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 August 31, 2008

                                       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.)


                 2470 St Rose Pkwy, Ste 304, Henderson, NV 89074
               (Address of principal executive offices) (Zip Code)

       Registrant's telephone number, including area code: (702) 818-5898

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

Indicate by check mark whether the  registrant is a 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 September 22, 2008: 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 recognized revenue of $1,040 for the quarter ended August 31, 2008.

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



                                       1
<PAGE>

<TABLE>
<CAPTION>

PART I - FINANCIAL INFORMATION

Item 1.  Financial Statements       (Unaudited)                                              Page
                                                                                             ----
<S>         <C>                                                                            <C>

            Balance Sheets                                                                    F-4

            Interim Statements of Operations                                               F-5 to F6

            Interim Statements of Cash Flows                                                  F-7

            Interim Statement of Changes in Stockholders' Equity                              F-8

            Notes to Interim Financial Statements                                         F-9 to F-12

Item 2.  Management's Discussion and Analysis                                                    13

Item 3.  Controls and Procedures                                                                 15

Item 3(A) T.  Controls and Procedures                                                            16


PART II - OTHER INFORMATION

Item 1.  Legal Proceedings - Not Applicable                                                      16

Item 2.  Unregistered Sales of Equity Securities and Use of Proceeds - Not Applicable            16

Item 3.  Defaults upon Senior Securities - Not Applicable                                        16

Item 4.  Submission of Matters to a Vote of Security Holders - Not Applicable                    16

Item 5.  Other Information                                                                       16

Item 6.  Exhibits                                                                                17

SIGNATURES                                                                                       18
</TABLE>



                                       2
<PAGE>

                         PART I - FINANCIAL INFORMATION


ITEM 1.  FINANCIAL STATEMENTS




                             ONLINE ORIGINALS, INC.

                          (A Development Stage Company)

                          INTERIM FINANCIAL STATEMENTS

                                 August 31, 2008

                                   (Unaudited)


                                                                       Page

Financial Statements:

      Balance Sheets                                                   F-4

      Interim Statements of Operations                              F-5 to F-6

      Interim Statements of Cash Flows                                 F-7

      Interim Statement of Changes in Stockholders' Equity             F-8

      Notes to Interim Financial Statements                        F-9 to F-12




                                       F-3
<PAGE>

<TABLE>
<CAPTION>

                                     ONLINE ORIGINALS, INC.
                                  (A Development Stage Company)

                                         BALANCE SHEETS




                                                                                  August 31,          November 30, 2007
                                                                                     2008
                                                                                  (Unaudited)           (See Note 1)
<S>                                                                        <C>                   <C>
 ASSETS

 Current Assets
    Cash                                                                    $        7,663       $        24,667
    Prepaid expense                                                                     93                    93
                                                                           ---------------------------------------------
    Total Current Assets                                                             7,756                24,760

 Computer Equipment, net of depreciation of $3,511                                   3,325                 5,034
 Website Development Costs, net of amortization of $2,923                            1,124                 2,136
                                                                           ---------------------------------------------
                                                                                     4,449                 7,170
                                                                           ---------------------------------------------

 TOTAL ASSETS                                                               $       12,205       $        31,930
 ------------                                                              =============================================

 LIABILITIES AND STOCKHOLDERS' EQUITY

 LIABILITIES

 Current Liabilities
     Accounts payable                                                       $        4,565       $           270
    Accrued liabilities                                                              1,850                 5,000
                                                                           ---------------------------------------------
    Total Liabilities, all current                                                   6,415                 5,270
                                                                           ---------------------------------------------

Commitments and Contingencies (Note 4)

 STOCKHOLDERS' EQUITY

 Capital Stock
     Authorized:
         75,000,000 common shares, par value $0.001 per share
     Issued and outstanding:
          3,200,000 common shares as at August 31, 2008 and                          3,200                 3,200
          November 30, 2007, respectively
     Additional paid-in capital                                                     77,299                77,299
     Accumulated comprehensive income                                                  345                   607
 Deficit Accumulated During the Development Stage                                  (75,054)              (54,446)
                                                                           ---------------------------------------------
    Total Stockholders' Equity                                                       5,790                26,660
                                                                           ---------------------------------------------

 TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                                 $       12,205       $        31,930
 ------------------------------------------                                =============================================
</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 OPERATIONS

                                   (Unaudited)


                                            Three month period           Three month period
                                                   ended                       ended
                                                August 31,                   August 31
                                                   2008                         2007
                                      ----------------------------------------------------
<S>                                   <C>                         <C>

Revenue                               $               1,040       $                    -
-------
                                      ----------------------------------------------------

Cost of Goods Sold                                        -                            -
                                      ----------------------------------------------------
                                                      1,040                            -
                                      ----------------------------------------------------
Expenses
     Amortization                                       907                          907
     Consulting                                           -                        1,875
     Marketing                                            -                            -
     Office and administration                          493                          596
     Organizational costs                                 -                            -
     Professional fees                                3,610                        3,250
                                      ----------------------------------------------------
                                                      5,010                        6,628
                                      ----------------------------------------------------

Net Loss From Operations                             (3,970)                      (6,628)
                                      ----------------------------------------------------

Other Income
     Interest Income                                      -                            -
                                      ----------------------------------------------------

Net Loss                              $              (3,970)      $               (6,628)
                                      ====================================================


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


Weighted Average Number Of Shares
Outstanding                                       3,200,000                    3,200,000
                                      ====================================================

</TABLE>

        The accompanying notes are an integral part of these statements

                                       F-5
<PAGE>

<TABLE>
<CAPTION>

                                     ONLINE ORIGINALS, INC.
                                  (A Development Stage Company)

                                INTERIM STATEMENTS OF OPERATIONS

                                           (Unaudited)


                                             Nine month period           Nine month period
                                                   ended                       ended                 Date of Inception
                                                August 31,                   August 31,           (November 18, 2005) to
                                                   2008                         2007                  August 31, 2008
                                      -----------------------------------------------------------------------------------
<S>                                   <C>                         <C>                         <C>

Revenue                               $               2,800       $                    -      $                 10,083
-------                               -----------------------------------------------------------------------------------

Cost of Goods Sold                                        -                            -                         5,379
                                      -----------------------------------------------------------------------------------
                                                      2,800                            -                         4,704
                                      -----------------------------------------------------------------------------------
Expenses
     Amortization                                     2,721                        2,245                         6,435
     Consulting                                           -                        5,625                         7,550
     Marketing                                            -                        8,461                         8,461
     Office and administration                        2,273                        1,810                         7,540
     Organizational costs                                 -                            -                           665
     Professional fees                               18,414                       11,804                        49,109
                                      -----------------------------------------------------------------------------------
                                                     23,408                       29,945                        79,760
                                      -----------------------------------------------------------------------------------

Net Loss From Operations                            (20,608)                     (29,945)                      (75,056)
                                      -----------------------------------------------------------------------------------

Other Income
     Interest Income                                      -                            -                             2
                                      -----------------------------------------------------------------------------------

Net Loss                              $             (20,608)      $              (29,945)     $                (75,054)
                                      ===================================================================================


Basic And Diluted Loss Per Share      $               (0.01)      $                (0.01)     $                  (0.03)
                                      ===================================================================================


Weighted Average Number Of Shares
Outstanding                                       3,200,000                    3,200,000                     3,024,656
                                      ===================================================================================
</TABLE>


        The accompanying notes are an integral part of these statements.

                                       F-6
<PAGE>

<TABLE>
<CAPTION>

                                     ONLINE ORIGINALS, INC.
                                  (A Development Stage Company)

                                INTERIM STATEMENTS OF CASH FLOWS


                                           (Unaudited)


                                                        Nine month         Nine month period           Date of Inception
                                                       period ended         ended August 31,         (November 18, 2005) to
                                                     August 31, 2008              2007                     August 31,
                                                                                                              2008
-----------------------------------------------------------------------------------------------------------------------
<S>                                              <C>                   <C>                     <C>

Cash Flows from Operating Activities
     Net loss                                    $          (20,608)   $          (29,945)     $                 (75,054)

Adjustments to Reconcile Net Loss to Net Cash
Used by Operating Activities
     Depreciation and amortization                            2,721                 2,245                          6,435
Changes in Operating Assets and Liabilities
     Inventory                                                    -                (2,609)                             -
     Prepaid expenses                                             -                 5,626                            (93)
     Accounts payable and accrued liabilities
                                                              1,145                  (189)                         6,415
                                                 -----------------------------------------------------------------------
     Net Cash Used in Operating Activities                  (16,742)              (24,872)                       (62,297)
                                                 -----------------------------------------------------------------------

Cash Flows from Investing Activity
     Additions to capital assets                                  -                (6,836)                        (6,836)
     Additions to intangibles                                     -                     -                         (4,048)
                                                 -----------------------------------------------------------------------
     Net Cash Used in Investing Activities                        -                (6,836)                       (10,884)
                                                 -----------------------------------------------------------------------

Cash Flows From Financing Activity
    Issuance of common shares                                     -                     -                         95,000
    Offering costs                                                -                     -                        (14,501)
    Foreign currency translation adjustment                    (262)                  711                            345
                                                 -----------------------------------------------------------------------
    Net Cash (Used) Provided by Financing
                                                 -----------------------------------------------------------------------
Net (Decrease) Increase in Cash during the
Period                                                      (17,004)              (30,997)                         7,663

Cash, Beginning Of Period                                    24,667                54,596                              -
                                                 -----------------------------------------------------------------------

Cash, End Of Period                              $            7,663    $           23,599      $                   7,663
                                                 =======================================================================


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


        The accompanying notes are an integral part of these statements.

                                       F-7
<PAGE>

<TABLE>
<CAPTION>


                                     ONLINE ORIGINALS, INC.
                                  (A Development Stage Company)

                      INTERIM STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY

                                         AUGUST 31, 2008
                                           (Unaudited)

                                                                               DEFICIT ACCUMULATED
                                               CAPITAL STOCK                                         ACCUMULATED
                               ---------------------------------------------
                                                                ADDITIONAL          DURING THE            COMPRE-
                                                                  PAID-IN          DEVELOPMENT            HENSIVE
                                  SHARES          AMOUNT          CAPITAL             STAGE                INCOME          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

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         700,000           700        54,799                 -                  -              55,499
of offering costs of $14,501

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

Net loss for the year 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                                 -             -             -                 -              1,836               1,836

Net loss for the year ended
November 30, 2007                          -             -             -           (37,588)                 -             (37,588)
                               -----------------------------------------------------------------------------------------------------

Balance, November 30, 2007         3,200,000         3,200        77,299           (54,446)               607              26,660
                               -----------------------------------------------------------------------------------------------------

Foreign currency translation
adjustment                                 -             -             -                 -               (262)               (262)

Net loss for the period                    -             -             -           (20,608)                 -             (20,608)
                               -----------------------------------------------------------------------------------------------------

Balance, August 31, 2008           3,200,000  $      3,200    $   77,299   $       (75,054)      $        345        $      5,790
                               =====================================================================================================

</TABLE>


                The accompanying notes are an integral part of these statements.

                                               F-8
<PAGE>

                             ONLINE ORIGINALS, INC.
                          (A Development Stage Company)

                      NOTES TO INTERIM FINANCIAL STATEMENTS
                                 AUGUST 31, 2008
                                   (Unaudited)


1.    UNAUDITED STATEMENTS

         While the information  presented in the accompanying  interim financial
         statements is 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, 2007 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,  2007,  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,  2007 is taken from the  audited
         financial statements of that date.


2.    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  is in the  development  stage  and has  realized  minimal
         revenues.  The Company's business plan is to develop a membership based
         website art  gallery/auction  house specifically  focused on displaying
         and selling original artwork.

         Based upon their  business  plan,  the Company is a  development  stage
         enterprise.   Accordingly,   financial   statements  are  presented  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  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  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
              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.


                                       F-9
<PAGE>

                             ONLINE ORIGINALS, INC.
                          (A Development Stage Company)

                      NOTES TO INTERIM FINANCIAL STATEMENTS
                                 AUGUST 31, 2008
                                   (Unaudited)

         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 August 31, 2008, 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.

         e)   Revenue Recognition
              It  is  the  Company's   policy  that  revenue  is  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
              collectability is reasonably assured.

         f)   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.

         g)   Comprehensive Income (Loss)
              The Company 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.

                                      F-10
<PAGE>

                             ONLINE ORIGINALS, INC.
                          (A Development Stage Company)

                      NOTES TO INTERIM FINANCIAL STATEMENTS
                                 AUGUST 31, 2008
                                   (Unaudited)

         h)   Use of Estimates
              The  preparation  of the  Company's  financial  statements  are 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.

         i)   Cash and Cash Equivalents
              All highly liquid debt  instruments  with an original  maturity of
              three months or less are considered to be cash equivalents.

         j)   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

         k)   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. Accumulated amortization at August 31, 2008 was $2,923 and
              amortization  expense  for the year ended  November  30,  2007 was
              $1,911.  Ongoing website  post-implementation  costs of operation,
              including training and application maintenance, will be charged to
              expense as incurred.

         l)   Concentrations
              Financial  instruments  that  potentially  subject  the Company to
              concentrations of credit risk consist principally of cash and cash
              equivalents.  At August 31, 2008,  approximately $7,663 of cash or
              cash  equivalents  were  not  insured  by  agencies  of  the  U.S.
              Government.

         m)   Recent Accounting Pronouncements
              There were various accounting standards and interpretations issued
              during  2008  and  2007,  none of  which  are  expected  to have a
              material impact on the Company's financial position, operations or
              cash flows.

         n)   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
         America,  which  contemplates  continuation  of the  Company as a going
         concern.  However,  the Company has minimal business operations to date
         and has  accumulated  deficit of $75,054 to date.  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  believes  that actions
         planned and presently being taken to revise its 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.


                                      F-11
<PAGE>

                             ONLINE ORIGINALS, INC.
                          (A Development Stage Company)

                      NOTES TO INTERIM FINANCIAL STATEMENTS
                                 AUGUST 31, 2008
                                   (Unaudited)

4.       COMMON STOCK

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

         During the nine months ended August 31, 2008, the Company did not issue
         any shares of its common stock.


5.       INCOME TAXES

         The  Company is  subject to foreign  and  domestic  income  taxes.  The
         Company has minimal income with net losses of $75,054 since  inception,
         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 2028. 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, 2007        54,446         Various          13,612                      (9,397)          -
        August 31,            20,608           2028           5,152                       (5,152)          -
</TABLE>

         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.


                                      F-12
<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 statements in 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 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 of Form 10-QSB filed July 14, 2008,  our Quarterly  Report of Form 10-QSB
filed April 14, 2008, and our Annual Report on Form 10-KSB filed March 14, 2008.

The  independent  registered  public  accounting  firm's report on the Company's
financial  statements as of November 30, 2007,  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 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.  We also  represent  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 a variety 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 allows 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 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.

We are showcasing original pieces of art from unknown artists in the industry as
well as established  artists.  Prints are also available for individuals looking
for a piece  that can  otherwise  only be  found in a  gallery.  We  attempt  to
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 and log
into their account.



                                       13
<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  do not have an
inventory  of  art  pieces.  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

We recognized  revenues of $2,800 during the nine month period ending August 31,
2008. We are continuing to contact both  experienced and unpublished  artists in
order  to  introduce  our  marketing  plan.  We will  continue  to  develop  our
membership  program  and have  contacted  the local  tourist  bureau in order to
market our products though their international contacts.

We plan to  participate  in special  interest  mailing lists to gain  visibility
among targeted  audiences as well to generate  traffic for the website.  We also
plan to  participate  in industry  related  newsgroups  to gain  visibility  and
develop relationships with targeted markets.

Part of our marketing  strategy 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.

We are continuing the sale of memberships and inventory items when available. We
have no employees  at the present  time.  We will  continue to operate with very
limited  administrative  support.  Our current  officers will  continue  without
compensation,  for at least  the next  three  months.  This  will  enable  us to
continue to preserve capital during this stage of our development.

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

Liquidity

At August 31, 2008,  our cash balance was $7,663.  In addition,  we have prepaid
expenses of $93. 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.

At August 31, 2008, we had working capital of $1,341 compared to working capital
of $19,490 at November 30, 2007. At August 31, 2008, our total assets  consisted
of cash  $7,663,  prepaid  expenses  of $93 and capital  assets of $4,449.  This
compares  with total assets at November 30, 2007  consisting of cash of $24,667,
prepaid expenses of $93 and capital assets of $7,170.

At August 31,  2008,  our total  current  liabilities  increased  to $6,415 from
$5,270 at November  30,  2007.  During the nine months  ended  August 31,  2008,
accounts payable and accrued liabilities increased by $1,145.

We recognized  $2,800 in revenue  during the nine months ending August 31, 2008.
Our  short  and long  term  survival  is  dependent  on  funding  from  sales of
securities as necessary or from shareholder loans.

We believe our existing  cash balances may not be sufficient to carry our normal
operations  to November  30,  2008,  our year end. 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


                                       14
<PAGE>

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.

Result of Operations

For The Three Months  Ended  August 31, 2008  Compared To The Three Months Ended
August 31, 2007.

We recognized  revenues of $1,040 from operational sales during the three months
ending  August 31, 2008.  During the three months ended August 31, 2007,  we did
not recognize any revenues from operational activity.

During the three months ended August 31, 2008, we incurred  operational expenses
of $5,010  compared to  operational  expenses of $6,628  during the three months
ended August 31,  2007.  The decrease of $1,618 is due to decreases of $1,875 in
our consulting expense and $103 in our office and administration expenses offset
by an increase  in  professional  fees of $360.  During the three  months  ended
August 31, 2008,  operational expenses consisted of professional fees of $3,610,
office and administration expenses of $493, and amortization of $907.

We  recognized  a net loss of $3,970 for the three  months ended August 31, 2008
compared to a net loss of $6,628 for the three months ended August 31, 2007. The
decrease of $2,658 was a result of the decrease in  operational  expenses and an
increase in revenue from operations as discussed above.

For The Nine  Months  Ended  August 31, 2008  Compared To the Nine Months  Ended
August 31, 2007

We  recognized  revenues of $2,800  from  operational  activity  during the nine
months ended August 31, 2008  compared  with no revenues  during the nine months
ended August 31, 2007.

During the nine months ended August 31, 2008, we incurred  operating expenses of
$23,408  compared to $29,945  during the nine months ended August 31, 2007.  The
decrease of $6,537 is a result of our decreased operational activities primarily
in  our  consulting  and  marketing   efforts  offset  by  an  increase  of  our
professional fees and office and administration expenses. During the nine months
ended August 31, 2008, operational expenses consisted of $18,414 in professional
fees,  $2,273 in office and  administrative  expenses and $2,721 in depreciation
and amortization costs.

During the nine  months  ended  August 31,  2008,  we  recognized  a net loss of
$20,608 compared to a net loss of $29,945 for the nine month period ended August
31,  2007.  The  decreased  loss is a result of  increased  revenue  of  $2,800,
increase of amortization of $476, increase in office and administration of $463,
and increase in  professional  fees of $6,610 offset by a decrease in consulting
of $5,625 and a decrease in marketing of $8,461.


Off-Balance Sheet Arrangements

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

ITEM 3.  QUANTATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

As a "smaller  reporting  company" as defined by Item 10 of Regulation  S-K, the
Company is not required to provide information required by this Item.

ITEM 4.  CONTROLS AND PROCEDURES

As of the end of the period covered by this report,  we conducted an evaluation,
under the supervision and with the  participation of our Chief Executive Officer
and Chief  Financial  Officer,  of our  disclosure  controls and  procedures (as
defined in Rules  13a-15(e)  and  15d-15(e)  under the 1934 Act).  Based on this
evaluation,  the Chief Executive  Officer and Chief Financial  Officer concluded
that our  disclosure  controls  and  procedures  are  effective  to ensure  that
information  required to be  disclosed  by us in reports  that we file or submit
under the 1934 Act is recorded,  processed,  summarized and reported  within the
time periods  specified in the  Securities  and  Exchange  Commission  rules and
forms.

                                       15
<PAGE>

ITEM 4T. CONTROLS AND PROCEDURES

There have been no changes  in the  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 issuer's last fiscal quarter that
has  materially  affected,  or is reasonable  likely to materially  affect,  the
issuer's internal control over financial reporting.


                           PART II - OTHER INFORMATION



Item 1. Legal Proceedings

None.


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

None.


Item 3. DEFAULTS UPON SENIOR SECURITIES

None.


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

None.


Item 5.  Other Information

ITEM 5.02 - DEPATURE OF DIRECTORS OR CERTAIN  OFFICERS;  ELECTION OF  DIRECTORS;
APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS

Effective  August 29, 2008,  Shari  Sookarookoff was appointed a director of the
Company.

Effective September 12, 2008, Gaye Adams resigned as President and as a director
of the Company.  Also  effective  September  12, 2008,  Shari  Sookarookoff  was
appointed  President of the Company,  and Ruth Saunders was appointed a director
of the Company.

SHARI SOOKAROOKOFF, age 32

Ms.  Sookarookoff  will oversee the designing,  creation and  maintenance of the
Company's  website  and will  perform  any other  duties  necessary  to make our
business a success.

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.


                                       16
<PAGE>

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, age 33

September 1995 Ms.  Saunders began studies at Grant MacEwan College in Edmonton,
graduating in 1997 with a Journalism Diploma.  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 though 2007.

In September  2007, Ms. Ruth Saunders began  full-time  studies at Grant MacEwan
College  in  Edmonton,  Alberta.  In June 2008 she  completed  her  studies  and
received  a  Diploma  in  Public  Relations.  She  is  presently  working  as  a
Communications  Practitioner (Writer) at Alberta Health and Wellness in the work
category.

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.


Item 6. Exhibits

(a) Pursuant to Item 601 of Regulation S-K, the following  exhibits are included
herein or incorporated by reference.

     Exhibit
     Number          Description

     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.












                                       17
<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
October, 2008.


                                    ONLINE ORIGINALS, INC.


Date: October 10, 2008              By: /s/ Shari Sookarookoff
                                        ----------------------

                                    Name: Shari Sookarookoff
                                    Title: President/CEO, principal executive
                                    officer



Date: October 10, 2008              By: /s/ Gregory Adams
                                        -----------------

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




                                       18