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



                                  FORM 10-QSB



    [x]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
                             EXCHANGE ACT OF 1934
               For the quarterly period ended   December 31, 2004


    [ ]  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  0-13757




                            GALLERY OF HISTORY, INC.
       (Exact Name of Small Business Issuer as Specified in Its Charter)



              Nevada                                           88-0176525
(State or other jurisdiction of                             (I.R.S. Employer
incorporation or organization)                             Identification No.)


3601 West Sahara Avenue, Las Vegas, Nevada                     89102-5822
(Address of principal executive offices)                       (Zip Code)


                Issuer's telephone number:   (702) 364-1000




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


The Registrant had 5,625,984 shares of Common Stock, par value $.0005,
outstanding as of February 1, 2005.



                   Part 1  -  FINANCIAL INFORMATION

             GALLERY  OF  HISTORY, INC.  and  SUBSIDIARIES
                     CONSOLIDATED  BALANCE  SHEETS
______________________________________________________________________
                                         DECEMBER 31,    SEPTEMBER 30,
                                             2004            2004
                                         (Unaudited)
                                          ---------       ----------

               ASSETS

Cash                                     $     1,020     $    59,868
Inventory of documents                     6,536,288       6,562,002
Deferred tax assets                        1,339,842       1,339,842
Property and equipment, net                1,250,132       1,288,830
Other assets                                 151,181         140,687
                                          ----------      ----------
TOTAL ASSETS                             $ 9,278,463     $ 9,391,229
                                          ==========      ==========




            LIABILITIES

Accounts payable                         $    59,056     $    95,500
Notes payable:
  Majority stockholder                     3,969,785       3,904,791
  Other                                    1,453,896       1,457,343
Accrued salaries due to
  majority shareholder                       906,382         802,101
Other liabilities and accruals               101,496         137,479
                                          ----------      ----------
TOTAL LIABILITIES                          6,490,615       6,397,214
                                          ----------      ----------


        STOCKHOLDERS' EQUITY
Common stock: $.0005 par value;
  20,000,000 shares authorized;
  11,935,308 shares issued                     5,968           5,968
Additional paid-in-capital                 9,851,655       9,851,655
Accumulated deficit                       (4,061,104)     (3,854,937)
Common stock in treasury,
  6,309,324 shares, at cost               (3,008,671)     (3,008,671)
                                          ----------      ----------
TOTAL STOCKHOLDERS' EQUITY                 2,787,848       2,994,015
                                          ----------      ----------

TOTAL LIABILITIES AND
  STOCKHOLDERS' EQUITY                   $ 9,278,463     $ 9,391,229
                                          ==========      ==========




See the accompanying notes to consolidated financial statements.



              GALLERY  OF  HISTORY, INC.  and  SUBSIDIARIES
            CONSOLIDATED STATEMENTS OF OPERATIONS - UNAUDITED
__________________________________________________________________________

                                               THREE MONTHS ENDED
                                                  DECEMBER 31,
                                              2004            2003
                                            --------        --------

REVENUES                                  $  313,365      $  272,764

COST OF REVENUES                              37,670          44,000
                                           ---------       ---------
GROSS PROFIT                                 275,695         228,764
                                           ---------       ---------


OPERATING EXPENSES:
  Selling, general and administrative        371,284         358,290
  Depreciation                                31,374          41,683
                                           ---------       ---------
TOTAL OPERATING EXPENSES                     402,658         399,973
                                           ---------       ---------

OPERATING LOSS                              (126,963)       (171,209)
                                           ---------       ---------

OTHER INCOME (EXPENSE):
  Interest expense:
    Majority shareholder                     (64,204)        (48,137)
    Other                                    (32,561)        (34,447)
Rental income, net                            17,561          22,650
Other                                           --               197
                                           ---------       ---------
TOTAL OTHER INCOME (EXPENSE)                 (79,204)        (59,737)
                                           ---------       ---------


NET LOSS BEFORE INCOME TAX BENEFIT          (206,167)       (230,946)

INCOME TAX BENEFIT                              --            77,023
                                           ---------       ---------
NET LOSS                                  $ (206,167)     $ (153,923)
                                           =========       =========




BASIC AND DILUTED LOSS PER SHARE               $(.04)         $(.03)
                                           =========       =========


WEIGHTED AVERAGE SHARES OUTSTANDING        5,625,984      5,625,984
                                           =========       =========



See the accompanying notes to consolidated financial statements.




                 GALLERY OF HISTORY, INC. and SUBSIDIARIES
             CONSOLIDATED STATEMENTS OF CASH FLOWS  -  UNAUDITED
__________________________________________________________________________
                                            THREE MONTHS ENDED DECEMBER 31,
                                                  2004           2003
                                                --------       --------

CASH FLOWS FROM OPERATING ACTIVITIES:
  Net Loss                                    $(206,167)     $(153,923)
  Adjustments to reconcile net loss
   to net cash used for
   operating activities:
     Depreciation and amortization               38,698         49,022
     (Increase) decrease in:
       Deferred tax assets                         --          (77,023)
       Inventory of documents                    25,714         (9,069)
       Other assets                             (10,494)       (12,856)
     (Decrease) increase in:
       Accounts payable                         (36,444)        54,995
       Accrued expenses and other                68,298         82,294
                                               --------       --------
  Net cash used in operating activities        (120,395)       (66,560)
                                               --------       --------

CASH FLOWS FROM INVESTING ACTIVITIES:
  Purchase of property and equipment               --             --
..


CASH FLOWS FROM FINANCING ACTIVITIES:
  Proceeds from borrowings:
    Majority stockholder                         66,000         94,000
    Other                                       115,000         35,000
  Repayments of borrowings:
    Majority stockholder                         (1,006)        (1,392)
    Other                                      (118,447)       (56,444)
                                               --------       --------
  Net cash provided by financing activities      61,547         71,164
                                               --------       --------


NET INCREASE (DECREASE) IN CASH                 (58,848)         4,604

CASH, BEGINNING OF PERIOD                        59,868          2,034
                                               --------       --------
CASH, END OF PERIOD                           $   1,020      $   6,638
                                               ========       ========


SUPPLEMENTAL CASH FLOW INFORMATION:
Cash paid during period for interest          $  96,765      $  82,584
                                               ========       ========



See the accompanying notes to consolidated financial statements.




                   GALLERY OF HISTORY, INC.  and SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
____________________________________________________________________________



Basis of Presentation
---------------------
The consolidated financial statements as of December 31, 2004, and
for the three month period ended December 31, 2004 and 2003, included
herein have been prepared by Gallery of History, Inc. and
subsidiaries (the "Company"), without audit, pursuant to the rules
and regulations of the Securities and Exchange Commission.  In the
opinion of management, all adjustments, consisting of normal
recurring items, necessary for a fair presentation of the results for
the interim periods have been made.  Certain information and note
disclosures normally included in financial statements prepared in
accordance with accounting principles generally accepted in the
United States have been condensed or omitted pursuant to such rules
and regulations.  It is suggested that these consolidated financial
statements be read in conjunction with the audited financial
statements and the notes thereto included in the Company's 2004
Annual Report on Form 10-KSB, from which the September 30, 2004,
balance sheet information is derived.




Contingency
-----------
The Company has incurred significant operating losses for the past
several years.  Its ability to satisfy its obligations when due has
been largely dependent upon debt financing, including loans from its
majority stockholder.  While management believes the Company's
inventory of historical documents has appreciated significantly,
until sales of such documents in the ordinary course of business can
be increased to a level that sustains profitable operations,
additional borrowings will be needed to enable the Company to
continue its business of selling historical documents to the general
public.

















                  Part 1 - Item 2  Financial Information

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



Forward Looking Statements
--------------------------
       This report contains forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995
relating to the Company's future operations and prospects, including
statements that are based on current projections and expectations
about the markets in which the Company operates, and management's
beliefs concerning future performance and capital requirements based
upon current available information.  Such statements are based on
management's beliefs as well as assumptions made by and information
currently available to management.  When used in this document, words
like "may," "might," "will," "expect," "anticipate," "believe," and
similar expressions are intended to identify forward looking
statements.  Actual results could differ materially from management's
current expectations.  For example, there can be no assurance that
additional capital will not be required or that additional capital,
if required, will be available on reasonable terms, if at all, at
such times and in such amounts as may be needed by the Company.



Overview
--------
Gallery of History, Inc. and its 100%-owned subsidiaries
(collectively the Company) acquires documents of historical or social
significance and markets these documents to the general public as
discussed later herein.  Except for the cost of documents that are
sold and certain selling expenses, most of the Company's other costs
and expenses are relatively fixed.  While management believes that
the Company's inventory of documents has substantially appreciated,
the Company has been unable to produce sufficient volume of sales to
the general public and has incurred significant operating losses for
the past several years.  (See also discussion of the Company's
operating cycle under "Critical Accounting Estimates, Policies, and
Practices," below.)  As a result, the Company has been (and will
continue to be) dependent upon debt financing, including loans from
its majority stockholder, to satisfy its obligations when due.

       The unique characteristic of some documents owned may become
rarer with their current market value rising significantly over time.
In many instances the Company has a supply of similar documents that,
if marketed simultaneously, may negatively impact market value.  As a
result, managing the rarity of certain types or categories of
documents through the judicious marketing of only a selection of
documents available in the Company's inventory is an important
element of the Company's business.  This element is one of the
reasons that the Company has accumulated and maintains a supply of
documents that is significantly greater than it intends to sell in a
year or even aggressively market.




Liquidity and Capital Resources
-------------------------------
       Negative cash flows from operations incurred in the first
quarter resulted primarily from the net operating loss and a decrease
in accounts payable.  Historically, the cash flow deficiencies have
been funded primarily from borrowings from the Company's bank line of
credit and from the Company's majority stockholder and president,
Todd Axelrod, which are likely to continue indefinitely.

       The Company is making an effort to improve operating results by
taking steps to increase sales through its direct purchase website,
its highest margin distribution channel.  Because of the size and
diversity of its inventory, management feels the Company is uniquely
positioned to favorably compete with any firm offering similar
products.  The Company continues to add much more of its available
inventory to the website.

       The Company believes that its current and long-term cash
requirements will likely be met by appropriately managing the timing
and volume of new document acquisitions, generating revenues from its
operations, drawing amounts under its existing line of credit,
seeking additional borrowings collateralized by its documents
inventory (although there can be no assurance that such financing
will be obtainable on favorable terms or at all) and borrowing
amounts from Mr. Axelrod as required.  Mr. Axelrod has also agreed
not to demand payment on amounts the Company has borrowed and, if
necessary, defer his right to receive interest payments through at
least November 2005.




Critical Accounting Estimates, Policies and Practices
-----------------------------------------------------
       Revenues.  The Company recognizes revenues from document sales
when title passes to the customer upon shipment.  Typically, shipment
does not occur until payment has been received.  Shipping and
handling costs and related customer charges are not significant in
relation to selling prices.  The Company's primary distribution
channel over the past few years has been internally promoted and
managed auctions to sell its documents.  For each item sold through
the Company's auctions, a 15% premium is charged.  Recently, the
Company has greatly increased its use of its website distribution
channel to profitably increase sales.  The balance of the Company's
sales is from repeat customers through its corporate office.

       Inventory of documents and operating cycle. Documents in
inventory are stated at cost, which is determined on a specific-
identification method, not to exceed estimated market value.
Management reviews the recorded cost and estimated value of the
documents owned individually on a regular basis (at least quarterly)
to determine the adequacy of the allowance for market value declines,
if any.  Management believes that any future changes in such
allowance are not likely to have any material effect on the Company.

       Management believes that the Company's inventory of documents is
generally appreciating, not depreciating, in value.  As a result,
managing the rarity of certain types or categories of documents
through the judicious marketing of only a selection of documents
available in the Company's inventory is an important element of the
Company's business.  This element is one of the reasons that the
Company has accumulated and maintains a supply of documents that is
significantly greater than it intends or expects to aggressively
market or even sell in a year.  Based on an aggregate historical
cost, (not number of documents), only about one-third of the
Company's documents are listed on one or more of the various
distribution channels or displayed for sale.  As the Company's
distribution channels have changed over the years and are expected to
continue to change in the future, the volume of documents marketed in
any one year, or succession of years, changes significantly.  For
these reasons, it has been impractical for the Company to define its
operating cycle and, as a result, the Company presents its balance
sheet on an unclassified basis.  The Company believes that this
presentation better reflects the nature of the Company's business and
its principal asset.

       Over the past several years the cost of the Company's inventory
has ranged from its present level of approximately $6.5 million,
which management believes is a sufficient supply of documents to
provide for managing rarity and its other purposes, to roughly $7.2
million.  Management has no current intention of significantly
changing the composition of its inventory.

       Deferred tax assets.  The Company provides a valuation allowance
against deferred tax assets (primarily associated with tax loss
carryforwards) to the extent that such tax assets are not likely to
be utilized as a result of any gain on the Company's appreciated
document inventory, if sold in bulk.  The hypothetical gain and
related tax effect is estimated based on management's perception of
market activity and value and historical profit margins and trends.
Such estimates are revised quarterly.




Results of Operations
---------------------
       Total revenues increased 15% comparing the first quarter of
fiscal 2005 to fiscal 2004.  The increase in revenues resulted from
several sales generated from the headquarters office, primarily
presidential documents.  Revenues from the headquarters office
increased 111% year-over-year to 32% of total revenues in the current
quarter compared to 17% of total revenues in the prior year first
quarter.  Revenues decreased 37% in the Company's catalog auction
operation comparing the two fiscal year first quarters.  The catalog
auction revenues generated in the first quarter of 2005 amounted to
15% of total revenues compared to 27% of total revenues for the first
quarter of 2004.  The decrease continues to be attributed to
increased competition in similar type auctions.  Unfortunately,
revenues generated from the Company's websites fell short of
expectations mainly due to a poor December 2004.  Revenues decreased
9% comparing the two quarter periods to 44% of total revenues for the
current quarter compared to 55% of total revenues generated in the
previous year first quarter.  Comparing the October and November
months of the two quarters, the current fiscal year was up by 12%;
however comparing the two December months, revenues generated in
December 2004 decreased by 34% compared to December 2003.

       The Company continues to realize improved margins as a result of
increasing internet revenues compared to revenues generated from its
other sources.  Total cost of revenues as a percentage of total sales
decreased 14% to 12% of net sales for the quarter ended December 31,
2004, compared to 16% of net sales for the quarter ended December 31,
2003.

       Total operating expenses increased 1% comparing the first
quarter periods.  Selling, general, and administrative expenses
increased 4% comparing the quarter periods.  The company realized an
increase in legal fees resulting from renewing its trademarks and an
increase in its advertising expense with an increase in internet
advertisement.  Depreciation costs decreased 25% comparing the
quarters due to assets becoming fully depreciated.





Item 3.		Controls and Procedures.
                Based on their evaluation, as of a date within 90 days
                of the filing date of this form 10-QSB, our Chief
                Executive Officer and Chief Financial Officer have
                concluded that our disclosure controls and procedures
                (as defined in Rule 13a-15(e) and 15d-15(e) under the
                Securities Exchange Act of 1934, as amended) are
                effective.  There have been no significant changes in
                internal controls or in other factors that could
                significantly affect these controls subsequent to the
                date of their evaluation, including any corrective
                actions with regard to significant deficiencies and
                material weaknesses.







                          Part 2 - Other Information


Item 1-5.	None.



Item 6.		Exhibits and Reports on Form 8-K.
                (a)  Exhibits.
                           Exhibit 31.1 Certification of Chief Executive
                        Officer pursuant to Rule 13a-14(a).
                            Exhibit 31.2 Certification of Chief Financial
                        Officer pursuant to Rule 13a-14(a).
                            Exhibit 32.1 Certification of Chief Executive
                        Officer pursuant to Rule 13a-14(b).
                            Exhibit 32.2 Certification of Chief Financial
                        Officer pursuant to Rule 13a-14(b).


                (b)  Reports on Form 8-K.	   None.








                                  SIGNATURES



In accordance with the requirements of the Securities Exchange
Act of 1934, the registrant caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized.






                                Gallery of History, Inc.
                                _______________________________
                                (Registrant)




Date   February 14, 2005        /s/  Todd M. Axelrod
       _________________        _______________________________
                                Todd M. Axelrod
                                President and
                                Chairman of the Board
                                (Principal Executive Officer)



Date   February 14, 2005        /s/  Rod Lynam
       _________________        _______________________________
                                Rod Lynam
                                Treasurer and Director
                                (Principal Financial and Accounting Officer)