SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 10-Q

(Mark One)

[X]  Quarterly report pursuant to Section 13 or 15(d) of the Securities
     Exchange Act of 1934

     For the quarterly period ended August 31, 2001

[ ]  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:  000-24452

                                RMS TITANIC, INC.
                                ----------------
             (Exact name of registrant as specified in its charter)


           Florida                                        59-2753162
           -------                                        ----------
(State or other jurisdiction of                 (IRS Employer Identification No.
incorporation or organization)

3340 Peachtree Road, Suite 1225, Atlanta, GA             30326
--------------------------------------------             -----
(Address of principal executive offices)              (Zip Code)

Registrant's telephone number, including area code: (404) 842-2600


         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

         The number of shares  outstanding of the  registrant's  common stock on
October 10, 2001 was 18,550,847.


<PAGE>


                                                                          PAGE
                                                                         NUMBER
                                                                         ------
                                     PART I

                              FINANCIAL INFORMATION

Item 1.  Consolidated Financial Statements                                 2

Item 2.  Management's Discussion and Analysis of
         Financial Condition and Results of Operations                     7

                                     PART II

                                OTHER INFORMATION

Item 1.  Legal Proceedings                                                 10

Item 2.  Changes in Securities                                             10

Item 3.  Defaults Upon Senior Securities                                   10

Item 4.  Submission of Matters to a Vote of Security Holders               10

Item 5.  Other Information                                                 10

Item 6.  Exhibits and Reports on Form 8-K                                  10

Signatures                                                                 11


                                       1
<PAGE>

                                     PART I

                              FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS.

The  consolidated  financial  statements of RMS Titanic,  Inc. and  subsidiaries
(collectively,  the "Company"),  included  herein were prepared,  without audit,
pursuant to rules and  regulations of the  Securities  and Exchange  Commission.
Because certain information and notes normally included in financial  statements
prepared in accordance  with  accounting  principles  generally  accepted in the
United  States of America were  condensed or omitted  pursuant to such rules and
regulations,  these financial  statements should be read in conjunction with the
financial  statements  and  notes  thereto  included  in the  audited  financial
statements  of the Company as included in the  Company's  Form 10-K for the year
ended February 28, 2001.

                                       2
<PAGE>

<TABLE>
<CAPTION>

                                                                         RMS TITANIC, INC. AND SUBSIDIARIES

                                                                               CONSOLIDATED BALANCE SHEET
=========================================================================================================

                                                                          AUGUST 31,           FEBRUARY 28,
                                                                            2001                 2001
                                                                        ------------         ------------
                                                                         (unaudited)

<S>                                                                   <C>                  <C>
ASSETS

Current Assets:
  Cash and cash equivalents                                             $    167,000         $    623,000
  Accounts receivable                                                        706,000               36,000
  Prepaid and Refundable income taxes                                        452,000              585,000
  Prepaid expenses and other current assets                                  155,000              153,000
                                                                        ------------         ------------
      TOTAL CURRENT ASSETS                                                 1,480,000            1,397,000

Artifacts, at cost                                                        12,551,000           11,282,000

Deferred Income Tax Asset (Net of a valuation allowance
  of $80,000)                                                                303,000              303,000

Property and Equipment, net of accumulated depreciation
 of $1,129,000 and $936,000, respectively                                  1,327,000            1,328,000

Other Assets                                                                  84,000              692,000
                                                                        ------------         ------------
      TOTAL ASSETS                                                      $ 15,745,000         $ 15,002,000
                                                                        ============         ============

LIABILITIES AND STOCKHOLDERS' EQUITY

Current Liabilities:
  Accounts payable and accrued liabilities                              $    743,000         $    703,000
  Common stock to be issued                                                       --              235,000
  Deferred income tax liability                                              110,000               72,000
  Deferred revenue                                                         1,164,000            1,241,000
                                                                        ------------         ------------
      TOTAL CURRENT LIABILITIES                                            2,017,000            2,251,000
                                                                        ============         ============

Commitments and Contingencies

Stockholders' Equity:
  Common  stock - $.0001 par value;  authorized  30,000,000  shares,
   issued and outstanding 18,550,847 and 16,947,928 shares,
   respectively                                                                2,000                2,000
  Additional paid-in capital                                              16,403,000           15,240,000
  Accumulated other comprehensive operations                                  17,000              (31,000)
  Accumulated deficit                                                     (2,694,000)          (2,460,000)
                                                                        ------------         ------------
      STOCKHOLDERS' EQUITY                                                13,728,000           12,751,000
                                                                        ------------         ------------
      TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                        $ 15,745,000         $ 15,002,000
                                                                        ============         ============

</TABLE>

                        See Notes to Consolidated Financial Statements

                                       3
<PAGE>

<TABLE>
<CAPTION>



                                                                                   RMS TITANIC, INC. AND SUBSIDIARIES

                                                                          CONSOLIDATED STATEMENT OF INCOME (UNAUDITED)
======================================================================================================================
                                                 THREE-MONTH       THREE-MONTH         SIX-MONTH         SIX-MONTH
                                                 PERIOD ENDED      PERIOD ENDED        PERIOD ENDED      PERIOD ENDED
                                                 AUGUST 31,        AUGUST 31,          AUGUST 31,        AUGUST 31,
                                                 2001              2000                2001              2000
-----------------------------------------------------------------------------------------------------------------------

<S>                                             <C>               <C>                 <C>               <C>
Revenue:
  Exhibitions and related
   merchandise sales                             $    865,000      $  2,127,000        $   1,420,000     $  4,255,000
  Charter income                                      438,000                --              438,000               --
  Licensing fees                                        2,000             1,000               27,000            4,000
  Merchandise and other                                31,000            10,000               41,000           13,000
  Sale of coal                                         25,000            11,000               47,000           35,000
-----------------------------------------------------------------------------------------------------------------------
Total revenue                                       1,361,000         2,149,000            1,973,000        4,307,000
-----------------------------------------------------------------------------------------------------------------------

Expenses:
  Cost of coal sold                                     3,000             2,000                5,000            4,000
  Cost of merchandise sold                             24,000             8,000                4,000            8,000
  Costs of charters                                    97,000                --               97,000               --
  General and administrative                        1,048,000         1,230,000            1,746,000        2,651,000
  Depreciation and amortization                        98,000           159,000              252,000          277,000
  Expedition costs                                      4,000           418,000               38,000          519,000
-----------------------------------------------------------------------------------------------------------------------
Total expenses                                      1,274,000         1,817,000            2,212,000        3,459,000
-----------------------------------------------------------------------------------------------------------------------

Income (loss) from operations                          87,000           332,000             (239,000)         848,000

Interest income                                         2,000            38,000                5,000           68,000
-----------------------------------------------------------------------------------------------------------------------

Income (loss) before provision
   for income taxes                                    89,000           370,000             (234,000)         916,000

Provision for income taxes                                 --           134,000                   --          358,000
-----------------------------------------------------------------------------------------------------------------------

Net income  (loss)                               $     89,000      $    236,000        $    (234,000)    $    558,000
=======================================================================================================================

Basic income (loss)
 per common share                                $        .00      $        .01        $        (.01)    $        .03
=======================================================================================================================

Weighted-average number
 of common shares outstanding                      18,101,103        16,887,128           17,524,515       16,737,128
=======================================================================================================================

Net income (loss)                                $     89,000      $    236,000        $    (234,000)    $    558,000
-----------------------------------------------------------------------------------------------------------------------
Comprehensive income (loss):

Foreign currency translation                     $     56,000                --        $      48,000               --

Comprehensive net income (loss)                  $    145,000      $    236,000        $    (186,000)    $    558,000
=======================================================================================================================
</TABLE>


See Notes to Consolidated Financial Statements

                                       4
<PAGE>
<TABLE>
<CAPTION>


                                                                                 RMS TITANIC, INC. AND SUBSIDIARIES

                                                                   CONSOLIDATED STATEMENT OF CASH FLOWS (UNAUDITED)
===================================================================================================================

                  SIX-MONTH PERIOD ENDED AUGUST 31,                                   2001                 2000
                                                                                  -----------           -----------

<S>                                                                             <C>                   <C>
Cash flows from operating activities:
  Net income (loss)                                                               $  (234,000)          $   558,000
                                                                                  -----------           -----------
  Adjustments  to  reconcile  net  income  to net cash  provided  by
   (used  in) operating activities:
   Depreciation and amortization                                                      252,000               277,000
   Reduction in artifacts recovered                                                   105,000                    --
   Deferred income taxes                                                                                    365,000
   Issuance of common stock for services                                              344,000

   Changes in operating assets and liabilities:
     (Increase) decrease in accounts receivable                                      (670,000)              339,000
      Decrease in prepaid and refundable income taxes                                 133,000                70,000
      Increase in prepaid expenses and other current assets                            (2,000)              (50,000)
      Increase in other assets                                                         (6,000)               (8,000)
      Decrease in accounts payable and accrued liabilities                           (195,000)           (1,725,000)
      Decrease in deferred revenue                                                    (77,000)             (221,000)
      Increase in deferred tax liability                                               38,000                     -
                                                                                   -----------           -----------
        TOTAL ADJUSTMENTS                                                             (78,000)             (953,000)
                                                                                   -----------           -----------
        NET CASH USED IN OPERATING ACTIVITIES                                         (312,000)            (395,000)
                                                                                   -----------           -----------
Cash flows used in investing activities:
    Purchases of property and equipment                                               (192,000)            (865,000)
    Artifact recovery costs                                                                              (2,009,000)
                                                                                   -----------           -----------
        NET CASH USED IN INVESTING ACTIVITIES                                         (192,000)          (2,874,000)
                                                                                   -----------           -----------
Cash flows from financing activity:
    Proceeds from loan payable                                                              --              250,000
                                                                                   -----------           -----------

Effect of exchange rate changes on cash                                                 48,000                   --
                                                                                   -----------           -----------
Net decrease in cash and cash equivalents                                             (456,000)          (3,019,000)

Cash and cash equivalents at beginning of period                                       623,000            3,065,000
                                                                                    -----------          -----------
Cash and cash equivalents at end of period                                         $   167,000           $   46,000
                                                                                    ===========          ===========

SUPPLEMENTAL SCHEDULE OF NONCASH INVESTING ACTIVITIES:

   Common stock issued to acquire intangible assets                                $   819,000           $  900,000
                                                                                    ===========          ===========
   Assets acquired in conversion of intangible assets                              $   555,000           $        -
                                                                                    ==========           ===========

</TABLE>

                            See Notes to Consolidated Financial Statements


                                       5
<PAGE>


                                              RMS TITANIC, INC. AND SUBSIDIARIES
                          NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Note 1 -  RMS  Titanic,  Inc.  formed two  wholly  owned  foreign  subsidiaries,
          Whitestar  Marine  Recovery,  Ltd.  ("Whitestar")  and  Danepath  Ltd,
          ("Danepath")   during   April  and  June   2000,   respectively.   The
          consolidated financial statements include the accounts of RMS Titanic,
          Inc. and these subsidiaries.  All material  inter-company balances and
          transactions have been eliminated in consolidation.

          The  accompanying   consolidated   financial  statements  contain  all
          adjustments  necessary to present fairly the financial position of RMS
          Titanic,  Inc. and  subsidiaries  (collectively,  the "Company") as of
          August 31, 2001 and their results of  operations  and their cash flows
          for the three month and six month  periods  ended  August 31, 2001 and
          2000.  Results of operations  for the three month period and six month
          period ended  August 31, 2001 are not  necessarily  indicative  of the
          results that may be expected for the year ending February 28, 2002.

          For  comparability,  certain  February  28,  2001  amounts  have  been
          reclassified,  where appropriate to conform to the financial statement
          presentation used as of August 31, 2001.

Note 2 -  Basic  earnings  (loss) per common  share  ("EPS") is  computed as net
          earnings  (loss)  divided  by the  weighted-average  number  of common
          shares  outstanding  for the  period.  Diluted  EPS  representing  the
          potential  dilution  that could  occur  from  common  shares  issuable
          through stock-based  compensation including stock options,  restricted
          stock  awards,  warrants  and  other  convertible  securities  is  not
          presented  for the three and six month  periods  ended August 31, 2001
          and 2000 since there was no dilutive effect of potential common shares
          or the  dilutive  effect is not  material.

Note 3 -  In May 2001, the Company  acquired the rights to the shipwreck the RMS
          Carpathia (the "Carpathia"). The Carpathia was the vessel that rescued
          the  survivors  from the Titanic.  The value that was assigned to this
          asset  ($1,374,000)  is the  un-amortized  value of  other  intangible
          assets  purchased  by the  Company in April 2000 from this same entity
          ($555,000),  plus the fair  market  value of  1,104,545  newly  issued
          shares of common stock ($819,000).

Note 4 -  In May 2001, the Company extended the term of its licensing  agreement
          with SFX which  holds an  exclusive  worldwide  license to exhibit the
          Company's  Titanic  Artifacts.  An  extension  to renew  the  existing
          agreement  was granted  until  December 15,  2002.  During the quarter
          ended August 31, 2001,  the Company  earned an additional  $384,000 in
          revenues  because of the  revenue  sharing  provision  of the  present
          licensing agreement.

Note 5 -  The Company had  charter  revenues of $438,000  during the three month
          period  ended  August 31, 2001.  These  revenues,  from the use of its
          ship, the SV Explorer,  are recorded within the accounting period when
          earned.


                                       6
<PAGE>

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS

The following  discussion provides information to assist in the understanding of
the Company's financial condition and results of operations,  and should be read
in  conjunction  with the  financial  statements  and  related  notes  appearing
elsewhere herein.

RESULTS OF OPERATIONS

FOR THE QUARTER ENDED AUGUST 31, 2001 VERSUS THE QUARTER ENDED AUGUST 31, 2000

FOR THE SIX MONTHS  ENDED AUGUST 31, 2001 VERSUS THE SIX MONTHS ENDED AUGUST 31,
2000

During the second  quarter and the first six months of its 2002 fiscal year (the
"2002 fiscal year"),  the Company's  revenues  decreased  approximately 37% from
$2,149,000 to $1,361,000 and 54% from $4,307,000 to $1,973,000, respectively, as
compared to the second  quarter and the first six months of its 2001 fiscal year
(the "2001  fiscal  year").  These  changes  were  principally  attributable  to
decreases in  exhibition  and related  merchandise  sales of  approximately  59%
during the second  quarter  and 67% during  first six months of the 2002  fiscal
year,  as compared to the  corresponding  periods of the 2001 fiscal  year.  The
present  level of these  revenues  reflect the present  licensing  agreement  in
effect  that  provides  for lower  guaranteed  payments  with a revenue  sharing
provision.  During the recent quarter ended August 31, 2001, the Company derived
charter revenues of $438,000 within its Danepath subsidiary for the use of it SV
Explorer vessel. There was no comparable charter revenue in the prior quarter or
the year ago periods.  The Company  conducted an expedition to the Titanic wreck
site during the summer of 2000 and  utilized  its vessel in that  operation.  An
expedition  to the Titanic  wreck site was not  undertaken  during the summer of
2001.

Merchandise  and other  revenue  increased  approximately  210% from  $10,000 to
$31,000,  during the second  quarter of the 2002  fiscal year as compared to the
second  quarter of the 2001 fiscal year,  and increased  approximately  215%, to
$41,000  from  $13,000  during the first six months of the 2002  fiscal  year as
compared to the first six months of the 2001  fiscal  year.  A large  portion of
this increase is attributed to royalties the Company received.

The Company's sale of coal increased to $25,000 from $11,000,  or  approximately
127% during the second quarter of the 2002 fiscal year as compared to the second
quarter of the 2001 fiscal  year,  and  increased  from  $35,000 to $47,000,  or
approximately  34%  during  the first  six  months  of the 2002  fiscal  year as
compared  to the first six months of the 2001  fiscal  year.  This  increase  is
largely attributed to recent marketing efforts for such sales during the current
fiscal year.

During the fiscal  year 2002 there were no  significant  expedition  expenses as
comparable to second  quarter of the 2001 fiscal year. In that year,  expedition
expenses of $418,000  were  incurred for the three month period and $519,000 for
the six month period,  respectively,  in the expedition to the wreck site of the
Titanic.  No expedition to the Titanic wreck site occurred in the current fiscal
year.

The Company's costs of charters were $97,000 for the three and six month periods
ended August 31,  2001.  There were no charters in the prior year periods as the
Company  utilized its vessel,  the SV Explorer,  in the 2000  expedition  to the
Titanic wreck site.

The Company's general and  administrative  expenses decreased to $1,048,000 from
$1,230,000,  or  approximately  15% during the second quarter of the 2002 fiscal
year as compared to the second quarter of the 2001 fiscal year, and decreased to
$1,746,000 from $2,651,000,  or approximately 34% during the first six months of
the 2002  fiscal  year as  compared  to the first six months of the 2001  fiscal
year.  Legal and  professional  fees were reduced over the  comparable  year ago
periods for both the quarter and six months periods ended August 31, 2002. Legal
expenses in the prior fiscal year  periods  included  indemnification  for legal
costs for parties named in the former management's  lawsuit.  For the six months
period ended August 31, 2001,  legal and  professional  fees were $479,000 lower
than the same year ago six month period again for the same reasons.

                                       7
<PAGE>


The Company's  depreciation and amortization  expenses  decreased $61,000 or 38%
from $159,000 to $98,000,  and $25,000,  or 9% from $277,000 to $252,000  during
the second  quarter and first six months of the 2002 fiscal year,  respectively,
as  compared  to the  corresponding  periods  of the  2001  fiscal  year.  These
decreases reflect the lower amortization  expenses incurred during these periods
as part of the  acquisition of the Carpathia  Rights and the disposal of certain
intangible assets relating to potential wreck sites.

The Company's income before provision for income taxes decreased to $89,000 from
$370,000 or approximately  76% during the second quarter of the 2002 fiscal year
as compared to the same period in fiscal year 2000.  During the first six months
of the 2002 fiscal year the Company experienced a loss of $234,000,  as compared
to income of $916,000 in the corresponding period of the 2001 fiscal year. These
decreases are attributed to lower revenues  obtained in the licensing of Titanic
artifacts during the current fiscal year.

The Company's net income was $89,000, or $0.00 per share, for the second quarter
ended in the 2002 fiscal year as compare to net income of $236,000, or $0.01 per
share,  in the same quarter in fiscal year 2001.  For the six month period ended
August 31, 2001 of fiscal year 2002 the  Company  had net loss of  $234,000,  or
($.01) per share,  as compared to a net income of $558,000,  or $0.03 per share,
in the previous fiscal year 2001 period.


                         LIQUIDITY AND CAPITAL RESOURCES

Net cash used in  operating  activities  was  $312,000  for the six months ended
August 31, 2001 as  compared  to  $395,000  in the same prior year period  ended
August 31,  2000.  This  decrease in cash used in operating  activities  for the
current year is primarily  attributed to the issuance of common stock to pay for
services  that  offset  the  loss of  $234,000  adjusted  for  depreciation  and
amortization  by $252,000 and the increase in accounts  receivables  of $670,000
during the quarter.

For the six months ended August 31, 2001, cash used in investing  activities was
$192,000  and  represented  purchase  of  equipment  for  its  marine  operating
subsidiary.  In the prior  year  period,  the  Company  incurred  $2,874,000  in
expenditures  for its  expedition  to the Titanic wreck site and the purchase of
its vessel, the SV Explorer and related equipment.

The Company's deficit working capital and stockholders' equity were $537,000 and
$13,728,000,  respectively  at August  31,  2001 as  compared  to  $854,000  and
$12,751,000, respectively, at February 28, 2001.

Management  plans to continue  with the  exploration  of the Titanic and recover
additional  artifacts  pursuant  to  its  rights  as  salvor-in-possession.   In
addition, with the acquisition of ownership rights to the Carpathia, the Titanic
rescue  ship,  the  Company  expects to benefit  from the  recovery  and sale of
artifacts  from that wreck site.  Management  plans to utilize its  research and
recovery vessel, SV Explorer, for recovery operations on the Carpathia and other
wrecks  and,  to the  extent  possible,  charter  the vessel as it has done this
fiscal year.

During  May  2001,  the  exhibition  tour  agreement  with a  subsidiary  of SFX
Entertainment,  Inc. was amended.  An extension of this agreement was granted by
the Company to provide for exhibitions to December 2002.

Management may need to raise additional capital as necessary in order to conduct
future  expeditions  to  the  Titanic  wreck  site  to  maintain  the  Company's
salvor-in-possession  status.  Future  expeditions are necessary to maintain the
Company's salvor-in-possession status.

In order to maintain its  salvor-in-possession  status,  the Company may have to
commence  judicial  proceedings  against  third-parties  who interfere  with the
Company's  rights.  Such  proceedings  could be  expensive  and  time-consuming.
Additionally, the Company, in order to maintain its salvor-in-possession status,
needs to,  among  other  things,  maintain a  reasonable  presence  at the wreck
through  periodic  expeditions.  The Company will be required to incur the costs
for  future  expeditions  to  maintain  its  salvor-in-possession   status.  The
Company's  ability to undertake  future  expeditions  may be dependent  upon the
availability of financing from various sources.  No assurances can be given that
financing will be available on satisfactory terms.

                                       8
<PAGE>


In connection with its activities  outside of the United States,  the Company is
exposed to the risk of currency  fluctuations  between the United  States dollar
and  certain  foreign  currencies.  If the  value of the  United  States  dollar
increases in relation to foreign currency, the Company's potential revenues from
exhibition  and  merchandising  activities  outside of the United States will be
adversely  affected.  During the  quarter  ended  August 31,  2001,  the Company
incurred a gain of $48,000 because of changes in the exchange rates with respect
to foreign  currencies  in which the Company  transacts  business.  Although the
Company's financial  arrangements with foreign parties may be based upon foreign
currencies,  the  Company  has  sought  and  will  continue  to seek to base its
financial  commitments and  understandings  upon the United States Dollar in its
material business transactions so as to minimize the adverse potential effect of
currency fluctuations.

Except for historical  information  contained  herein,  this Quarterly Report on
Form 10-Q contains forward-looking  statements within the meaning of the Private
Securities  Reform Act of 1995 which  involve  certain  risks and  uncertainties
including,  without  limitation,  the Company's  needs,  as discussed  above, to
obtain  additional  financing in order to achieve its objectives and plans.  The
Company's   actual  results  or  outcomes  may  differ   materially  from  those
anticipated.  Important  facts  that  the  Company  believes  might  cause  such
differences  are  discussed  in  the  cautionary  statements   accompanying  the
forward-looking  statements  as well as in the  risk  factors  discussed  in the
Company's  Annual  Report on Form 10-K.  Although the Company  believes that the
assumptions  underlying  the  forward-looking  statements  contained  herein are
reasonable, any of the assumptions could be inaccurate, and therefore, there can
be no assurance  that the  forward-looking  statements  contained in this Report
will prove to be accurate. In light of the significant uncertainties inherent in
the   forward-looking   statements   included  herein,  the  inclusion  of  such
information  should not be  regarded as a  representation  of the Company or any
other such person that the objectives and plans of the Company will be achieved.

                                       9
<PAGE>




                                     PART II

                                OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS.

         There has been no material change in the legal  proceedings  discussed
         in the  Company's  Annual  Report  on Form  10-K  for the  year  ended
         February 28, 2001.

ITEM 2.  CHANGES IN SECURITIES.

         None.

ITEM 3.  DEFAULT UPON SENIOR SECURITIES.

         None.

ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

         None.

ITEM 5.  OTHER INFORMATION.

         None.

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K.


    (a)  EXHIBITS

         None.



    (b)  REPORTS ON FORM 8-K

         None.

                                       10
<PAGE>


                                   SIGNATURES

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

                                  RMS TITANIC, INC.
                                  (Registrant)



Dated:   October 18, 2001
                                  By:  /s/ Gerald Couture
                                  -------------------------------------------
                                  Gerald Couture, Vice President Finance