FORM 10-Q

                       SECURITIES & EXCHANGE COMMISSION

                            Washington, D.C. 20549
(Mark One)

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

For the quarterly period ended   September 30, 2001

                                      OR

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

For the transition period from              to

Commission file number            0-20680

                            Concepts Direct, Inc.
           (Exact name of registrant as specified in its charter)

               Delaware                             52-1781893
   (State or other jurisdiction                  (I.R.S. employer
 of incorporation or organization)              identification No.)

                2950 Colorful Avenue, Longmont, CO 80504
           (Address of principal executive offices, Zip Code)

                              (303) 772-9171
           (Registrant's telephone number, including area code)

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
As of October 31, 2001, 4,991,748 shares of the Registrant's Common
Stock, $.10 par value, were outstanding.

                                    -1-


                             CONCEPTS DIRECT, INC.

                                  FORM 10-Q

                                    INDEX

PART I.     FINANCIAL INFORMATION

  Item 1.   Financial Statements:                                PAGE NO.

               Balance Sheets as of December 31, 2000 and
               September 30, 2001 (unaudited)........................3

               Statements of Operations for the three and
               nine months ended September 30, 2001 and
               2000 (unaudited)......................................4

               Statements of Cash Flows for the nine months
               ended September 30, 2001 and 2000 (unaudited).........5

               Notes to Financial Statements.........................6

  Item 2.   Management's Discussion and Analysis of Financial
            Condition and Results of Operations..................... 8

PART II.    OTHER INFORMATION

  Item 6.   Exhibits and reports on Form 8-K........................14

                                    -2-

<TABLE>
<CAPTION>
                             CONCEPTS DIRECT, INC.
                                BALANCE SHEETS

                                              September 30,
                                                  2001        December 31,
                                              (unaudited)         2000
<S>                                          <C>              <C>

ASSETS
Current assets:
   Cash and cash equivalents                  $   921,000      $ 2,289,000
   Restricted cash                                250,000          500,000
   Accounts receivable, less allowances           481,000          404,000
   Deferred advertising costs                   5,423,000        3,747,000
   Inventories, less allowances                 4,418,000        4,841,000
   Prepaid expenses and other                     384,000          306,000

      Total current assets                     11,877,000       12,087,000

Property and equipment, net                     8,842,000        9,607,000

Capitalized software costs, net                 1,605,000        1,938,000

Trademark and other intangibles, net            1,045,000        1,130,000

Other assets                                    2,047,000        2,870,000

         TOTAL ASSETS                         $25,416,000      $27,632,000

LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
   Accounts payable                           $ 4,283,000      $ 4,481,000
   Current maturities of debt and capital
      lease obligations                               -             35,000
   Accrued employee compensation                  778,000          537,000
   Customer liabilities                         1,752,000          513,000

      Total current liabilities                 6,813,000        5,566,000

Debt and capital lease obligations             11,005,000       10,910,000

Commitments and contingencies

Stockholders' equity:
   Common stock, $.10 par value, authorized
   7,500,000 shares, issued 5,015,448 shares,
   and outstanding 4,991,748 shares in 2001
   and 5,015,448 shares in 2000                   502,000          502,000
   Additional paid-in capital                  14,396,000       14,396,000
   Accumulated deficit                         (7,205,000)      (3,742,000)
   Treasury stock at cost, 23,700 shares
      in 2001                                     (95,000)             -

      Total stockholders' equity                7,598,000       11,156,000

         TOTAL LIABILITIES AND
         STOCKHOLDERS' EQUITY                 $25,416,000      $27,632,000

See notes to financial statements.
</TABLE>

                                    -3-

<TABLE>
<CAPTION>
                             CONCEPTS DIRECT, INC.
                           Statements of Operations
                                 (Unaudited)

                                             Three Months Ended September 30,  Nine Months Ended September 30,
                                                  2001              2000             2001            2000
<S>                                           <C>              <C>              <C>             <C>
Net sales                                      $11,248,000      $11,391,000      $33,102,000     $35,311,000
Operating costs and expenses
   Cost of product and delivery                  5,864,000        6,907,000       18,311,000      21,750,000
   Selling, general and administrative           6,006,000        5,943,000       17,495,000      16,320,000
   Restructuring costs                                   -          417,000                -         417,000

Total operating costs and expenses              11,870,000       13,267,000       35,806,000      38,487,000

Operating loss from continuing operations         (622,000)      (1,876,000)      (2,704,000)     (3,176,000)

Other expense, net                                (234,000)        (286,000)        (759,000)       (499,000)

Loss from continuing operations                   (856,000)      (2,162,000)      (3,463,000)     (3,675,000)

Discontinued operations, net of taxes:
   Operating loss                                        -         (243,000)               -      (2,335,000)
   Loss on disposal                                      -         (433,000)               -        (433,000)

Total loss from discontinued operations                  -         (676,000)               -      (2,768,000)

Net loss                                         $(856,000)     $(2,838,000)     $(3,463,000)    $(6,443,000)


Basic and diluted loss per share:
   Continuing operations                            $(0.17)          $(0.43)          $(0.69)         $(0.74)
   Discontinued operations                          $    -           $(0.14)          $    -          $(0.55)

   Net loss                                         $(0.17)          $(0.57)          $(0.69)         $(1.29)

Weighted average number of common shares         4,991,748        5,013,448        4,993,958       4,998,871
</TABLE>
See notes to financial statements.

                                    -4-

<TABLE>
<CAPTION>
                             CONCEPTS DIRECT, INC.
                           STATEMENTS OF CASH FLOWS
                                  (Unaudited)

                                             Nine Months Ended September 30,
                                                   2001            2000
<S>                                            <C>             <C>
OPERATING ACTIVITIES
  Loss from continuing operations               $(3,463,000)    $(3,675,000)
  Adjustments to reconcile loss from
    continuing operations to net cash used
    in continuing operating activities:
    Increase (decrease) in allowance for bad debt     4,000         (49,000)
    Decrease for losses in inventory values         (95,000)       (189,000)
    Depreciation                                    799,000       1,444,000
    Amortization                                    447,000         387,000
    Gain on disposals of property and equipment           -          (6,000)
    Loss on disposal of other assets                 70,000          53,000
    Capitalization of interest                       95,000               -
    Changes in operating assets and liabilities:
       Accounts receivable                          (81,000)         61,000
       Deferred advertising costs                (1,676,000)     (2,696,000)
       Inventories                                  518,000        (135,000)
       Prepaid expenses and other                   (78,000)         84,000
       Accounts payable                            (198,000)      3,546,000
       Accrued employee compensation                241,000         230,000
       Customer liabilities                       1,239,000         730,000

  NET CASH USED IN CONTINUING
       OPERATING ACTIVITIES                      (2,178,000)       (215,000)

INVESTING ACTIVITIES
  Release of cash restricted as collateral          250,000               -
  Capital expenditures                             (111,000)       (659,000)
  Sales of property and equipment                         -         200,000
  Sales of other assets                                   -          75,000
  Payoff of note receivable on sale of land         810,000               -
  Other investing activities, net                    (9,000)        (29,000)

  NET CASH PROVIDED BY (USED IN) CONTINUING
       INVESTING ACTIVITIES                         940,000        (413,000)

FINANCING ACTIVITIES
  Advances on revolving line of credit                    -       4,750,000
  Repayments on revolving line of credit                  -      (1,750,000)
  Purchase of treasury stock                        (95,000)              -
  Principal payments on debt and capital
    lease obligations                               (35,000)     (1,396,000)

  NET CASH PROVIDED BY (USED IN) CONTINUING
       FINANCING ACTIVITIES                        (130,000)      1,604,000

  INCREASE (DECREASE) IN CASH AND CASH
       EQUIVALENTS FROM CONTINUING OPERATIONS    (1,368,000)        976,000

  NET CASH USED IN DISCONTINUED OPERATIONS                -      (2,207,000)

  DECREASE IN CASH AND CASH EQUIVALENTS          (1,368,000)     (1,231,000)

Cash and cash equivalents at beginning of year    2,289,000       1,231,000

Cash and cash equivalents at end of period      $   921,000     $         -
</TABLE>

See notes to financial statements.

                                    -5-


                             CONCEPTS DIRECT, INC.

                        Notes to Financial Statements
                                 (Unaudited)

Note 1 - Accounting Policies

The unaudited interim financial statements have been prepared by the
Company in accordance with accounting principles generally accepted in
the United States for interim financial reporting and the regulations of
the Securities and Exchange Commission in regard to quarterly reporting.
Accordingly, they do not include all information and footnotes required
by accounting principles generally accepted in the United States for
complete financial statements.  In the opinion of the Company, the
statements include all adjustments, consisting only of normal recurring
adjustments, which are necessary for a fair presentation of the
financial position, results of operations and cash flows for the interim
periods.  Operating results for the nine-month period ended September
30, 2001 are not necessarily indicative of the results that may be
expected for the year ending December 31, 2001.  Seasonal fluctuations
in sales of the Company's products result primarily from the purchasing
patterns of the individual consumer during the Christmas holiday season.
These patterns tend to moderately concentrate sales in the latter half
of the year, particularly in the fourth quarter.  For further
information refer to the financial statements and footnotes thereto
included in the Company's annual report on Form 10-K for the year ended
December 31, 2000.

Certain amounts in the 2000 financial statements have been reclassified
to conform to the 2001 presentation.

NOTE 2 - Advertising Expense

These expenses primarily relate to printing and distribution of
advertising materials.  Such expenses are deferred for financial
reporting purposes until the advertising materials are distributed, then
amortized over succeeding periods (not to exceed twelve months) on the
basis of estimated sales.  Amortization is accelerated in the earlier
months of the amortization period.  Historical sales statistics are the
principal factor used in estimating the amortization rate.  Other
advertising and promotional costs are expensed as incurred.  Advertising
expenses were $11,827,000 and $10,907,000 during the first nine months
of 2001 and 2000, respectively and $3,926,000 and $3,911,000 during the
third quarters of 2001 and 2000, respectively.

NOTE 3 - Discontinued Operations

During the third quarter of 2000, the Company discontinued the
operations of the BOTWEB business segment.  Specifically, all employees
of BOTWEB were terminated, the BOTWEB.com website was shut down and the
related software costs were full written off.

During the nine months and three months ended September 30, 2000, BOTWEB
had net external sales of $64,000 and $0, respectively.  The BOTWEB
discontinued operations had net losses of $2,768,000 and $676,000 during
the nine months and three months ended September 30, 2000, respectively.

During the nine months and three months ended September 30, 2001, the
BOTWEB discontinued operations had neither external sales nor net losses
and future expenses related to completing the dissolution of BOTWEB are
expected to be minimal.  The net assets of BOTWEB, Inc. were $0 as of
September 30, 2001 and December 31, 2000.

                                    -6-

NOTE 4 - Sale and Subsequent Leaseback of Real Estate

In November 2000, the Company refinanced its corporate headquarters and
fulfillment center in Longmont, Colorado through the sale and subsequent
leaseback of the facility to a real estate investment limited
partnership (the Limited Partnership) for $11,000,000.  The Company will
continue to occupy the facility under the terms of a twenty-year lease,
which has an initial monthly rental amount of $103,000 and which
escalates 3% per year.  In accordance with Statement of Financial
Accounting Standards No. 98 "Accounting for Leases" (Statement No. 98)
the lease is recorded as a financing transaction due to the Company's
continuing involvement in the Limited Partnership.  The Company
effectively retained a 25% ownership interest in the building via the
purchase of a 25% ownership interest in the Limited Partnership for
$625,000.  The Company's performance under the lease is secured by the
Company's investment in the Limited Partnership as well as a security
deposit of $1.0 million.  The Company accounts for its investment in the
Limited Partnership under the equity method.

NOTE 5 - Treasury Stock

In December 2000, the Board of Directors authorized the repurchase of up
to $250,000 of the Company's common stock in the open market or in
privately negotiated transactions in accordance with applicable
securities laws.  As of September 30, 2001, 23,700 shares have been
purchased.

NOTE 6 - Collection of Note Receivable

In June 2001, the Company collected $810,000 of an $880,000 note
receivable (the Note) related to the sale of approximately 92 acres of
land in 2000.  The Note was not due until 2003.  In consideration for
the early payment, the Company wrote off $70,000 of the Note, which is
recorded as a loss in other expense.

                                    -7-

Item 2

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

RESULTS OF OPERATIONS AND FINANCIAL CONDITION

General

Concepts Direct, Inc. ("the Company") is a direct retailing company
focused on building and managing customer relationships through its five
catalog brands and associated websites.  In addition to these five core
brands, the Company operates a sixth Internet-based brand which focuses
on liquidation of overstocked merchandise.  The Company's core business
strategy is to attract new customers utilizing the five catalog brands
and then contact customers throughout the year with a variety of offers.
The Company sells personalized paper products, such as address labels,
stationery and calling cards.  It also sells a diverse line of
merchandise, including home decorative items, gift items, collectibles
and casual apparel.  The Company sells its merchandise via the Colorful
Images, Linda Anderson, Snoopy(TM) etc., Linda Anderson's Collectibles and
the Music Stand catalogs.  In addition, the Company owns and operates
associated websites, including www.ColorfulImages.com, www.Linda
Anderson.com, www.SnoopyStore.com, www.theMusicStand.com, and
www.NewBargains.com.  The Company houses all of its operations in
Longmont, Colorado.

During the first half of 2000, the Company engaged in significant
development efforts, with significant costs, related to various Internet
initiatives. Additional employees, equipment and services were added to
promote these new business initiatives.  The costs associated with these
efforts contributed substantially to the losses in 2000.  In early 2000,
the Company moved certain of its Internet assets and activities to two
subsidiary corporations, iConcepts, Inc. ("iConcepts") and BOTWEB, Inc.
("BOTWEB") to provide the best opportunity for investors to understand
its Internet strategy and benefit from assets that were created to
support its Internet initiatives. During the third quarter of 2000, as a
result of greater than anticipated losses and lack of available third
party capital to support continued expansion of the two Internet
companies, the Company discontinued BOTWEB and significantly scaled back
the operations of iConcepts to support only the on-going operations of
the catalog brands of Concepts Direct, Inc. The remaining assets and
employees of iConcepts, were incorporated back into the parent company,
Concepts Direct, Inc., in the fourth quarter of 2000. The results of
operations of the iConcepts subsidiary are included in the reported
financial performance of the Company's continuing operations.

Net Sales

Net sales were $11.2 million during the third quarter of 2001, compared
to $11.4 million during the same period of 2000.  Net sales in the first
nine months of 2001 were $33.1 million, compared to $35.3 million in the
same period of 2000.  Management anticipated most of these decreases due
to reductions in the volume of catalogs delivered for some of its
brands. Personalized paper products increased as a percentage of total
sales from 47% in the first nine months of 2000 and 51% in the third
quarter of 2000 to 55% and 58%, respectively, in the same periods of
2001.  The increase for personalized paper products occurred primarily
because of an increase in circulation of related catalogs and due to an
increase in the retail pricing for all paper products that went into
effect during the second quarter of 2001, which began having an impact
in the third quarter.

The business of the Company is seasonal.  In 2000 the Company recognized
about 36% of net sales in the fourth quarter of the year, while the
first, second, and third quarters accounted for only 23%, 20%, and 21%
of net sales, respectively.

                                    -8-


Cost of Product and Delivery and Gross Profit

Cost of product and delivery as a percentage of sales was 52% in the
third quarter of 2001, compared to 61% in the same period of 2000. Gross
profit increased from $4.5 million, or 39% of sales, in the third
quarter of 2000 to $5.4 million, or 48% of sales, in the same period of
2001. Cost of product and delivery as a percentage of sales was 55% in
the first nine months of 2001, compared to 62% in the same period of
2000.  Gross profit increased from $13.6 million, or 38% of sales, in
the first nine months of 2000 to $14.8 million, or 45% of sales, in the
same period of 2001.

The higher gross profit percentage in 2001 compared to 2000 resulted
primarily from the increase in personalized paper products as a percent
of sales and the reduction in staff of the Company's information
technology department in connection with the scaling back of iConcepts
and the discontinuance of BOTWEB.  In the first nine months of 2001 and
2000, personalized paper product costs were generally less than 15% of
sales price compared to gift and merchandise products whose costs were
generally in excess of 30% of sales price.  Other contributing factors
for the higher gross profit percentage included the effects of a price
increase for paper products, better pricing for all hard good products,
an increased percentage of sales coming from the Internet, which is more
cost effective.

Selling, General and Administrative Expenses

Selling, general and administrative expenses increased $0.1 million to
$6.0 million in the third quarter of 2001 from $5.9 million in the same
period in 2000 and increased $1.2 million to $17.5 million during the
first nine months of 2001 from $16.3 million in the same period in 2000.

The increase in 2001 resulted primarily from higher advertising expense
as a percentage of sales.  Advertising expense as a percentage of sales
rose from about 34% in the third quarter of 2000 to about 35% in the
third quarter of 2001 and from about 31% in the first nine months of
2000 to about 36% in the first nine months of 2001.  The most
significant factor in the increase in advertising expense as a
percentage of sales was the increase in postage costs incurred for
catalog production and delivery compared to such costs in 2000.  Such
costs may be partially offset during the remainder of 2001 by purchasing
paper at a lower cost than it has been purchased during the past year.
Nonetheless management believes it is likely that marketing costs will
continue to be above 2000 levels for the remainder of 2001.  Management
also believes that if the United States economy continues to experience
the same or greater levels of slowing as was experienced in the first
nine months of 2001, the Company may be required to expend greater
amounts on marketing to generate the same or greater levels of sales
activity.

Operating loss from continuing operations

The Company's operating loss from continuing operations was $.6 million
and $1.9 million in the third quarters of 2001 and 2000, respectively.
The Company's operating loss from continuing operations was $2.7 million
during the first nine months of 2001, compared to $3.2 million in the
same period of 2000.

The decrease in losses during the third quarter of 2001 compared to 2000
was primarily the result of the previously described favorable impacts
upon gross profit and one-time restructuring costs of $417,000 incurred
by iConcepts during the third quarter of 2000 as a result of the scaling
back of its operations.

The decrease in losses during the first nine months of 2001 compared to
2000 was primarily the result of the previously described favorable
impacts upon gross profit and one-time restructuring costs of $417,000
incurred by iConcepts during the third quarter of 2000.  These impacts
more than offset the unfavorable impact of the increase in advertising
expense and the decrease in net sales.

                                    -9-


Other Expense

Other expense consisting primarily of interest expense offset by
interest income, was $234,000 in the third quarter of 2001 compared to
$286,000 for the same period of 2000.  Other expense was $759,000 for
the first nine months of 2001 compared to $499,000 for the same period
of 2000.

Interest expense was $343,000 for the third quarter of 2001 compared to
$207,000 for the same period in 2000 and $1,031,000 for the first nine
months of 2001 compared to $514,000 for the same period in 2000.  The
increase in interest expense in 2001 resulted primarily from increased
interest costs associated with the sale-leaseback of the Company's
corporate headquarters and fulfillment center as described more fully
below.

In November, 2000, the Company refinanced its corporate headquarters and
fulfillment center in Longmont, Colorado through the sale and subsequent
leaseback of the facility to a real estate investment limited
partnership (the "Limited Partnership") for $11,000,000.  The Company
will continue to occupy the facility under the terms of a twenty-year
lease, which has an initial monthly rental amount of $103,000 and which
escalates 3% per year.  In accordance with Statement of Financial
Accounting Standards No. 98, "Accounting for Leases," the lease has been
recorded as a financing transaction due to the Company's continuing
involvement in the Limited Partnership.  The Company effectively
retained a 25% ownership interest in the building via the purchase of a
25% ownership interest in the Limited Partnership for $625,000.  The
investment in the Limited Partnership is accounted for using the equity
method.  The Company's equity in the net income of the Limited
Partnership was about $110,000 during the first nine months of 2001. The
financing transaction, which carries an imputed interest rate of 12.48%,
will cause interest expense to increase throughout 2001 over 2000
levels.

Income Taxes

The Company had no income tax provision or benefit in the first nine
months of 2001 and 2000.  The income tax rate of 0% occurred because of
the reduction of the deferred tax asset attributable to net operating
losses generated during those periods to a value anticipated by
management to be realizable in the near future.  Management anticipates
the income tax rate in 2001 will be 0%, principally because of the net
operating loss carryforwards available but not utilized.

Discontinued Operations

The Company discontinued the operations of its BOTWEB subsidiary in
2000.  For accounting purposes, the revenues and costs attributable to
the BOTWEB business segment have been classified as discontinued
operations.  All business activities for BOTWEB had ceased at December
31, 2000, and therefore has had no impact to the Company's operations in
2001.

Outlook

During 2001, the Company will continue to operate its catalog brands and
their associated websites.  The Company intends to increase catalog
circulation during the remainder of 2001 when compared to the comparable
period in 2000.  Continuing in 2002, the Company will attempt to
increase revenues for all of its five catalog brands in an effort to
push down fixed costs and operating costs as a percent of sales.  The
Company intends to achieve these results by increasing customer
reactivation mail volume.  It will also expand Selective Merchandising
activitities, whereby it provides a targeted selection of additional
merchandise to customers based upon past purchase history.  The Company
anticipates these actions, if successful, will lead to improved
financial results.

                                    -10-


LIQUIDITY AND CAPITAL RESOURCES

Cash and cash equivalents decreased by $1.4 million in the first nine
months of 2001 compared to a decrease of $1.2 million in the same period
of 2000.  Activity in several significant areas had the greatest impact
on cash and cash equivalents as described below.

* Significant operating activities that affected cash and cash
  equivalents in the first nine months of 2001 and 2000 included:

  -  The net losses from continuing operations of $3.5 million and $3.7
     million negatively affected cash and cash equivalents in the first
     nine months of 2001 and 2000, respectively.

  -  Recorded depreciation and amortization of $1.2 million and $1.8
     million in the first nine months of 2001 and 2000, respectively,
     were non-cash expenses that reduced the negative effect on cash and
     cash equivalents caused by the net losses in the first nine months
     of 2001 and 2000.

  -  Deferred advertising costs increased by $1.7 million and $2.7
     million in the first nine months of 2001 and 2000, respectively.
     The smaller increase during 2001 is primarily the result of the
     earlier production and distribution of certain of the Company's
     catalogs.

  -  Accounts payable decreased by $.2 million in the first nine months
     of 2001 and increased by $3.5 million in the same period of 2000.
     The increase in 2000 primarily related to the delaying of payments
     to certain vendors in the second and third quarters of 2000.

* Significant items of investment included:

  -  During the third quarter of 2001, the restriction on $250,000 of
     cash previously held as collateral by a financial institution was
     released.

  -  Capital expenditures during the first nine months of 2001 were
     $111,000 compared to $659,000 during the same period in 2000.  The
     decrease in capital expenditures in 2001 as compared to 2000 is
     primarily related to purchases and development of software and the
     acquisition of assets related to development of e-commerce
     infrastructure and Internet sites during 2000 which were not
     recurring in nature.  Management anticipates that capital
     expenditures during the balance of 2001 will continue to be
     significantly below the levels incurred in 2000.

  -  During the second quarter of 2001, $810,000 was received as payoff
     of a note receivable on the sale of land.

* Significant items of financing included:

  -  During the first nine months of 2001, the Company acquired 23,700
     shares of its own common stock for $95,000 in connection with a
     stock buy-back program authorized by the Board of Directors in
     December 2000.  The buy-back program authorized management to spend
     up to $250,000 to acquire shares of the Company's common stock.

  -  During the first nine months of 2000 the Company borrowed $4.8
     million against a revolving line of credit and also made repayments
     of $1.8 million against such borrowings during the same period.
     This revolving line of credit was cancelled in November 2000.
     Principal payments on debt and capital lease obligations of $35,000
     and $1.4 million were made against other credit facilities in the
     first nine months of 2001 and 2000 respectively.

* The discontinued operations of BOTWEB used $2.2 million of cash and
  cash equivalents in the first nine months of 2000 and $0 during the
  first nine months of 2001.

                                    -11-


During much of 2000, the Company experienced cash flow problems that
disrupted the Company's relationships with a number of suppliers.  With
the completion of the refinancing of the Company's primary facility
through a sale-leaseback transaction, the sale of excess land during the
fourth quarter of 2000 and the funds generated by operations during the
fourth quarter of 2000, management does not expect such problems to
recur during the remainder of 2001.

Management believes that results of operations, continued operational
planning and improvements, and current cash balances should produce
funds necessary to meet the operating capital requirements of the
Company for the remainder of 2001. Further, the Company intends to
continue investigating the possibility of obtaining additional sources
of financing, although there is no assurance the Company will be able to
successfully obtain such financing.

FORWARD-LOOKING STATEMENTS

The provisions of the Private Securities Litigation Reform Act of 1995
(the "Act") provide companies with a "safe harbor" when making
forward-looking statements.  This "safe harbor" encourages companies to
provide prospective information about their companies without fear of
litigation.  Statements that are not historical facts, including
statements about management's expectations, beliefs, plans and
objectives for fiscal year 2001 and beyond are forward looking
statements (as such term is defined in the Act) and involve various
risks and uncertainties.  Factors that could cause the Company's actual
results to differ materially from management's projections, forecasts,
estimates and expectations include, but are not limited to, the
following:

     *  changes in postal rates including possible additional postal
        rate increases requested by the United States Postal Service;

     *  changes in the cost of paper used in the production of the
        Company's advertising material including paper used for
        catalogs;

     *  changes in the general economic conditions of the United States
        leading to  increased competitive activity and changes in
        consumer spending generally or specifically with reference to
        the types of merchandise that Concepts Direct offers;

     *  changes in Concepts Direct's merchandise product mix or changes
        in Concepts Direct's customer response to advertising offers;

     *  competitive factors including name recognition, the limited
        operating history for several of the Company's specialty brands,
        and the Company's limited e-commerce operating history;

     *  lack of availability/access to capital or sources of supply for
        appropriate inventory, catalog paper, capital expenditures,
        etc.;

     *  lack of effective performance of third party suppliers with
        respect to production and distribution of catalogs;

     *  issues related to management transitions at the Company;

     *  state tax issues relating to the taxation of out of state
        mail-order companies and out of state Internet companies with
        neither sales representatives nor outlets in a particular state
        seeking to impose sales and similar taxes;

     *  inability to hire sufficient numbers of employees to maintain
        acceptable levels of customer satisfaction with catalog order
        fulfillment services;

     *  inability to recruit and retain management personnel;

                                    -12-

     *  lack of effective performance of customer service and the
        Company's order fulfillment systems; and

     *  changes in strategy and timing related to testing and rollout of
        new catalogs and those catalogs still in the test stage of
        development.

                                    -13-

PART II.  OTHER INFORMATION

Item 6.  Exhibits and Reports on Form 8-K

        (a)  Exhibits:

             3(a)  Registrant's Amended and Restated Certificate of
             Incorporation filed as Exhibit 3(a) to the Company's Annual
             Report on Form 10-K for the fiscal year ended December 31,
             1992 is expressly incorporated herein by this reference.

             3(b)  3(a) (i)  Registrant's Amendment of Amended and
             Restated Certificate of Incorporation filed as Exhibit 3(i)
             (b) to the Company's Quarterly Report on Form 10-Q for the
             quarterly period ended June 30, 1999, is expressly
             incorporated herein by this reference.

             3(c)  Registrant's Bylaws and Statement of Organization of
             the Incorporator filed as Exhibit 3(b) to the Company's
             Annual Report on Form 10-K for the fiscal year ended
             December 31, 1992, is expressly incorporated herein by this
             reference.

        (b)  Reports on Form 8-K

             There were no reports on Form 8-K for the fiscal quarter
             ended September 30, 2001.

                                    -14-


                                  SIGNATURES

Pursuant to the requirements of the Securities Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.

                                     CONCEPTS DIRECT, INC.
                                          (registrant)

Date:  November 13, 2001         By:  /s/ Phillip A. Wiland_______________
                                      Phillip A. Wiland
                                      Chairman and Chief Executive Officer

Date:  November 13, 2001         By:  /s / J. Michael Wolfe______________
                                      J. Michael Wolfe
                                      President and Interim Chief
                                      Financial Officer
                                      (Principal Financial and Chief
                                      Accounting Officer of the Registrant)

                                    -15-