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

                                   FORM 10-QSB

(Mark One)

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

                      For the quarter ended May 31, 2007

                                   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.)

               RPO 163 Sorrento, British Columbia, Canada, V0E 2W0
               ---------------------------------------------------
               (Address of principal executive offices) (Zip Code)

       Registrant's telephone number, including area code: (604) 313-9781

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

Indicate by check mark whether the  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 July 12, 2007: 3,200,000 shares of common stock

Authorized share capital of the registrant:  75,000,000 common shares, par value
of $0.001

The Company did not recognize any revenue for the quarter ended May 31, 2007.

Transitional Small Business Disclosure Format:  Yes       No    X
                                                   -----      -----



<PAGE>





                         PART I - FINANCIAL INFORMATION


ITEM 1.   FINANCIAL STATEMENTS






                             ONLINE ORIGINALS, INC.

                          (A Development Stage Company)

                          INTERIM FINANCIAL STATEMENTS

                                   (Unaudited)

                                  May 31, 2007




                                                                       Page

Financial Statements:

         Interim Balance Sheets                                        F-2

         Interim Statements of Operations                           F-3 to F-4

         Interim Statements of Cash Flows                              F-5

         Interim Statement of Stockholders' Equity                     F-6

         Notes to Interim Financial Statements                     F-7 to F-11






        The accompanying notes are an integral part of these statements.
                                       F-1

<PAGE>

<TABLE>
<CAPTION>

                                     ONLINE ORIGINALS, INC.
                                  (A Development Stage Company)

                                     INTERIM BALANCE SHEETS



                                                                                                      November 30,
                                                                                 May 31, 2007             2006
                                                                                 (Unaudited)         (See Note 1)
<S>                                                                        <C>                 <C>
 ASSETS

 Current
    Cash                                                                    $      27,167      $       54,596
    Prepaid expense                                                                 3,218               6,968
    Inventory                                                                       2,660               2,660
                                                                           ------------------------------------------
    Total Current Assets                                                           33,045              64,224

 Computer Equipment, net of depreciation $663                                       6,173                   -
 Website Development Costs, net of amortization of $1,237                           2,811               3,486
                                                                           ------------------------------------------

 Total Assets                                                               $      42,029      $       67,710

                                                                           ==========================================

 LIABILITIES

 Current
     Accounts payable                                                       $         750      $          798
    Accrued liabilities                                                             1,750               4,500
                                                                           ------------------------------------------
    Total Current Liabilities                                                       2,500               5,298
                                                                           ------------------------------------------

Commitments and Contingencies (Notes 4 and 7)

 STOCKHOLDERS' EQUITY

 Capital Stock
     Authorized:
         75,000,000 common shares, par value $0.001 per share
     Issued and outstanding:
          3,200,000 common shares at May 31, 2007 and November 30, 2006             3,200               3,200
     Additional paid-in capital                                                    77,299              77,299
     Accumulated comprehensive (loss)                                                (795)             (1,229)
 Deficit Accumulated During the Development Stage                                 (40,175)            (16,858)
                                                                           ------------------------------------------
    Total Stockholders' Equity                                                     39,529              62,412
                                                                           ------------------------------------------

 Total Liabilities and Stockholders' Equity                                 $      42,029      $       67,710

                                                                           ==========================================
</TABLE>

        The accompanying notes are an integral part of these statements.
                                      F-2

<PAGE>
<TABLE>
<CAPTION>


                                     ONLINE ORIGINALS, INC.
                                  (A Development Stage Company)

                                INTERIM STATEMENTS OF OPERATIONS

            For the period from November 18, 2005 (Date of Inception) to May 31, 2007
                                           (unaudited)





                                           Three-month period       Three-month period
                                                 ending                   ending
                                              May 31, 2007             May 31, 2006
                                      --------------------------------------------------
<S>                                   <C>                       <C>
Revenue                               $                  -      $               -
                                      --------------------------------------------------

Cost of Goods Sold                                       -                      -
                                      --------------------------------------------------
                                                         -                      -
                                      --------------------------------------------------
Expenses
     Depreciation and amortization                     907                      -
     Consulting                                      1,875                      -
     Office and administration                         398                    202
     Organizational costs                                -                      -
     Marketing                                           -                      -
     Professional fees                               3,624                 13,901
                                      --------------------------------------------------
                                                     6,804                 14,103
                                      --------------------------------------------------

Net Loss From Operations                            (6,804)               (14,103)
                                      --------------------------------------------------
Other Income
     Interest Income                                     -                      -

Net Loss For The Period               $             (6,804)     $         (14,103)
                                      ==================================================


Basic And Diluted Loss Per Share
                                      $               0         $               0
                                      ==================================================


Weighted Average Number Of Shares
Outstanding                                      3,200,000                2,500,000
                                      ==================================================
</TABLE>

        The accompanying notes are an integral part of these statements.
                                      F-3


<PAGE>

<TABLE>
<CAPTION>

                                     ONLINE ORIGINALS, INC.
                                  (A Development Stage Company)

                                INTERIM STATEMENTS OF OPERATIONS

            For the period from November 18, 2005 (Date of Inception) to May 31, 2007
                                           (unaudited)



                                                                                             Cumulative amounts
                                                                                           from Date of Inception
                                            Six-month period         Six-month period      on November 18 2005 to
                                           ending May 31, 2007     ending May 31, 2006          May 31, 2007
                                      -----------------------------------------------------------------------------
<S>                                   <C>                       <C>                     <C>
Revenue                               $                  -      $               -       $                   314
                                      -----------------------------------------------------------------------------

Cost of Goods Sold                                       -                      -                           110
                                      -----------------------------------------------------------------------------
                                                         -                      -                           204
                                      -----------------------------------------------------------------------------
Expenses
     Depreciation and amortization                   1,338                      -                         1,900
     Consulting                                      3,750                      -                         4,425
     Office and administration                       1,214                    354                         4,337
     Organizational costs                                -                      -                           665
     Marketing                                       8,461                      -                         8,462
     Professional fees                               8,554                 15,688                        20,592
                                      -----------------------------------------------------------------------------
                                                    23,317                 16,042                        40,381
                                      -----------------------------------------------------------------------------

Net Loss From Operations                           (23,317)               (16,042)                      (40,177)
                                      -----------------------------------------------------------------------------
Other Income
     Interest Income                                     -                      2                             2

Net Loss For The Period               $            (23,317)     $         (16,040)      $               (40,175)
                                      =============================================================================


Basic And Diluted Loss Per Share
                                      $               0         $               0       $                 (0.01)
                                      =============================================================================


Weighted Average Number Of Shares
Outstanding                                      3,200,000              2,500,000                     2,881,250
                                      =============================================================================
</TABLE>

                The accompanying notes are an integral part of these statements.
                                              F-4

<PAGE>

<TABLE>
<CAPTION>

                                     ONLINE ORIGINALS, INC.
                                  (A Development Stage Company)

                                INTERIM STATEMENTS OF CASH FLOWS

              For the period November 18, 2005 (Date of Inception) to May 31, 2007
                                           (unaudited)


                                                                                                     Cumulative amounts
                                                                                                        from Date of
                                                        Six month           Six month period            Inception on
                                                       period ended        ended May 31, 2006       November 18, 2005 to
                                                       May 31, 2007                                     May 31, 2007
--------------------------------------------------------------------------------------------------------------------------
<S>                                              <C>                   <C>                     <C>
Cash Flows from Operating Activities
     Net loss for the period                     $          (23,317)   $          (16,040)     $               (40,175)

Adjustments to Reconcile Net Loss to Net Cash
Used by Operating Activities
     Depreciation and amortization                            1,338                     -                        1,900
     Inventory                                                    -                     -                       (2,660)
     Prepaid expenses                                         3,750                   (93)                      (3,218)
     Accounts payable and accrued liabilities                (2,798)               (2,135)                       2,500
                                                 -------------------------------------------------------------------------

     Cash from (Used in) Operating Activity                 (21,027)              (18,268)                     (41,653)
                                                 -------------------------------------------------------------------------

Cash Flows from Investing Activity
     Additions to fixed assets                               (6,836)                    -                      (10,884)
                                                 -------------------------------------------------------------------------

     Net Cash (Used in) Investing Activities                 (6,836)                    -                      (10,884)
                                                 -------------------------------------------------------------------------

Cash Flows From Financing Activity
    Issuance of common shares                                     -                     -                       95,000
    Deferred offering costs                                       -                     -                      (14,501)
    Foreign currency translation adjustment                     434                     -                         (795)
                                                 -------------------------------------------------------------------------
    Net Cash Provided by Financing Activity                     434                     -                       79,704
                                                 -------------------------------------------------------------------------

Increase (Decrease) in Cash during the Period               (27,429)              (18,268)                      27,167

Cash, Beginning Of Period                                    54,596                25,085                            -
                                                 -------------------------------------------------------------------------

Cash, End Of Period                              $           27,167    $            6,817      $                27,167
                                                 =========================================================================


Supplemental Disclosure Of Cash Flow
     Cash paid for:
         Interest                                $                -    $                -      $                     -
         Income taxes                            $                -    $                -      $                     -
                                                 =========================================================================
</TABLE>

                The accompanying notes are an integral part of these statements.
                                              F-5


<PAGE>

<TABLE>
<CAPTION>

                             ONLINE ORIGINALS, INC.
                          (A Development Stage Company)

                    INTERIM STATEMENT OF STOCKHOLDERS' EQUITY

    For the Period from November 18, 2005 (Date of Inception) to May 31, 2007
                                   (unaudited)



                                               CAPITAL STOCK                        DEFICIT
                                                                                  ACCUMULATED          ACCUMULATED
                               ---------------------------------------------
                                                                ADDITIONAL         DURING THE           COMPRE-
                                                                  PAID-IN         DEVELOPMENT           HENSIVE
                                  SHARES          AMOUNT          CAPITAL            STAGE           INCOME (LOSS)         TOTAL
                               -----------------------------------------------------------------------------------------------------
<S>                               <C>         <C>             <C>              <C>                 <C>                 <C>
November 18, 2005 - Shares
  issued for cash at $0.01         1,800,000  $      1,800    $       16,200   $             -     $          -        $     18,000
November 28, 2005 - Shares
  issued for cash at $0.01           700,000           700             6,300                 -                -               7,000

Net loss for the period
ended November 30, 2005                    -             -                 -            (2,680)                              (2,680)

                               -----------------------------------------------------------------------------------------------------
Balance, November 30, 2005
                                   2,500,000         2,500            22,500            (2,680)               -              22,320
                               -----------------------------------------------------------------------------------------------------
July 21, 2006 - Shares
issued for cash at 0.10, net
of deferred offering costs           700,000           700            54,799                 -                   -           55,499
of $14,501

Foreign currency translation
adjustment                                 -             -                 -                 -           (1,229)             (1,229)

Net loss for the period
ended November 30, 2006                    -             -                 -           (14,178)                             (14,178)
                               -----------------------------------------------------------------------------------------------------
Balance, November 30, 2006
                                   3,200,000         3,200            77,299           (16,858)             (1,229)          62,412
                               -----------------------------------------------------------------------------------------------------

Foreign currency translation
adjustment                                 -             -                 -                 -                 434              434

Net loss for the period                    -             -                 -           (23,317)                             (23,317)

                               -----------------------------------------------------------------------------------------------------
Balance, May 31, 2007
                                   3,200,000  $      3,200    $       77,299   $       (40,175)    $          (795)    $     39,529
                               =====================================================================================================
</TABLE>

                The accompanying notes are an integral part of these statements.
                                              F-6


<PAGE>

                             ONLINE ORIGINALS, INC.
                          (A Development Stage Company)

                      NOTES TO INTERIM FINANCIAL STATEMENTS

                                  May 31, 2007
                                   (Unaudited)


1.    UNAUDITED STATEMENTS

         While the information  presented in the accompanying  interim financial
         statements in unaudited,  it includes all adjustments which are, in the
         opinion  of  management,  necessary  to present  fairly  the  financial
         position,  results of operations and cash flows for the interim periods
         presented.   Except  as  disclosed  below,   these  interim   financial
         statements  follow the same  accounting  policies  and methods of their
         application as the Company's audited November 30, 2006 annual financial
         statements.  It is suggested that these interim financial statements be
         read in conjunction with the Company's audited financial statements for
         the year  ended  November  30,  2006,  included  in the  annual  report
         previously  filed with the Securities  and Exchange  Commission on Form
         10-KSB. The results of operations for the interim periods presented are
         not  necessarily  indicative of the results to be expected for the full
         year.

         The  information  as of  November  30,  2006 is taken from the  audited
         financial statements of that date.


2.    NATURE AND CONTINUENCE OF OPERATIONS

     a)  Organization
         The Company was  incorporated in the State of Nevada,  United States of
         America, on November 18, 2005. The Company's year end is November 30.

     b)  Development Stage Activities
         The  Company  is in the  development  stage  and has  realized  minimal
         revenues from its planned  operations.  Online Originals' business plan
         is to develop a  membership  based  website art  gallery/auction  house
         specifically focused on displaying and selling original artwork.

         Based upon the  Company's  business  plan,  it is a  development  stage
         enterprise.  Accordingly, the Company presents its financial statements
         in conformity with the accounting  principles generally accepted in the
         United  States  of  America  that  apply  in   establishing   operating
         enterprises.  As a development stage enterprise,  the Company discloses
         the deficit accumulated during the development stage and the cumulative
         statements of operations  and cash flows from  inception to the current
         balance sheet date.


3.   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 the Company's  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 has adopted the  Statement  of  Financial  Accounting
              Standards No. 109 - "Accounting for Income Taxes" (SFAS 109). SFAS
              109  requires  the  use of  the  asset  and  liability  method  of
              accounting of income taxes.  Under the asset and liability  method
              of SFAS 109,  deferred tax assets and  liabilities  are recognized
              for  the  future  tax   consequences   attributable  to  temporary
              differences  between the financial  statements carrying amounts of

                                      F-7

<PAGE>

                             ONLINE ORIGINALS, INC.
                          (A Development Stage Company)

                      NOTES TO INTERIM FINANCIAL STATEMENTS

                                  May 31, 2007
                                   (Unaudited)

              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.

         c)   Basic and Diluted Loss per Share
              In accordance  with SFAS No. 128 - "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.
              At May 31, 2007,  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,  inventory,  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.

         e)   Revenue Recognition
              The company has had minimal  revenues to date. It is the Company's
              policy that revenues  will be  recognized  in accordance  with SEC
              Staff Accounting  Bulletin (SAB) No. 104,  "Revenue  Recognition."
              Under  SAB  104,  product  revenues  (or  service   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  collectibility  is reasonably
              assured.

         f)   Inventory
              Inventory is stated at the lower of cost or market.  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's 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.

                                      F-8

<PAGE>

                             ONLINE ORIGINALS, INC.
                          (A Development Stage Company)

                      NOTES TO INTERIM FINANCIAL STATEMENTS

                                  May 31, 2007
                                   (Unaudited)


              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  has  adopted   Statement  of  Financial   Accounting
              Standards (SFAS) No. 130, "Reporting  Comprehensive  Income". SFAS
              130   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  in
              conformity with generally accepted accounting  principles 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
              The Company  considers all highly liquid debt  instruments with an
              original maturity of three months or less 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

          l)  Website Development Costs
              Website  development  costs  representing   capitalized  costs  of
              design,  configuration,  coding,  installation  and testing of the
              Company's  website are 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.  Accumulated  amortization at May 31, 2007 was $1,237, and
              amortization  expense  for the year ended  November  30,  2006 was
              $562.  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 May 31, 2007,  the Company had $4,841 US Funds in
              deposit in a business  bank  account  which is not  insured and US
              equivalent of $22,326 in Canadian funds in a business bank account
              which are insured by a Federal Government agency.

         n)   Recent Accounting Pronouncements
              There were various accounting standards and interpretations issued
              during  2007  and  2006,  none of  which  are  expected  to have a
              material impact on the Company's financial position, operations or
              cash flows.

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


     4.  BASIS OF PRESENTATION - GOING CONCERN

         The accompanying  financial statements have been prepared in conformity
         with generally accepted  accounting  principles in the United States of

                                      F-9

<PAGE>

                             ONLINE ORIGINALS, INC.
                          (A Development Stage Company)

                      NOTES TO INTERIM FINANCIAL STATEMENTS

                                  May 31, 2007
                                   (Unaudited)

         America,  which  contemplates  continuation  of the  Company as a going
         concern.  However,  the Company has minimal business operations to date
         and has losses to date of  approximately  $40,175.  These matters raise
         substantial  doubt about the  Company's  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 the  Company's
         ability to meet its financing  requirements,  raise additional capital,
         and  the  success  of  its  future  operations.  The  Company  acquired
         additional  operating capital through equity offerings to the public to
         fund its business plan. There is no assurance that the equity offerings
         will be successful in raising  sufficient  funds to assure the eventual
         profitability of the Company.  Management believes that actions planned
         and  presently  being  taken to  revise  the  Company's  operating  and
         financial  requirements  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.


     5.  COMMON STOCK

         The Company's  authorized  common stock  consists of 75,000,000  shares
         with a par value of $0.001 per share.

         On November 18, 2005,  the Company  issued  1,800,000  shares of common
         stock at a price of $0.01 for cash totalling $18,000.

         On November 28, 2005, the Company issued 700,000 shares of common stock
         at a price of $0.01 for cash totalling $7,000.

         On July 21, 2006,  the Company issued 700,000 shares of common stock at
         a price of $0.10  for cash  totalling  $70,000.  The  Company  incurred
         deferred offering costs of $14,501 related to this offering,  resulting
         in net proceeds of $55,499.


     6.  INCOME TAXES

         The  Company is  subject to foreign  and  domestic  income  taxes.  The
         Company has had minimal 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 net operating
         loss carry forwards expire in various years through 2027. The Company's
         deferred  tax  assets are offset by a  valuation  allowance  due to the
         uncertainty   of  the   realization   of   the   net   operating   loss
         carry-forwards.  Net  operating  loss  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, 2005        2,680            2026             670           (670)         (670)          -
November 30, 2006        16,858           2027           4,215         (4,215)       (3,545)          -
 May 31, 2007            40,175           2028          10,043        (10,043)       (5,828)          -
</TABLE>

                                      F-10

<PAGE>

                             ONLINE ORIGINALS, INC.
                          (A Development Stage Company)

                      NOTES TO INTERIM FINANCIAL STATEMENTS

                                  May 31, 2007
                                   (Unaudited)


        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%
                                                                ================


7.   RELATED PARTY TRANSACTIONS

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

8.   CONSULTING AGREEMENT

     Effective  October 23,  2006,  the  Company  entered  into a  non-exclusive
     agreement  with an entity,  whereby  the entity  would  provide  consulting
     services  in  exchange  for  $7,500  cash.  In  addition,  in the case of a
     successful merger or acquisition, the entity will receive an additional fee
     based on the gross value of a merger.  The term of the agreement is for one
     year. A portion of the $7,500 fee is included in prepaid  expenses and will
     be amortized over the remainder of the term.














                                      F-11


<PAGE>


Item 2.   MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS

The  following  discussion  should  be read in  conjunction  with our  unaudited
financial  statements and notes thereto included herein. In connection with, and
because we desire to take  advantage  of, the "safe  harbor"  provisions  of the
Private  Securities  Litigation Reform Act of 1995, we caution readers regarding
certain forward looking statement sin the following  discussion and elsewhere in
this report and in any other statement made by, or on our behalf, whether or not
in future filings with the Securities and Exchange  Commission.  Forward-looking
statements are statements not based on historical  information  and which relate
to future  operations,  strategies,  financial results,  or other  developments.
Forward-looking  statements are necessarily based upon estimates and assumptions
that are inherently subject to significant business,  economic, and competitive,
uncertainties and  contingencies,  many of which are beyond our control and many
of which,  with  respect to future  business  decisions,  are subject to change.
These  uncertainties and contingencies can affect actual results and could cause
actual results to differ materially from those expressed in any  forward-looking
statements  made by, or on our behalf.  We  disclaim  any  obligation  to update
forward-looking statements.

The  independent  registered  public  accounting  firm's report on the Company's
financial  statements as of November 30, 2006,  and for each of the years in the
two year period then ended, include a "going concern" explanatory paragraph that
describes  substantial  doubt about the Company's ability to continue as a going
concern.  Management's  plans in regard to the factors prompting the explanatory
paragraph  are  discussed  below and also in Note 2 to the  unaudited  quarterly
financial statements.

Operations

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 2015 Eagle Bay Road, Blind Bay, British  Columbia,  Canada,  V0E 2W0.
Telephone  number is (604) 313-9781.  Our Company's  fiscal year end is November
30.

We are  establishing  a business,  which  provides a website  where  members and
customers are able to bid on and purchase  pieces of art. Our target cliental is
the artistic community and those who enjoy purchasing,  learning, and discussing
art. We are  developing  an online art  gallery/auction  house where members are
able to bid and purchase art pieces online.  Currently the art available is from
Online Original's  inventory.  However, we also solicit 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.    The   website,
www.artbyonlineoriginals.com, showcases varieties of art ranging from paintings,
drawings,  prints,  and sculptures.  We intend to bring together artists and art
enthusiasts  who are purely  interested in art. The website will allow people to
read about the artists,  past sales and reviews,  quality of service,  and other
aspects  individuals  want to know  before  doing  business  over the  Internet.
Members will have the ability to interact with other members in an open forum or
online  chat  room on our  website.  We intend to  develop  a  community  of art
enthusiasts  through  this site that will have  profiles  of other  members  and
member's  comments on other sellers so individuals feel  comfortable  purchasing
online.

As we continue to develop our website,  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.

Buyers are able to purchase art pieces from the website using different forms of
payment. We are focusing on buyers and art collectors who are using the Internet
to find what they are looking for.  Members are able to enter the  website,  log
into their account and see pieces that will be featured for the week. A dialogue
on the pieces giving the history and description will act as an educational tool
and  encourage  individuals  to visit  the site  frequently.  Featured  artists,
periods  of time,  and  styles  will all be part of these  weekly  features.  We
believe  that  having  these  aspects on the site will boost  participation  and
facilitate community.

                                       12

<PAGE>

Principal Products and Services

We are  developing an online art  gallery/auction  house that allows members and
users to purchase original art pieces online. We currently offer prints that are
part of Online Original's inventory.  Inventory pieces owned by the company have
been  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, one-time users and we will sell these pieces. Fees and commissions will be
charged for the services we provide.

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.

Plan of Operation

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 Quarterly Report on Form 10-QSB, our Quarterly
Report on Form 10-QSB  filed April 16,  2007,  our Annual  Report on Form 10-KSB
filed March 5, 2007, and our Registration  Statement on Form SB-2 filed on April
18, 2006.

We have  generated  only $314 in revenues  from the sale of  products  since the
inception  of our  company.  The  following  should  be read  jointly  with  the
financial  statements,  related notes,  and the cautionary  statement  regarding
forward-looking statements, which appear elsewhere in this filing.

Prior to the public offering of stock, our principal  activities  consisted only
of initial  organizational  activities  and the issuance of common shares to our
original affiliate  shareholders.  On May 12, 2006 our Registration Statement on
Form SB-2 was declared effective,  enabling a registration offering of a maximum
of 700,000  common  shares at a price of $0.10 per share.  On July 21, 2006,  we
accepted subscriptions for 700,000 shares from 40 investors,  raising a total of
$70,000,  less offering costs of approximately  $14,500. At present,  our common
shares are not  posted  for  trading  or listed on any  exchange.  2,500,000  of
3,200,000  outstanding  common shares are currently held by our officers  and/or
directors.

This offering  placed  approximately  $55,500 into our treasury,  allowing us to
proceed  with  our  Plan  of  Operation  as set  out in our  prospectus,  and in
accordance  with the budget set out for our corporate  operations for the twelve
months commencing August 1, 2006.

We have begun operations;  the sale of membership and inventory items has begun.
We have no employees at the present  time. We will continue to operate with very
limited  administrative  support,  and our current  officers will continue to be
responsible  for  all  planning,  developing  and  operational  duties,  without
compensation, for at least to the end of the first year of operations. This will
enable us to preserve capital during the early stages of company development.

Milestones

In January  and  February  of 2007,  we spent  $6,836 on  computers  and related
equipment.

We are continuing the  development of our website which will be ongoing over the
next 4 months.  Our website is our main source of promotion and facilitation for
our members. It outlines the services,  description of art pieces,  artists, and
ordering  instructions.  It also includes brief bios on the creators and sellers
of the art pieces, as well as pictures of the pieces

Our purchase of inventory  pieces has begun and will be ongoing.  We expect that
the inventory level will reach $12,000 by September 2007, using existing working
capital. Our inventory level will be managed closely to ensure good turnover. It
is our  intention  to have our  inventory  turnover  six to eight  times a year.
Consequently,  we will do monthly evaluation of our sales to adjust the products
and the quantity of each product we wish to carry in our inventory stock.

                                       13

<PAGE>

We have begun  contacting both  experienced and unpublished  artists in order to
introduce  our  marketing  plan. We have also begun  developing  our  membership
program and have also  contacted the local tourist bureau in order to market our
products though their international contacts.

In addition to the foregoing,  we are designing a promotional campaign that will
be effective in the artistic community giving  consideration to the diversity of
this  community.  The  initial  costs  are  $8,462  and are  expected  to  reach
approximately $11,500 by the end of September 2007.

We 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.  E-mail
messages  would be sent to specific  mailing  lists  targeting  the  individuals
currently  viewing  art and  showing a visible  interest in art. We also plan to
participate  in  industry  related  newsgroups  to gain  visibility  and develop
relationships with targeted markets.

One of our marketing  strategies is to offer a membership only auction house for
art buyers.  Members will be offered choices of hundreds of art pieces, may view
bios on the sellers,  and can see the quality of the piece while  shopping  from
the comfort of their own home.


Expenditures

The  following  table  indicates  our use of proceeds  from the recently  closed
offering over the next 6 months; to November 30, our year end:

        Expenses
        Marketing and Promotions                          3,055
                                                        -------
        Total                                           $ 3,055
                                                        -------

The above expenditure items are defined as follows:

         Marketing  and  Promotions:  This  expenditure  refers  to the  cost of
         setting up online marketing campaigns. Online marketing will be used as
         the primary  source to bring traffic to the website.  Print direct mail
         will make up the other area of  marketing  and  promotions  and will be
         placed in art magazines, art stores, and art galleries and theaters.

We do not anticipate making any major purchases of capital assets, or conducting
any research and  development in the next twelve months.  Our current  corporate
employee count is expected to remain the same for the next year.

We believe we have  sufficient cash resources to satisfy our needs to the end of
November.  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.  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
our company, if at all.

Management Discussion and Analysis

At May 31, 2007, we had working capital of $30,545,  compared to working capital
of $58,926, at November 30, 2006. At May 31, 2007, our total assets consisted of
cash $27,167, prepaid expenses of $3,218, inventory of $2,660 and capital assets
of $8,984.  This compares  with total assets at November 30, 2006  consisting of
cash of $54,596,  prepaid  expenses of $6,968,  inventory  of $2,660 and capital
assets of $3,486

At May 31, 2007, our total current  liabilities  decreased to $2,500 from $5,298
at November 30, 2006.

                                       14

<PAGE>

We have had $316 in revenue from inception.  Our short and long term survival is
dependent on funding from sales of securities  as necessary or from  shareholder
loans.

Result of Operations

Our company  posted losses of $6,804 for the quarter ended May 31, 2007 compared
to a loss of $14,103 for the quarter ended May 31, 2006.  From  inception to May
31, 2007, we have incurred losses of $40,175. The principal components of losses
were  professional  fees of  $20,592,  marketing  costs of  $8,462,  office  and
administration expenses of $4,337,  consulting fees of $4,425,  depreciation and
amortization  of $1,900,  organizational  costs of $665 and cost of good sold of
$110.

As of the date of this report, our net cash balance is approximately $23,886. 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  balances  are  sufficient  to carry our normal
operations for the near future.  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 require,  will be  available  to our
company or on acceptable terms.

Off-Balance Sheet Arrangements

We currently do not have any off-balance sheet arrangements.

ITEM 3. CONTROLS AND PROCEDURES

a.  Evaluation of Disclosure Controls and Procedures

The  management of the Company has evaluated the  effectiveness  of the Issuer's
disclosure  controls  and  procedures  as of the end of the period of the report
dated May 31, 2007 and have  concluded that the  disclosure  controls,  internal
controls,  and procedures are adequate and effective based upon their evaluation
as of the evaluation date.

b.  Changes in Internal Control over Financial Reporting

There were no changes  in the small  business  issuer's  internal  control  over
financial  reporting  identified  in  connection  with  the  Company  evaluation
required by  paragraph  (d) of Rule 13a-15 or Rule 15d-15 under the Exchange Act
that occurred  during the small  business  issuer's last fiscal quarter that has
materially  affected  or is  reasonably  likely to  materially  affect the small
business issuer's internal control over financial reporting.

ITEM 3(A)T.  CONTROLS AND PROCEDURES

There have been no changes in the small business  issuer's internal control over
financial  reporting  identified in connection  with the evaluation  required by
paragraph  (d) of Rule  240.15d-15  that  occurred  during  the  small  business
issuer's  last fiscal  quarter that has  materially  affected,  or is reasonably
likely to materially  affect,  the small business issuer's internal control over
financial reporting.


                           PART II - OTHER INFORMATION


Item 1.  Legal Proceedings

None.

                                       15

<PAGE>

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

There have not been any changes in our  securities  since filing our last Annual
Report on Form 10-KSB to November 30, 2006, as file March 5, 2007.


Item 3.  DEFAULTS UPON SENIOR SECURITIES

None.


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

None.


Item 5.  Other Information

None.


Item  6.          Exhibits

(a) Pursuant to Rule 601 of Regulation  SB, the following  exhibits are included
herein or incorporated by reference.

     Exhibit
     Number          Description

     3.1          Articles of Incorporation*
     3.2          Bylaws*
     31.1         Section 302 Certification - Chief Executive Officer
     31.2         Section 302 Certification - 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.
     32.2         Certification  Pursuant to 18 U.S.C.  Section 1350, as adopted
                  pursuant to Section 906 of the  Sarbanes-Oxley  Act of  2002 -
                  Chief Financial Officer.

*  Incorporated  by reference  to our SB2  Registration  Statement,  file number
333-133347, filed on April 18, 2006.











                                       16

<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 16th day of July,
2007.


                                   ONLINE ORIGINALS, INC.


Date: July 16, 2007                 By: /s/ Gaye Adams
                                        ------------------------------

                                    Name: Gaye Adams
                                    Title: President/CEO, principal executive
                                           officer

Date: July 16, 2007                 By: /s/ Gregory Adams
                                        ------------------------------

                                    Name: Gregory Adams
                                    Title: Chief Financial Officer, principal
                                           financial officer and principal
                                           accounting officer













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