carefully  review the factors  described in other  documents the
Company  files from time to time with the  Securities  and Exchange  Commission,
including the Quarterly Reports on Form 10-Q and any Current Reports on Form 8-K
filed by the Company.

PLAN OF OPERATION FOR THE NEXT TWELVE (12) MONTHS

The following discussion of the plan of operation,  financial condition, results
of  operations,  cash flows and  changes in  financial  position  of our Company
should be read in  conjunction  with our most recent  financial  statements  and
notes appearing  elsewhere in this Form 10-K; our Form 10-Q filed on October 14,
2009, our Form 10-Q filed on July 14, 2009, and our Form 10-Q filed on April 20,
2009.

Our  registered  public  accounting  firm's  audit  report  on our  consolidated
financial  statements as of November 30, 2009,  and for each of the years in the
two-year  period then ended,  includes a "going concern"  explanatory  paragraph
that  describes  substantial  doubt  about our  ability to  continue  as a going
concern.  Management's  plans in regard to the factors prompting the explanatory
paragraph are discussed below.

During the year ended  November 30, 2009,  we continued  operations  that earned
revenue in the form of commission sales. We are continuing the management of our
website which is our main source of promotion and  facilitation for our members.
It outlines  the  services,  description  of art pieces,  artists,  and ordering
instructions.  We are  continuing to contact both  experienced  and  unpublished
artists in order to introduce  our  marketing  plan.  It is planned that we will
develop a  membership  program.  We will once again  contact  the local  tourist
bureau in order to market our products though their international contacts.

As soon as funds are available, we are planning to rework and update our website
to better reflect current social network trends.  We are actively seeking to add
new products and/or  services that we can offer through our website.  One of our
directors,  Ms. Saunders, plans to assist us in putting together a new marketing
strategy.

We have no employees at the present  time. We will continue to operate with very
limited   administrative   support  as  our  current  officers  continue  to  be
responsible for developing and operational duties, without compensation,  for at
least the next 12 months.

Our continuing  operations are dependent upon the  identification and successful
completion of additional long-term or permanent equity financing, the support of
creditors and  shareholders,  and,  ultimately,  the  achievement  of profitable
operations.  There can be no assurances that we will be successful,  which would
in turn significantly  affect our ability to complete our business plan. If not,
we will likely be required to reduce  operations  or liquidate  assets.  We will
continue to evaluate our projected  expenditures  relative to our available cash
and to seek  additional  means of  financing  in order to  satisfy  our  working
capital and other cash requirements.

We believe we do not have sufficient cash resources to satisfy our needs through
the end of February  2010. Our ability to satisfy cash  requirements  thereafter
and the need for  additional  funding is  dependent  on our  ability to generate
revenue from our business in sufficient  quantity and on a profitable  basis. To
the extent that we require  additional  funds to support our  operations  or the

                                      -12-
<PAGE>

expansion of our business,  we may attempt to sell  additional  equity shares or
issue debt. Any sale of additional  equity securities will result in dilution to
our stockholders.  Should we require additional cash in the future, there can be
no assurance  that we will be  successful in raising  additional  debt or equity
financing on terms acceptable to us, if at all.

MANAGEMENT'S  DISCUSSION  AND  ANALYSIS OF  FINANCIAL  CONDITION  AND RESULTS OF
OPERATIONS

FINANCIAL CONDITION

At November 30, 2009,  we had a working  capital  deficit of $8,950  compared to
working  capital  deficit of $6,068 at November 30, 2008.  At November 30, 2009,
our total  assets  consisted  of cash of $2,841,  prepaid  expenses  of $109 and
capital  assets of $476.  This  compares  with our total  assets at November 30,
2008,  which  consisted of cash of $4,904,  prepaid  expenses of $93 and capital
assets of $3,542.

At November 30, 2009,  our total  current  liabilities,  consisting  of accounts
payable of $3,900 and accrued  liabilities of $8,000,  increased to $11,900 from
$11,065  consisting  of accounts  payable of $4,565 and accrued  liabilities  of
$6,500 at November 30, 2008.

We  recognized  $13,110 in revenues  during the fiscal year ending  November 30,
2009, compared to revenues of $2,800 during the year ended November 30, 2008. We
have recognized $23,193 in revenue since our inception.  Our short and long term
survival is dependent on funding from increased  sales of products and services,
sales of securities as necessary or from shareholder loans.

RESULT OF OPERATIONS

We  recognized  $13,110 in revenues  during the fiscal year ending  November 30,
2009,  compared to revenues of $2,800  during the year ended  November 30, 2008.
The $10,310  increase in revenue was a result of our increased  sales during the
year ended November 30, 2009. During the year ended November 30, 2009, our gross
margin was $13,100  compared with a gross margin of $2,800 during the year ended
November  30,  2008.  During the years ended  November 30, 2009 and November 30,
2008,  there was no cost of goods sold  since the  revenue  was from  commission
sales.

During the year  ended  November  30,  2009,  we  incurred  expenses  of $19,499
compared  to  expenses  of $31,250 for the year ended  November  30,  2008.  The
decrease of $11,751 was a result of  decreased  operations  over the prior year.
The  principal  component  of losses in 2009 was  professional  fees of $15,733,
office and  administration  expenses of $700 and  depreciation  and amortization
costs of $3,066  compared  with the  principal  component  losses in 2008  being
professional fees of $24,318,  office and administration  expenses of $3,304 and
amortization costs of $3,628.

We recognized a net loss of $6,389 for the year ended November 30, 2009 compared
to a net loss of $28,450 for the year ended November 30, 2008. From inception to
November  30,  2009,  we have  incurred  a net loss of  $89,285.  The  principal
components   of  losses  were   professional   fees  of   $70,745,   office  and
administration expenses of $9,272, marketing costs of $8,461, cost of goods sold
of  $5,379,  consulting  fees  of  $7,550,  organizational  costs  of  $665  and
depreciation and amortization of $10,408.

As of January 10, 2010, our net cash balance is approximately $421. In addition,
we have prepaid  expenses of $109.  Cash on hand is currently our only source of
liquidity.  We do not have any  lending  arrangements  in place with  banking or
financial  institutions  and we do not anticipate that we will be able to secure
these funding arrangements in the near future.

We believe  our  existing  cash  balance is not  sufficient  to carry our normal
operations  for the next 12  months.  To the extent  that we require  additional
funds to support our operations or the expansion of our business, we may attempt
to sell  additional  equity shares or issue debt. Any sale of additional  equity
securities  will  result  in  dilution  to  our  stockholders.  There  can be no
assurance  that  additional  financing,  if  required,  will be available to our
company or on acceptable terms.

                                      -13-
<PAGE>

OFF BALANCE SHEET ARRANGEMENTS.

None.

ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK
------------------------------------------------------------------
We  believe  our  market  risk  exposures  arise  primarily  from  exposures  to
fluctuations  in interest rates and exchange  rates.  We presently only transact
business in Canadian  and US Dollars.  We believe  that the  exchange  rate risk
surrounding  the future  transactions  of the  Company  will not  materially  or
adversely affect our future  earnings.  We do not believe that we are subject to
any seasonal trends.  We do not use derivative  financial  instruments to manage
risks or for speculative or trading purposes.


ITEM 8.  FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.
-----------------------------------------------------
The financial  statements  required by this Item begin on Page F-15 of this Form
10-K, and include:

Report of Independent Registered Public Accounting Firm;

Balance Sheets;

Statements of Operations,  Statements of Cash Flows,  Statement of Stockholders'
Equity (Deficit); and

Notes to Financial Statements.



























                                      -14-
<PAGE>





                             ONLINE ORIGINALS, INC.

                              FINANCIAL STATEMENTS

             REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

                                November 30, 2009




                                                                      PAGE
                                                                      ----

   Report of Independent Registered Public Accounting Firm            F-16

   Financial Statements:

            Balance Sheets                                            F-17

            Statements of Operations                                  F-18

            Statements of Cash Flows                                  F-19

            Statement of Stockholders' (Deficit)                      F-20

            Notes to Financial Statements                         F-21 to F-25
























                                      F-15
<PAGE>


             REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM


Board of Directors
Online Originals, Inc.


We have audited the accompanying balance sheets of Online Originals, Inc., as of
November  30,  2009  and  2008,  and  the  related   statements  of  operations,
stockholders'  (deficit),  and cash flows for the two years ended  November  30,
2009  and  2008.  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 the standards of the Public  Company
Accounting  Oversight Board (United States of America).  Those standards require
that we plan and perform the audits to obtain reasonable assurance about whether
the financial statements are free of material  misstatement.  The company is not
required  to have,  nor were we  engaged  to  perform  an audit of its  internal
control over financial reporting.  Our audit included  consideration of internal
control over financial  reporting as a basis for designing audit procedures that
are appropriate in the  circumstances,  but not for the purpose of expressing an
opinion on the  effectiveness  of the company's  internal control over financial
reporting. Accordingly, we express no such opinion. 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  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 Online Originals,  Inc. as of
November 30, 2009 and 2008, and the results of its operations and cash flows for
the two years ended  November 30, 2009 and 2008, 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 described in Note 3, the Company
has negative  working capital and  stockholders'  deficits at November 30, 2009,
and has losses to date of approximately  $89,300,  which raise substantial doubt
about its ability to continue as a going concern.  Management's  plans in regard
to this matter are also  discussed in Note 3. The  financial  statements  do not
include any adjustments that might result from the outcome of this uncertainty.


SCHUMACHER & ASSOCIATES, INC.

/s/Schumacher & Associates, Inc.

Denver, Colorado
March 4, 2010



                                      F-16
<PAGE>
                             ONLINE ORIGINALS, INC.

                                 BALANCE SHEETS


<TABLE>
<CAPTION>


                                                                               NOVEMBER 30, 2009      NOVEMBER 30, 2008
                                                                               -----------------     -------------------
<S>                                                                         <C>                  <C>

 ASSETS

 CURRENT ASSETS
    Cash                                                                    $        2,841       $         4,904
    Prepaid expense                                                                    109                    93
                                                                               -----------------     -------------------
    Total Current Assets                                                             2,950                 4,997

 COMPUTER EQUIPMENT, NET OF DEPRECIATION OF $6,360 AND 4,081                           476                 2,755
 WEBSITE DEVELOPMENT COSTS, NET OF AMORTIZATION OF $4,048 AND 3,261                      -                   787
                                                                               -----------------     -------------------

 TOTAL ASSETS                                                               $        3,426       $         8,539
 ------------
                                                                               =================     ===================

 LIABILITIES AND STOCKHOLDERS' (DEFICIT)

 LIABILITIES

 CURRENT LIABILITIES
    Accounts payable                                                        $        3,900       $         4,565
    Accrued liabilities                                                              8,000                 6,500
                                                                               -----------------     -------------------
    Total Liabilities, all current                                                  11,900                11,065
                                                                               -----------------     -------------------

Commitments and Contingencies (Notes 3, 5 and 6)

 STOCKHOLDERS' (DEFICIT)

 CAPITAL STOCK
     Authorized:
         75,000,000 common shares, par value $0.001 per share
     Issued and outstanding:
          3,200,000 common shares                                                    3,200                 3,200

     Additional paid-in capital                                                     77,299                77,299
     Accumulated comprehensive income (loss)                                           312                  (129)
 ACCUMULATED DEFICIT                                                               (89,285)              (82,896)
                                                                               -----------------     -------------------
                                                                                    (8,474)               (2,526)
                                                                               -----------------     -------------------

 TOTAL LIABILITIES AND STOCKHOLDERS' (DEFICIT)                              $        3,426       $         8,539
 ---------------------------------------------                                 =================     ===================
</TABLE>









                                      F-17

<PAGE>
                             ONLINE ORIGINALS, INC.

                            STATEMENTS OF OPERATIONS




<TABLE>
<CAPTION>


                                                          YEAR ENDED                       Year Ended
                                                         NOVEMBER 30,                  November 30, 2008
                                                             2009
                                                  ---------------------------      ---------------------------
<S>                                          <C>                              <C>

REVENUE                                      $              13,110            $               2,800
-------                                           ---------------------------      ---------------------------

COST OF GOODS SOLD                                               -                                -
                                                  ---------------------------      ---------------------------
                                                            13,110                            2,800
                                                  ---------------------------      ---------------------------
EXPENSES
     Depreciation and amortization                           3,066                            3,628
     Consulting                                                  -                                -
     Marketing                                                   -                                -
     Office and administration                                 700                            3,304
     Organizational costs                                        -                                -
     Professional fees                                      15,733                           24,318
                                                  ---------------------------      ---------------------------
                                                            19,499                           31,250
                                                  ---------------------------      ---------------------------

NET LOSS FROM OPERATIONS                                    (6,389)                         (28,450)
                                                  ---------------------------      ---------------------------

OTHER INCOME
     Interest Income                                             -                                -

NET LOSS FOR THE PERIOD                      $              (6,389)           $             (28,450)
                                                  ===========================      ===========================


BASIC AND DILUTED LOSS PER SHARE             $               (0.00)           $                (0.01)
                                                  ===========================      ===========================


WEIGHTED AVERAGE NUMBER OF SHARES
OUTSTANDING                                              3,200,000                        3,200,000
                                                  ===========================      ===========================
</TABLE>




















                                      F-18


<PAGE>
                             ONLINE ORIGINALS, INC.

                            STATEMENTS OF CASH FLOWS

<TABLE>
<CAPTION>



                                                              Year ended                      Year ended
                                                           November 30 2009               November 30, 2008
                                                      ---------------------------      -------------------------
<S>                                                <C>                            <C>

CASH FLOWS FROM OPERATING ACTIVITIES
     Net loss                                      $          (6,389)             $           (28,450)

ADJUSTMENTS TO RECONCILE NET LOSS TO NET CASH
USED BY OPERATING ACTIVITIES:
     Depreciation and amortization                             3,066                            3,628
     Prepaid expenses                                            (16)                               -
     Accounts payable and accrued liabilities
                                                                 835                            5,795
                                                      ---------------------------      -------------------------
     Cash (Used in) Operating Activities                      (2,504)                         (19,027)
                                                      ---------------------------      -------------------------

CASH FLOWS FROM INVESTING ACTIVITIES
     Additions to capital assets                                   -                                -
     Additions to intangibles                                      -                                -
                                                      ---------------------------      -------------------------
     Net Cash (Used in) Investing Activities                       -                                -
                                                      ---------------------------      -------------------------

CASH FLOWS FROM FINANCING ACTIVITIES
    Issuance of common shares                                      -                                -
    Offering costs                                                 -                                -
    Foreign currency translation adjustment                      441                             (736)
                                                      ---------------------------      -------------------------
    Net Cash Provided by (Used in) Financing
    Activities                                                   441                             (736)
                                                      ---------------------------      -------------------------
(DECREASE) INCREASE IN CASH DURING THE PERIOD
                                                              (2,063)                         (19,763)

CASH, BEGINNING OF PERIOD                                      4,904                           24,667
                                                      ---------------------------      -------------------------

CASH, END OF PERIOD                                $           2,841              $             4,904
                                                      ===========================      =========================


SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
     Cash paid for:
         Interest                                  $               -              $                 -
         Income taxes                              $               -              $                 -
                                                      ===========================      =========================

</TABLE>













                                      F-19
<PAGE>

                             ONLINE ORIGINALS, INC.

                      STATEMENT OF STOCKHOLDERS' (DEFICIT)

         FOR THE PERIOD FROM NOVEMBER 30, 2007 THROUGH NOVEMBER 30, 2009




<TABLE>
<CAPTION>

                                                 CAPITAL STOCK
                                  -----------------------------------------------
                                                                    ADDITIONAL                          ACCUMULATED
                                                                      PAID-IN         ACCUMULATED      COMPREHENSIVE
                                     SHARES          AMOUNT           CAPITAL           DEFICIT        INCOME (LOSS)         TOTAL
                                  ------------ --- ---------- --- --------------- -- ------------- -- --------------- --- ----------

<S>                                 <C>        <C>            <C>                 <C>              <C>                <C>
Balance, November 30, 2007          3,200,000  $      3,200   $        77,299     $     (54,446)   $        607       $      26,660

Foreign currency translation
adjustment                                  -             -                 -                 -            (736)               (736)
Net loss for the year ended
November 30, 2008                           -             -                 -           (28,450)              -             (28,450)

                                  ------------ --- ---------- --- --------------- -- ------------- -- --------------- --- ----------
Balance, November 30, 2008          3,200,000         3,200            77,299           (82,896)           (129)             (2,526)
                                  ------------ --- ---------- --- --------------- -- ------------- -- --------------- --- ----------

Foreign currency translation
adjustment                                  -             -                 -                 -             441                 441
Net loss for the year ended
November 30, 2009                           -             -                 -            (6,389)              -              (6,389)

                                  ------------ --- ---------- --- --------------- -- ------------- -- --------------- --- ----------
Balance, November 30, 2009          3,200,000  $      3,200   $        77,299     $     (89,285)   $        312       $      (8,474)
                                  ============ === ========== === =============== == ============= == =============== === ==========
</TABLE>


























                                      F-20
<PAGE>
                             ONLINE ORIGINALS, INC.

                          NOTES TO FINANCIAL STATEMENTS

                                NOVEMBER 30, 2009


1.     NATURE AND CONTINUENCE OF OPERATIONS

     a)  ORGANIZATION
         Online  Originals  ("The  Company")  was  incorporated  in the State of
         Nevada,  United States of America,  on November 18, 2005. The Company's
         year end is November 30th.

     b)  DEVELOPMENT STAGE ACTIVITIES
         The Company's  business  plan is to develop a membership  based website
         art  gallery/auction  house  specifically  focused  on  displaying  and
         selling original artwork.

         In prior years the Company was  considered  to be a  development  stage
         enterprise.   The  Company  is  no  longer  considered  to  be  in  the
         development stage since it has recognized  significant  revenues in the
         year ended November 30, 2009.

2.     SIGNIFICANT ACCOUNTING POLICIES

         This summary of significant  accounting policies is presented to assist
         in  understanding  the Company's  financial  statements.  The financial
         statements  and  notes  are   representations   of  management  who  is
         responsible  for their  integrity  and  objectivity.  These  accounting
         policies  conform to generally  accepted  accounting  principles in the
         United  States of  America  and have been  consistently  applied in the
         preparation of the financial  statements.  The financial statements are
         stated in United States of America dollars.

        a)    ORGANIZATIONAL AND START-UP COSTS
              Costs of start-up activities,  including organizational costs, are
              expensed as incurred in accordance with SOP 98-5.

        b)    INCOME TAXES
              The  Company   adopted  the  Accounting   Standards   Codification
              Financial  Accounting No. 740 - "Accounting for Income Taxes" (ASC
              740).  ASC 740 requires the use of the asset and liability  method
              of  accounting  of income  taxes.  Under  the asset and  liability
              method  of ASC  740,  deferred  tax  assets  and  liabilities  are
              recognized  for  the  future  tax  consequences   attributable  to
              temporary  differences  between the financial  statements carrying
              amounts of existing assets and  liabilities  and their  respective
              tax bases.  Deferred tax assets and liabilities are measured using
              enacted tax rates expected to apply to taxable income in the years
              in which those temporary  differences are expected to be recovered
              or settled. A valuation allowance is established when necessary to
              reduce deferred tax assets to the amount expected to be realized.

         c)   BASIC AND DILUTED LOSS PER SHARE
              In accordance with ASC 260 - "Earnings per Share",  the basic loss
              per common  share is computed by dividing  net loss  available  to
              common  stockholders  by the  weighted  average  number  of common
              shares  outstanding.  Diluted  loss per common  share is  computed
              similar to basic loss per common share except that the denominator
              is increased  to include the number of  additional  common  shares
              that would have been  outstanding  if the potential  common shares
              had been issued and if the additional common shares were dilutive.
              Diluted  earnings  per share is not shown for periods in which the
              Company  incurs  a loss  because  it would  be  anti-dilutive.  At
              November 30, 2009, the Company had no stock  equivalents that were
              anti-dilutive and excluded in the earnings per share computation.

         d)   ESTIMATED FAIR VALUE OF FINANCIAL INSTRUMENTS
              The  carrying  value  of  the  Company's  financial   instruments,
              consisting of cash, prepaid expense,  accounts payable and accrued
              liabilities  approximate  their fair  value due to the  short-term
              maturity  of  such  instruments.  Unless  otherwise  noted,  it is
              management's   opinion   that  the   Company  is  not  exposed  to
              significant interest,  currency or credit risks arising from these
              financial statements.

                                      F-21
<PAGE>

         e)   REVENUE RECOGNITION
              Revenues are recognized when persuasive evidence of an arrangement
              exists, delivery has occurred (or service has been performed), the
              sales  price is  fixed  and  determinable  and  collectability  is
              reasonably assured. Revenue recognition from consignment inventory
              consists of commission income.

         f)   INVENTORY
              Inventory  is stated at the lower of cost or market.  We generally
              determine  the costs by the  first-in  first-out  or average  cost
              methods.  Cost includes all costs of purchase,  cost of conversion
              and other costs  incurred in bringing the inventory to its present
              location and condition.

         g)   FOREIGN CURRENCY TRANSLATIONS
              The Company  uses the Canadian  dollar and the U.S.  dollar as its
              functional currency.  The Company's reporting currency is the U.S.
              dollar.  All  transactions   initiated  in  other  currencies  are
              re-measured into the functional currency as follows:

                     Monetary  assets and liabilities at the rate of exchange in
                     effect at the balance sheet date,

                     ii)  Non-monetary  assets  and  liabilities,  and equity at
                     historical rates, and

                     iii)Revenue  and  expense  items  at the  average  rate  of
                     exchange prevailing during the period.

              Gains and losses on re-measurement are included in determining net
              income for the period.

              Translation  of balances  from the  functional  currency  into the
              reporting currency is conducted as follows:

                     Assets and liabilities at the rate of exchange in effect at
                     the balance sheet date,

                     ii) Equity at historical rates, and

                     iii)Revenue  and  expense  items  at the  average  rate  of
                     exchange prevailing during the period.

              Translation  adjustments  resulting  from  translation of balances
              from  functional  to  reporting  currency  are  accumulated  as  a
              separate  component  of  shareholders'  equity as a  component  of
              comprehensive income or loss.

         h)   COMPREHENSIVE INCOME (LOSS)
              The Company adopted Accounting  Standards  Codification  Financial
              Accounting (ASC) No. 220, "REPORTING  COMPREHENSIVE  INCOME".  ASC
              220   requires   that  the   components   and  total   amounts  of
              comprehensive  income be  displayed  in the  financial  statements
              beginning in 1998.  Comprehensive  income  includes net income and
              all changes in equity  during a period that arises from  non-owner
              sources,  such as foreign  currency items and unrealized gains and
              losses on certain investments in equity securities.

         i)   USE OF ESTIMATES
              The  preparation  of the  Company's  financial  statements  are in
              conformity with generally  accepted  accounting  principles  which
              requires  management to make estimates and assumptions that affect
              the  amounts   reported   in  these   financial   statements   and
              accompanying   notes.  Actual  results  could  differ  from  those
              estimates.

         j)   CASH AND CASH EQUIVALENTS
              All highly liquid debt  instruments  with an original  maturity of
              three months or less are considered to be cash equivalents.

         k)   EQUIPMENT
              Property and equipment are recorded at cost and  depreciated  over
              their estimated useful lives.  The Company uses the  straight-line
              method of  depreciation.  A summary of the estimated  useful lives
              follows:

                  Computer equipment                 3 years


                                      F-22
<PAGE>
         l)   WEBSITE DEVELOPMENT COSTS
              Website  development  costs  representing   capitalized  costs  of
              design,  configuration,  coding,  installation  and testing of the
              Company's  website is  capitalized  until initial  implementation.
              Upon  implementation,  the asset is  amortized to expense over its
              estimated  useful  life of three  years  using  the  straight-line
              method.  The  Website is fully  amortized  at November  30,  2009.
              Accumulated  amortization at November 30, 2009 was $4,048. Ongoing
              website post-implementation costs of operation, including training
              and  application  maintenance,  will  be  charged  to  expense  as
              incurred.

         m)   CONCENTRATIONS
              Financial  instruments  that  potentially  subject  the Company to
              concentrations of credit risk consist principally of cash and cash
              equivalents. At November 30, 2009, approximately $2,841 of cash or
              cash  equivalents  were  not  insured  by  agencies  of  the  U.S.
              Government.

         n)   RECENT ACCOUNTING PRONOUNCEMENTS
              In May 2009, the FASB issued a pronouncement, "Subsequent Events".
              This  pronouncement  establishes  standards for accounting for and
              disclosing subsequent events (events which occur after the balance
              sheet  date but  before  financial  statements  are  issued or are
              available to be issued).  The pronouncement  requires an entity to
              disclose the date  subsequent  events were  evaluated  and whether
              that evaluation  took place on the date financial  statements were
              issued or were available to be issued. It is effective for interim
              and annual periods ending after June 15, 2009. The adoption of the
              pronouncement  did not have a  material  impact  on the  Company's
              financial condition or results of operation.

              In June 2009,  the FASB issued a  pronouncement,  "Accounting  for
              Transfers of Financial  Assets".  The pronouncement is intended to
              improve  the   relevance,   representational   faithfulness,   and
              comparability  of the information that a reporting entity provides
              in its financial  statements about a transfer of financial assets:
              the effects of a transfer  on its  financial  position,  financial
              performance,   and  cash  flows:  and  a  transferor's  continuing
              involvement,   if  any,  in  transferred  financial  assets.  This
              statement  must be applied as of the  beginning of each  reporting
              entity's first annual  reporting period that begins after November
              15, 2009. The adoption of the pronouncement did not have an impact
              on the Company's  results of  operations,  financial  condition or
              cash flows.

              In June 2009, the FASB issued a pronouncement, "Amendments to FASB
              Interpretation  No. 46(R)".  The  pronouncement is intended to (1)
              address   the   effects  on  certain   provisions   of  the  prior
              pronouncement,  CONSOLIDATION OF VARIABLE INTEREST ENTITIES,  as a
              result of the elimination of the qualifying special-purpose entity
              concept,  and (2)  constituent  concerns about the  application of
              certain key provisions of the prior pronouncement, including those
              in which the accounting and disclosures  under the  Interpretation
              do not always  provided  timely and  useful  information  about an
              enterprise's  involvement  in a  variable  interest  entity.  This
              statement  must be applied as of the  beginning of each  reporting
              entity's first annual  reporting period that begins after November
              15, 2009. The adoption of the pronouncement did not have an impact
              on the Company's  results of  operations,  financial  condition or
              cash flows.

              In  June  2009,  the  FASB  issued  a  pronouncement,   "The  FASB
              Accounting  Standards  Codification and the Hierarchy of Generally
              Accepted  Accounting  Principles".  The  pronouncement  became the
              source  of  authoritative  U.S.   generally  accepted   accounting
              principles  (GAAP)  recognized  by  the  FASB  to  be  applied  by
              nongovernmental  entities.  Rules and interpretive releases of the
              Securities  and  Exchange  Commission  (SEC)  under  authority  of
              federal securities laws are also sources of authoritative GAAP for
              SEC  registrants.  On the effective  date of this  Statement,  the
              Codification will supersede all then-existing  non-SEC  accounting
              and  reporting  standards.   All  other  nongrandfathered  non-SEC
              accounting literature not included in the Codification will become
              nonauthoritative.   This  statement  is  effective  for  financial
              statements  issued for interim  and annual  periods  ending  after
              September 15, 2009. The adoption of the pronouncement did not have
              an  impact  on the  Company's  results  of  operations,  financial
              condition  or cash  flows.

                                      F-23
<PAGE>

              There were various other accounting  standards and interpretations
              recently  issued,  and became effective during 2008 and 2009, none
              of which are expected to have a material  impact on the  Company's
              financial position, results of operations or cash flows.

         o)   OTHER
              The  Company  consists of one  reportable  business  segment.  The
              Company paid no dividends during the periods presented.

3.  BASIS OF PRESENTATION - GOING CONCERN

         The accompanying  financial statements have been prepared in conformity
         with generally accepted  accounting  principles in the United States of
         America,  which  contemplates  continuation  of the  Company as a going
         concern.   However,  the  Company  has  negative  working  capital  and
         stockholders'  deficits at November  30, 2009 and has losses to date of
         approximately  $89,300. These matters raise substantial doubt about its
         ability  to  continue  as a going  concern.  In view of these  matters,
         realization of certain of the assets in the accompanying  balance sheet
         is dependent upon its ability to meet its financing requirements, raise
         additional capital, and the success of its future operations.  There is
         no assurance  that future  capital  raising plans will be successful in
         obtaining  sufficient  funds  to  assure  its  eventual  profitability.
         Management is actively  seeking to add new products  and/or services in
         order to show  profitability.  In  addition,  one of the members of the
         board of  directors  has agreed to loan funds to the Company if needed.
         To date, due to the continued  economic  conditions,  they have not yet
         been able to find products and services that would  contribute to their
         business.  We believe that actions planned and presently being taken to
         revise its  operating  and  financial  requirements  will  provide  the
         opportunity  for  the  Company  to  continue  as a going  concern.  The
         financial  statements do not include any adjustments  that might result
         from these uncertainties.

4.       COMMON STOCK

         The Company's  authorized  common stock  consists of 75,000,000  shares
         with a par value of $0.001 per share.  There were  3,200,000  shares of
         common stock issued and outstanding on November 30, 2010.

5.       INCOME TAXES

         The  Company is  subject to foreign  and  domestic  income  taxes.  The
         Company has had no income, and therefore has paid no income tax.

         Deferred  income taxes arise from temporary  timing  differences in the
         recognition  of income and expenses  for  financial  reporting  and tax
         purposes.  The Company's  deferred tax assets  consist  entirely of the
         benefit from net  operating  loss (NOL)  carry-forwards.  The NOL carry
         forwards  expire in various years through 2029. The Company's  deferred
         tax assets are offset by a valuation  allowance due to the  uncertainty
         of the realization of the NOL carry-forwards. NOL carry-forwards may be
         further limited by a change in company  ownership and other  provisions
         of the tax laws.

         The Company's deferred tax assets,  valuation allowance,  and change in
         valuation allowance are as follows:
<TABLE>
<CAPTION>

                                                        Estimated Tax                  Change in
                         Estimated NOL                  Benefit from     Valuation     Valuation      Net Tax
       Period Ending     Carry-forward   NOL Expires    NOL              Allowance     Allowance      Benefit
    --------------------------------------------------------------------------------------------------------------
<S>                      <C>             <C>            <C>              <C>           <C>            <C>

     November 30, 2008        82,896         Various          20,724       (20,724)       (7,112)          -

     November 30, 2009        6,389            2029           1,597        (1,597)        (1,597)          -
</TABLE>

                                      F-24
<PAGE>

         Income taxes at the  statutory  rate are  reconciled  to the  Company's
         actual income taxes as follows:

        Income tax benefit at statutory rate resulting
        from net operating loss carry forward                          (25%)
        Deferred income tax valuation allowance                         25%
                                                                 --------------
        Actual tax rate                                                 0%
                                                                 ==============


6.       RELATED PARTY TRANSACTIONS

         The  Company  uses the  offices of its  President  for  minimal  office
         facility needs for no  consideration.  No provision for these costs has
         been provided since it has been determined that they are immaterial.


7.       SUBSEQUENT EVENTS

         The Company has evaluated its  activities  subsequent to the year ended
         November 30, 2009 and through the date the  financial  statements  were
         available  to be issued,  and has found  that there were no  reportable
         subsequent events.




























                                      F-25
<PAGE>

ITEM  9.  CHANGES  IN AND  DISAGREEMENTS  WITH  ACCOUNTANTS  ON  ACCOUNTING  AND
FINANCIAL DISCLOSURE
--------------------------------------------------------------------------------
None.

ITEM 9A. CONTROLS AND PROCEDURES
--------------------------------

DISCLOSURE CONTROLS AND PROCEDURES

The Company,  under the supervision and with the  participation of the Company's
management,  including the  Company's  President  and Chief  Financial  Officer,
performed an evaluation of the  effectiveness of the design and operation of the
Company's  disclosure  controls and procedures as of December 4, 2009.  Based on
that  evaluation,   the  Company's   management  concluded  that  the  Company's
disclosure controls and procedures were effective as of November 30, 2009.

ITEM 9(A)T.       INTERNAL CONTROLS AND PROCEDURES
--------------------------------------------------

MANAGEMENT'S REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING

Our management is responsible for establishing and maintaining adequate internal
control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) of
the Exchange  Act). Our internal  control over financial  reporting is a process
designed to provide reasonable  assurance regarding the reliability of financial
reporting and the preparation of financial  statements for external  purposes in
accordance with accounting principles generally accepted in the United States.

Because of its inherent limitations,  internal controls over financial reporting
may  not  prevent  or  detect  misstatements.   Therefore,  even  those  systems
determined  to be effective can provide only  reasonable  assurance of achieving
their  control  objectives.   Furthermore,   smaller  reporting  companies  face
additional limitations. Smaller reporting companies employ fewer individuals and
find it difficult to properly segregate duties. Smaller reporting companies tend
to utilize  general  accounting  software  packages  that lack a rigorous set of
software controls.

Our  management,  with the  participation  of the President and Chief  Financial
Officer,  evaluated the  effectiveness  of the Company's  internal  control over
financial  reporting  as of November 30, 2009.  In making this  assessment,  our
management   used  the  criteria  set  forth  by  the  Committee  of  Sponsoring
Organizations  of  the  Treadway   Commission  (COSO)  in  Internal  Control  --
Integrated Framework.  Based on that evaluation,  our management concluded that,
as of November 30 2009, our internal  control over  financial  reporting was not
effective  due  to  material  weaknesses  in the  system  of  internal  control.
Specifically, management identified the following control deficiency:

     -    The Company has  installed  accounting  software that does not prevent
          erroneous or unauthorized  changes to previous  reporting  periods and
          does not  provide  an  adequate  audit  trail of  entries  made in the
          accounting software.

Accordingly, while the Company has identified certain material weaknesses in its
system of internal  control over  financial  reporting,  it believes that it has
taken reasonable steps to ascertain that the financial  information contained in
this report is in accordance  with  generally  accepted  accounting  principles.
Management has determined that current resources would be appropriately  applied
elsewhere and when resources  permit,  they will alleviate  material  weaknesses
through various steps.

This  Annual  Report  does not include an  attestation  report of the  Company's
registered  public  accounting  firm regarding  internal  control over financial
reporting.  Management's  report was not subject to attestation by the Company's
registered  public accounting firm pursuant to temporary rules of the Securities
and Exchange  Commission  that permit the Company to provide  only  management's
report in this Annual Report.

                                      -26-
<PAGE>

CHANGES IN INTERNAL CONTROL OVER FINANCIAL REPORTING

There were no changes in internal control over financial reporting that occurred
during the last  fiscal  quarter  covered by this  report  that have  materially
affected,  or are reasonably  likely to affect,  the Company's  internal control
over financial reporting.

ITEM 9B. OTHER INFORMATION
--------------------------

None.


                                    PART III

ITEM 10. DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS, CONTROL PERSONS AND CORPORATE
GOVERNANCE; COMPLIANCE WITH SECTION 16(A) OF THE EXCHANGE ACT
--------------------------------------------------------------------------------

DIRECTORS AND EXECUTIVE OFFICERS

Effective June 30, 2009, Gregory Adams resigned as Secretary/Treasurer  and as a
director of the  Company.  Also  effective  June 30, 2009,  Shari  Sookarookoff,
President and CEO of the Company, was appointed  Secretary,  Treasurer and Chief
Financial Officer or the Company.

The  following  table sets forth the names,  ages and  positions  of the current
directors and executive officers of the Company, as of the date of this filing:

  NAME                   AGE      OFFICES HELD
  -----------------------------------------------------------------------------
  Shari Sookarookoff     33       Director, CEO, President, Secretary/Treasurer
  Ruth Saunders          35       Director


SHARI  SOOKAROOKOFF,  CEO, CFO,  PRESIDENT,  SECRETARY/TREASURER,  MEMBER OF THE
BOARD

Shari  Sookarookoff  has served as President  and Director  since  September 12,
2008.  Ms.  Sookarookoff  has  also  served  as  Secretary/Treasurer  and  Chief
Financial  Officer of the Company since June 30, 2009. The term of her office is
for two years and is thereafter renewable on an annual basis.

Since  1994,  Ms.  Sookarookoff  has been  employed by Alberta  Forest  Products
Shippers Association, a freight broker located in Edmonton, Alberta, Canada that
is dedicated to facilitate the freight  requirements of numerous lumber mills in
the  Province  of Alberta,  Canada.  In June 1999,  she was  promoted to traffic
coordinator.

In July 2002, Ms. Sookarookoff left Alberta Forest Products Shippers Association
for her present  position with Spruce Land  Millworks  (located in Spruce Grove,
Alberta,  Canada)  as  manager  of  the  shipping  department.   Resourcing  her
accumulated knowledge within the truck brokerage industry.

Ms.  Sookarookoff is not an officer or director of any other  reporting  company
that  files  annual,  quarterly  or  periodic  reports  with the  United  States
Securities and Exchange Commission.


RUTH SAUNDERS, MEMBER OF THE BOARD,

Ruth Saunders has served as Director  since  September 12, 2008. The term of her
office is for two years and is thereafter renewable on an annual basis.

Since  graduating in the spring of 2008 with a Diploma in Public  Relations from
Grant  MacEwan  College in Edmonton,  Ms.  Saunders has been employed by Alberta
Health and Wellness in their public relations department.

After having received a Journalism  Diploma in 1997 from Grant MacEwan  College,
Ms.  Saunders  was a  Journalist  for ten (10) years.  She worked first with the
Hinton Parklander in Hinton,  Alberta,  for 3 years and then with the Wetaskiwin
Times Advertiser in Wetaskiwin, Alberta, from 2001 through 2007.

                                      -27-
<PAGE>

Ms. Saunders is not an officer or director of any other  reporting  company that
files annual,  quarterly,  or periodic reports with the United States Securities
and Exchange Commission.


SIGNIFICANT EMPLOYEES

None.

FAMILY RELATIONSHIPS

None.

INVOLVEMENT IN CERTAIN LEGAL PROCEEDINGS

None.

SECTION 16(A) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE

Section 16(a) of the Securities and Exchange Act of 1934 requires any person who
is a  director  or  executive  officer or who  beneficially  holds more than ten
percent (10%) of any class of our securities which have been registered with the
Securities  and Exchange  Commission,  to file reports of initial  ownership and
changes in ownership with the Securities and Exchange Commission.  These persons
are  also  required  under  the  regulations  of  the  Securities  and  Exchange
Commission to furnish us with copies of all Section 16(a) reports they file.

To our knowledge,  based solely on our review of the copies of the Section 16(a)
reports  furnished  to us and a review of our  shareholders  of  record  for the
fiscal year ended November 30, 2008, there were no filing delinquencies.

CODE OF ETHICS

We have not yet prepared a written code of ethics and employment  standards.  We
expect to implement a Code of Ethics during the current fiscal year.

CORPORATE GOVERNANCE; AUDIT COMMITTEE FINANCIAL EXPERT

We currently do not have an audit committee  financial  expert or an independent
audit  committee  expert due to the fact that our Board of  Directors  currently
does not have an independent audit committee.  Our Board of Directors  currently
has only one (1)  independent  member,  and thus,  does not have the  ability to
create a proper independent audit committee.


ITEM 11. EXECUTIVE COMPENSATION
-------------------------------
The  Executive  Officers  have not received any  compensation  since the date of
incorporation of our Company, and we did not accrue any compensation.  There are
no securities authorized for issuance under any equity compensation plan, or any
options, warrants, or rights to purchase our common stock.

COMPENSATION OF DIRECTORS

We do not  compensate  our  directors  for  their  time  spent on  behalf of our
Company,  but they are entitled to receive  reimbursement  for all out of pocket
expenses incurred for attendance at our Board of Directors meetings.

PENSION AND RETIREMENT PLANS

Currently,  we do not offer any annuity,  pension or  retirement  benefits to be
paid to any of our officers, directors or employees, in the event of retirement.
There  are  also no  compensatory  plans or  arrangements  with  respect  to any
individual  named  above  which  results or will  result  from the  resignation,
retirement or any other  termination of employment  with our company,  or from a
change in the control of our Company.


                                      -28-
<PAGE>

EMPLOYMENT AGREEMENTS

We do not have written employment agreements with any of our key employees.

AUDIT COMMITTEE

Presently the Board of Directors is performing the duties that would normally be
performed by an audit  committee.  We intend to form a separate audit committee,
and are seeking  potential  independent  directors.  We are seeking  experienced
business  people  and  plan to  appoint  an  individual  qualified  as an  audit
committee financial expert.


ITEM 12.  SECURITY  OWNERSHIP OF CERTAIN  BENEFICIAL  OWNERS AND  MANAGEMENT AND
RELATED STOCKHOLDER MATTERS
--------------------------------------------------------------------------------
The following table sets forth certain information,  as of January 18, 2010 with
respect to any person  (including  any "group",  as that term is used in Section
13(d)(3) of the  Securities  Exchange  Act of 1934,  as amended  (the  "Exchange
Act")) who is known to the Company to be the beneficial  owner of more than five
percent of any class of the Company's voting securities,  and as to those shares
of the Company's equity securities  beneficially owned by each its director, the
executive  officers  of the  company  and  all of its  directors  and  executive
officers of the Company and all of its  directors  and  executive  officers as a
group.  Unless otherwise  specified in the table below, such information,  other
than information  with respect to the directors and officers of the Company,  is
based  on a  review  of  statements  filed,  with the  Securities  and  Exchange
commission (the "Commission") pursuant to Sections 13 (d), 13 (f), and 13 (g) of
the Exchange Act with respect to the Company's  Common Stock. As of November 30,
2009, there were 3,200,000 shares of Common Stock outstanding.

The  number  of  shares of Common  Stock  beneficially  owned by each  person is
determined  under  the  rules  of the  Commission  and  the  information  is not
necessarily indicative of beneficial ownership for any other purpose. Under such
rules, beneficial ownership includes any shares as to which such person has sole
or  shared  voting  power or  investment  power  and also any  shares  which the
individual  has the  right to  acquire  within 60 days  after  the date  hereof,
through  the  exercise  of any stock  option,  warrant  or other  right.  Unless
otherwise indicated, each person has sole investment and voting power (or shares
such power with his or her spouse)  with  respect to the shares set forth in the
following table. The inclusion  herein of any shares deemed  beneficially  owned
does not constitute an admission of beneficial ownership of those shares.

The table also shows the number of shares  beneficially owned as of November 30,
2009 by each of the  individual  directors  and  executive  officers  and by all
directors and executive officers as a group.
<TABLE>
<CAPTION>
<S>          <C>                                                <C>           <C>
  ========== ================================================== ============= =============
  TITLE OF   NAME AND ADDRESS OF BENEFICIAL OWNER                 AMOUNT AND
  CLASS                                                           NATURE OF    PERCENT OF
                                                                  BENEFICIAL    CLASS(1)
                                                                  OWNERSHIP
  ---------- -------------------------------------------------- ------------- -------------
  Common     Shari Sookarookoff                                   2,500,000     78.125%
             CEO, President & member of the Board of Directors
             328 Twin Brooks Dr NW
             Edmonton AB, Canada, T6J 6S5
  ---------- -------------------------------------------------- ------------- -------------
  Common     Ruth Saunders                                            0          0.00%
             Director
             3508 - 48 Street
             Edmonton, AB, Canada, T6L 3R4
  ---------- -------------------------------------------------- ------------- -------------
  Common     Directors and officers as a group (2 individuals)    2,500,000     78.125%
  ========== ================================================== ============= =============
</TABLE>

(1) Percent of Ownership is  calculated in accordance  with the  Securities  and
Exchange Commission's Rule 13(d) - 13(d)(1). Based on 3,200,000 shares of common
stock issued and outstanding.

                                      -29-

<PAGE>

ITEM  13.  CERTAIN   RELATIONSHIPS   AND  RELATED   TRANSACTIONS   AND  DIRECTOR
INDEPENDENCE.
--------------------------------------------------------------------------------
We have not entered into any transaction nor are there any proposed transactions
in which any  director,  executive  officer,  shareholder  of our company or any
member  of the  immediate  family  of any of the  foregoing  had or is to have a
direct or indirect material interest.


ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES
-----------------------------------------------
AUDIT FEES.

The aggregate fees billed by our auditors,  for professional  services  rendered
for the audit of our annual  financial  statements,  and for the  reviews of the
financial  statements  included in our Quarterly Reports on Form 10-Q during the
fiscal  years  ended  November  30,  2009  and  2008,  were  $9,200  and  $8,050
respectively.

AUDIT RELATED FEES.

We incurred nil fees to auditors  for audit  related fees during the fiscal year
ended November 30, 2009 and 2008.

TAX FEES.

We  incurred  nil  fees  to  auditors  for tax  compliance,  tax  advice  or tax
compliance services during the fiscal year ended November 30, 2009 and 2008.

ALL OTHER FEES.

We did not incur any other fees billed by auditors for services  rendered to our
Company,  other than the  services  covered in "Audit  Fees" for the fiscal year
ended November 30, 2009 and 2008.

The Board of  Directors  has  considered  whether  the  provision  of  non-audit
services is compatible with maintaining the principal accountant's independence.

Since there is no audit  committee,  there are no audit  committee  pre-approval
policies and procedures.

ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES.
----------------------------------------------------
The  following  is a complete  list of exhibits  filed as part of this Form 10K.
Exhibit  number  corresponds  to the numbers in the Exhibit table of Item 601 of
Regulation S-K.

EXHIBIT INDEX

     3.1  Articles of Incorporation(1)

     3.2  Bylaws(1)

     31.1 Section  302   Certification  -  Chief  Executive  Officer  and  Chief
          Financial Officer.*

     32.1 Certification  Pursuant to 18 U.S.C. Section 1350, as adopted pursuant
          to Section  906 of the  Sarbanes-Oxley  Act of 2002 - Chief  Executive
          Officer, Chief Financial Officer.*
----------
*  File herewith.
(1)Incorporated  by reference to our SB-2  Registration  Statement,  file number
333-133347, filed on April 18, 2006.

                                      -30-

<PAGE>

                                   SIGNATURES

Pursuant to the  requirements of Section 13 or 15(d) 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, on this 10th day of March,
2010.


                             ONLINE ORIGINALS, INC.



Date: March 10, 2010                By: /s/ Shari Sookarookoff
                                    --------------------------
                                    Name: Shari Sookarookoff
                                    Title: President/Chief Executive Officer and
                                    Chief Financial (Accounting) Officer



Date: March 10, 2010                By:/s/ Ruth Saunders
                                    --------------------
                                    Name: Ruth Saunders
                                    Title:  Director































                                      -31-