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 AND EXCHANGE ACT OF 1934

For the quarterly period ended June 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 August 9, 2001, 4,991,748 shares of Common Stock, $.10 par value,
were outstanding.

                             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
              June 30, 2001 (unaudited)...............................3

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

              Statements of Cash Flows for the six months ended
              June 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 4.  Submission of Matters to a Vote of Security Holders......13

   Item 5.  Other Information........................................14

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


                                BALANCE SHEETS
<TABLE>
<CAPTION>
                                               June 30,      December 31,
                                                 2001            2000
                                              (unaudited)
<S>                                         <c>             <c>
ASSETS
Current assets:
   Cash and cash equivalents                 $   462,000     $ 2,289,000
   Restricted cash                               500,000         500,000
   Accounts receivable, less allowances          211,000         404,000
   Deferred advertising costs                  2,779,000       3,747,000
   Inventories, less allowances                4,580,000       4,841,000
   Prepaid expenses and other                    348,000         306,000

       Total current assets                    8,880,000      12,087,000

Property and equipment, net                    9,137,000       9,607,000

Capitalized software costs, net                1,684,000       1,938,000

Trademark and other intangibles, net           1,073,000       1,130,000

Other assets                                   1,965,000       2,870,000

            TOTAL ASSETS                     $22,739,000     $27,632,000

LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
   Accounts payable                          $ 2,289,000     $ 4,481,000
   Current maturities of debt and
       capital lease obligations                     -            35,000
   Accrued employee compensation                 488,000         537,000
   Customer liabilities                          535,000         513,000

       Total current liabilities               3,312,000       5,566,000

Debt and capital lease obligations            10,973,000      10,910,000

Commitments and contingencies

Stockholders' equity:

   Common stock, $.10 par value, authorized
      7,500,000 shares, issued and outstanding
      5,015,448 shares                           502,000         502,000
   Additional paid-in capital                 14,396,000      14,396,000
   Accumulated deficit                        (6,349,000)     (3,742,000)
   Treasury stock at cost, 23,700 shares
      in 2001                                    (95,000)            -

       Total stockholders' equity              8,454,000      11,156,000

            TOTAL LIABILITIES AND
                STOCKHOLDERS' EQUITY         $22,739,000     $27,632,000
</TABLE>
See notes to financial statements.

<TABLE>
<CAPTION>
                            STATEMENTS OF OPERATIONS
                                  (unaudited)

                                             Three Months Ended June 30,       Six Months Ended June 30,
                                                2001             2000            2001            2000
<S>                                         <C>             <C>              <C>             <C>
Net sales                                    $ 9,762,000     $11,177,000      $21,854,000     $23,920,000

Operating costs and expenses:
   Cost of product and delivery                5,458,000       7,051,000       12,447,000      14,843,000
   Selling, general and administrative         5,424,000       5,239,000       11,489,000      10,377,000

Total operating costs and expenses            10,882,000      12,290,000       23,936,000      25,220,000

Operating loss from continuing operations     (1,120,000)     (1,113,000)      (2,082,000)     (1,300,000)

Other expense, net                              (321,000)       (141,000)        (525,000)       (213,000)

Loss from continuing operations               (1,441,000)     (1,254,000)      (2,607,000)     (1,513,000)

Discontinued operations, net of taxes:
   Operating loss                                    -          (596,000)             -        (2,092,000)

Total loss from discontinued operations              -          (596,000)             -        (2,092,000)

Net loss                                     $(1,441,000)    $(1,850,000)     $(2,607,000)    $(3,605,000)

Basic and diluted loss per share:
   Continuing operations                     $     (0.29)    $     (0.25)     $     (0.52)    $     (0.30)
   Discontinued operations                   $       -       $     (0.12)     $       -       $     (0.42)

   Net loss                                  $     (0.29)    $     (0.37)     $     (0.52)    $     (0.72)

Weighted average number of common shares
   used in computing basic and diluted
   loss per share                              4,991,748       4,997,546        4,995,063       4,991,582
</TABLE>
See notes to financial statements.
<TABLE>
<CAPTION>
                             STATEMENTS OF CASH FLOWS
                                  (unaudited)
                                                 Six Months Ended June 30,
                                                    2001            2000
<S>                                              <C>           <C>
OPERATING ACTIVITIES
  Loss from continuing operations                $(2,607,000)   $(1,513,000)
  Adjustments to reconcile loss from continuing
    operations to net cash provided by (used in)
    continuing operating activities:

    Decrease (increase) for losses on accounts
      receivable                                       4,000        (54,000)
    Increase for losses in inventory values         (147,000)      (267,000)
    Depreciation                                     547,000        794,000
    Amortization                                     311,000        274,000
    Gain on disposals of property and equipment          -           (6,000)
    Loss (gain) on disposal of other assets           70,000        (43,000)
    Changes in operating assets and liabilities:
       Accounts receivable                           189,000        469,000
       Deferred advertising costs                    968,000     (1,228,000)
       Inventories                                   408,000       (453,000)
       Prepaid expenses and other                    (42,000)       (38,000)
       Accounts payable                           (2,192,000)     1,864,000
       Accrued employee compensation                 (49,000)        18,000
       Customer liabilities                           22,000       (352,000)

NET CASH USED IN CONTINUING OPERATING ACTIVITIES  (2,518,000)      (535,000)

INVESTING ACTIVITIES
  Capital expenditures                               (77,000)      (718,000)
  Purchase of treasury stock                         (95,000)           -
  Sales of property and equipment                        -           60,000
  Sales of other assets                                  -           75,000
  Other investing activities, net                     25,000         64,000

NET CASH USED IN CONTINUING INVESTING ACTIVITIES    (147,000)      (519,000)

FINANCING ACTIVITIES
  Advances on revolving line of credit                   -        4,750,000
  Repayments on revolving line of credit                 -       (1,750,000)
  Payoff of note receivable on sale of land          810,000            -
  Capitalization of interest                          63,000            -
  Principal payment on debt and capital
    lease obligations                                (35,000)    (1,152,000)

NET CASH PROVIDED BY CONTINUING FINANCING ACTIVITIES 838,000      1,848,000

INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS
  FROM CONTINUING OPERATIONS                      (1,827,000)       794,000

NET CASH USED IN DISCONTINUED OPERATIONS                 -       (2,025,000)

DECREASE IN CASH AND CASH EQUIVALENTS             (1,827,000)    (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        $  462,000     $      -
</TABLE>
See notes to financial statements.



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 six-month period ended June 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 - 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 fully written off.  Future
expenses related to completing the dissolution of BOTWEB are expected to
be minimal.

Operating results of the discontinued operations of BOTWEB were as follows:

                          Three Months Ended         Six Months Ended
                               June 30,                  June 30,
                            2001      2000             2001       2000

Net external sales        $    -     $    -           $   -   $    64,000

Net loss                  $    -     $(596,000)       $   -   $(2,092,000)

The net assets of Botweb, Inc. were $0 as of June 30, 2001 and
December 31, 2000.

NOTE 3 - 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 at December 31, 2000.  The Company
accounts for its investment in the Limited Partnership under the equity
method.

NOTE 4.  Treasury Stock

In January 2001, 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 August 1, 2001, 23,700 shares have been
purchased.

NOTE 5.  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 income/expenses.


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.  The Company's core business
strategy is to attract millions of customers to its database, utilizing
the Colorful Images brand as a primary name generation vehicle.  Then,
using the selectivity of the Company's database, the Company can
identify appropriate "follow-on" marketing 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 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
reported financial performance of the continuing operations.

Net Sales

Net sales were $9.8 million during the second quarter of 2001, compared
to $11.2 million during the same period of 2000.  Net sales in the first
six months of 2001 were $21.9 million, compared to $23.9 million in the
same period of 2000.  Management planned some of these decreases to
achieve its objective of reducing prospecting losses per mail cycle.
Personalized paper products increased as a percentage of total sales
from 45% in the first six months of 2000 and 44% in the second quarter
of 2000 to 54% in the same periods of 2001.  The increase for
personalized paper products occurred primarily because of a reduction in
circulation of catalogs that primarily sold gift, home decor and other
merchandise.

The business of the Company is seasonal.  In 2000 the Company recognized
about 36% of total revenue in the fourth quarter of the year, while the
second quarter accounted for only 20% of total revenue.

Management also believes that some portion of the decline in sales can
be attributed to the softening of the United States economy during the
first half of 2001.

Cost of Product and Delivery and Gross Profit

Cost of product and delivery as a percentage of sales was 56% in the
second quarter of 2001, compared to 63% in the same period of 2000.
Gross profit increased slightly from $4.1 million, or 37% of sales, in
the second quarter of 2000 to $4.3 million, or 44% of sales, in the same
period of 2001. Cost of product and delivery as a percentage of sales
was 57% in the first six months of 2001, compared to 62% in the same
period of 2000.  Gross profit increased slightly from $9.1 million, or
38% of sales, in the first six months of 2000 to $9.4 million, or 43% 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 halves 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. Management anticipates that
personalized paper products will continue to make up a greater
percentage of sales during the balance of 2001 than such products did in
2000.

Selling, General and Administrative Expenses

Selling, general and administrative expenses increased $0.2 million to
$5.4 million in the second quarter of 2001 from $5.2 million in the same
period in 2000 and increased $1.1 million to $11.5 million during the
first six months of 2001 from $10.4 million in the same period in 2000.

The increase in 2001 resulted primarily from higher advertising costs as
a percentage of sales.  Advertising costs as a percentage of sales rose
from about 32% in the second quarter of 2000 to about 38% in the second
quarter of 2001 and from about 29% in the first six months of 2000 to
about 36% in the first six months of 2001.  The most significant factors
in the increase in advertising costs as a percentage of sales were the
increases in paper and postage costs incurred for catalog production and
delivery compared to such costs in 2000.  Such costs may be partially
offset during the balance of 2001 by carefully managing the size and
distribution of future catalogs and through intelligent forward
purchasing of paper on the spot market. Nonetheless management believes
it is likely that marketing costs will continue to be above 2000 levels
for the balance 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 half of 2001, marketing costs
may continue to increase.

Operating loss from continuing operations

The Company's operating loss from continuing operations was $1.1 million in
the second quarters of both 2001 and 2000.  The Company's operating loss
from continuing operations was $2.1 million during the first six months
of 2001, compared to $1.3 million in the same period of 2000.  The
primary reason for the increased loss is the sales decline and increased
selling, general and administrative costs as discussed above.

Other income (expense)

Other income (expense), consisting primarily of interest expense and
interest income, was an expense of $321,000 in the second quarter of
2001 compared to an expense of $141,000 for the same period of 2000.
Other income (expense) was an expense of $525,000 for the first six
months of 2001 compared to $213,000 for the same period of 2000.

Interest expense was $346,000 for the second quarter of 2001 compared to
$174,000 for the same period in 2000 and $688,000 for the first six
months of 2001 compared to $308,000 for the same period in 2000.    The
increase in interest expense in 2001 resulted primarily from increased
interest costs associated with the sale and subsequent 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 $80,000 during the first six 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.

Interest income rose from $9,000 and $14,000 in the second quarters and
first six months of 2000 to $44,000 and $109,000 in the same periods of
2001.  This increase relates to the company's higher cash balances in
2001 over 2000 levels.

In the second quarter of 2001, a note receivable for $880,000, whose
principal balance was scheduled to be paid on December 31, 2003, was
paid-off for $810,000, resulting in a charge to other income (expense)
of $70,000.  Management believes that the discount incurred for the
early pay-off was reasonable.

Income taxes

The Company had no income tax provision or benefit in the first six
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

As mentioned above, the Company discontinued the operations of its
BOTWEB subsidiary.  For accounting purposes, the revenues and
costs attributable to the BOTWEB business segment have been classified
as discontinued operations.

The total loss from discontinued operations for both the first three and
six months of 2001 was $0 compared to an operating loss of $0.6 million
in the second quarter of 2000 and $2.1 million in the first six months
of 2000.

Management anticipates that on-going expenses related to BOTWEB will be
nominal.

Outlook

During 2001, the Company will continue to operate its catalog brands and
their associated websites. The Company intends to increase catalog
circulation in the second half of 2001 when compared to the second half
of 2000.  The Company will attempt to increase revenues for all of its
five brands while improving company-wide profitability each quarter as
compared to same time period for the prior year.  The Company intends to
expand its selective merchandising activities, whereby it provides a
targeted selection of additional merchandise to consumers based upon
past purchase history.

LIQUIDITY AND CAPITAL RESOURCES

Cash and cash equivalents decreased by $1.8 million during the first six
months of 2001 to $0.5 million.  Activity in several significant areas
had the greatest impact on cash and cash equivalents as described below.

The effect on available cash of the net loss of $2.6 million experienced
during the six months of 2001 was partially offset because of:

       *  Non-cash expenses for losses on accounts receivable, losses in
          inventory values, depreciation and amortization totaling $0.7
          million during the period.

       *  Deferred advertising costs decreased during the period by $1.0
          million resulting in expense during the period of advertising
          costs incurred and either paid for or in accounts payable as
          of December 31, 2000.  The balance of deferred advertising
          costs increased by $1.2 million during the same period in
          2000.

During the first six months of 2001, outstanding accounts payable
declined by $2.2 million, compared to an increase of $1.9 million during
the same period in 2000. Management believes that vendor payables have
generally been maintained within vendor terms during the first six
months of 2001.

Capital expenditures during the first six months of 2001 were $77,000,
compared to $718,000 during the same period in 2000. Management
anticipates that capital expenditures during the balance of 2001 will
continue to be significantly below the levels incurred in 2000.

During the first three months of 2001, the Company acquired
approximately 24,000 shares of its own common stock for $95,000, in
connection with a stock buy-back program authorized by the Board of
Directors in late 2000.  The buy-back program authorized management to
spend up to $250,000 to acquire shares of the Company's common stock
during 2001.

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 and subsequent 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 in 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 2001. Further, the Company intends to investigate the
possibility of obtaining a line of credit, although there is no
assurance the Company will be able to successfully obtain a line of
credit.

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 in its catalogs;

     *  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, forward purchasing of 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;

     *  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.


PART II.  OTHER INFORMATION


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

       (a)  The annual meeting of the Company's shareholders was held on
            May 10, 2001.

            At such annual meeting, the stockholders of the Company
            elected Virginia B. Bayless, Robert L. Burrus, Jr., Kenneth
            M. Gassman, Jr., Marshall S. Geller, Stephen R. Polk,
            Phillip A. Wiland and J. Michael Wolfe as directors for
            one-year terms.  The elections were approved by the
            following votes:

               Directors                        For            Withheld

            Virginia B. Bayless              4,810,763           2,908
            Robert L. Burrus, Jr.            4,810,763           2,908
            Kenneth M. Gassman, Jr.          4,810,763           2,908
            Marshall S. Geller               4,810,563           3,108
            Stephen R. Polk                  4,810,763           2,908
            Phillip A. Wiland                4,805,463           8,208
            J. Michael Wolfe                 4,805,563           8,108

       (b)  At such annual meeting, the stockholders of the Company
            ratified the election of Ernst & Young LLP as the independent
            public accountants for the Company for the fiscal year ended
            December 31, 2001.  The ratification of Ernst & Young LLP was
            approved by the following votes:

                 For                         4,813,551
                 Against                            20
                 Abstain                           100
                 Broker Non-Votes                    0

       (c)  At such annual meeting, the stockholders of the Company
            approved the adoption of the Company's 2001 Incentive
            Compensation Plan. The approval of the 2001 Incentive
            Compensation Plan was approved by the following votes:

                 For                         4,802,443
                 Against                         9,928
                 Abstain                         1,300
                 Broker Non-Votes                    0

Item 5.  The Company announced that the Board of Directors re-appointed
         Phillip A. Wiland, the Company's founder and Chairman, to the
         role of Chief Executive Officer on July 31, 2001.  J. Michael
         Wolfe will continue to serve as President.  Mr. Wolfe will
         focus on merchandising by devoting his time and energy to
         efforts aimed at improving merchandise selection for all five
         of the Company's brands.  The strategic objective is to improve
         sales per catalog mailed, offsetting postage and other cost
         increases that are impacting the catalog industry.  The Company
         also announced the resignation of David H. Haddon, its Chief
         Financial Officer, and will begin a search for a new Chief
         Financial Officer.  Mr. Wolfe will serve as the interim CFO.

Item 6.  Exhibits and Reports on Form 8-K

         (a)  Exhibits:

                 None

         (b)  Reports on Form 8-K

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


                                   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:  August 9, 2001          By: /s/ Phillip A. Wiland___________
                                      Phillip A. Wiland
                                      Chief Executive Officer


       Date:  August 9, 2001          By: /s/ J. Michael Wolfe____________
                                      J. Michael Wolfe
                                      Chief Financial Officer
                                      (Principal Financial and Chief
                                      Accounting Officer of the Registrant)