QUARTERLY REPORT FOR SMALL BUSINESS ISSUERS SUBJECT
                     TO THE 1934 ACT REPORTING REQUIREMENTS

                                   FORM 10-QSB

                     U.S. SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

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

                   For the quarterly period ended     June 30, 2002
                                                  ------------------------------

[   ]    TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE
         EXCHANGE ACT

For the transition period from                       to
                               ---------------------    ------------------------
Commission file number     0-29363
                      ----------------------------------------------------------

                                    The Players Network
--------------------------------------------------------------------------------
        (Exact name of small business issuer as specified in its charter)

                  Nevada                                      880343702
--------------------------------------------------------------------------------
         (State or other jurisdiction of                     (IRS Employer
         incorporation or organization)                   Identification No.)

(Issuer's telephone number)         (702) 895-8884
                             ---------------------------------------------------

                                 Not Applicable
--------------------------------------------------------------------------------
             (Former name, former address and former fiscal year, if
                           changed since last report)

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

                APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
                   PROCEEDINGS DURING THE PRECEDING FIVE YEARS

         Check whether the registrant  filed all documents and  reports required
to  be  filed  by  Section 12,  13,  or  15(d) of  the Exchange  Act  after  the
distribution of securities under a plan confirmed by a court.
                                                    Yes                No
                                                        ------------      ------

                      APPLICABLE ONLY TO CORPORATE ISSUERS

         State the number of shares  outstanding of each of the issuer's classes
of common equity, as of the latest practicable date: 12,165,527 shares of common
stock, par value $.001 per share as of July 31, 2002.

         Transitional Small Business Disclosure Format (check one):
                                                             Yes [   ]  No [ X ]

<PAGE>


                                TABLE OF CONTENTS

                                                                            PAGE







PART I - FINANCIAL INFORMATION................................................1

Item 1.  Financial Statements.................................................1

Item 2.  Management's Discussion and Analysis or Plan of Operation............8

PART II - OTHER INFORMATION..................................................11

Item 1.  Legal Proceedings...................................................11

Item 2.  Changes in Securities and Use of Proceeds...........................11

Item 3.  Defaults Upon Senior Securities.....................................12

Item 4.  Submission of Matters to a Vote of Securities Holders...............12

Item 5.  Other Information...................................................12

Item 6.  Exhibits and Reports on Form 8-K....................................12


                                      -i-

<PAGE>





PART I - FINANCIAL INFORMATION














                               THE PLAYERS NETWORK


                         CONDENSED FINANCIAL STATEMENTS


                     SIX MONTHS ENDED JUNE 30, 2002 AND 2001




                                       1
<PAGE>


                               THE PLAYERS NETWORK



                     INDEX TO CONDENSED FINANCIAL STATEMENTS




Condensed Balance Sheet as of June 30, 2002                                3


Condensed Statement of Operations
   Six Months and Three Months Ended June 30, 2002 and 2001                4


Condensed Statement of Cash Flows
   Six Months and Three Months Ended June 30, 2002 and 2001                5


Notes to Condensed Financial Statements                                   6-7



                                       2

<PAGE>



                               THE PLAYERS NETWORK
                             CONDENSED BALANCE SHEET
                                  JUNE 30, 2002
ASSETS
      Current assets
          Cash                                                    $   5,526
          Accounts receivable                                        26,643
          Prepaid expenses                                           12,526
          Prepaid barter credits                                     23,500
                                                             ---------------
              Total current assets                                   68,195

      Property and equipment - net                                  338,052

      Capitalized video production costs - net                      783,543

      Capitalized web site development costs - net                   59,787

      Intangible and other assets                                     7,595
                                                             ---------------
          Total assets                                          $ 1,257,172
                                                             ===============

LIABILITIES AND STOCKHOLDERS' EQUITY
      Current liabilities
          Accounts payable                                        $ 160,663
          Accrued expenses                                            5,738
          Accrued expenses due stockholders                          11,905
          Shareholder Notes                                           1,363
          Current portion of long-term liabilities                   40,778
          Deferred Revenue                                           32,916
                                                             ---------------
               Total current liabilities                            253,363
      Long-term liabilities, less current portion                    61,916
                                                             ---------------
              Total liabilities                                     315,279
                                                             ---------------

Stockholders' Equity
          Common stock, $.001 par value;
              25,000,000 shares authorized,
              12,165,527 shares issued and
              outstanding                                            12,165
          Additional paid-in capital                              7,090,433
          Accumulated deficit                                   (6,160,705)
                                                             ---------------
              Stockholders' equity                                  941,893
                                                             ---------------
          Total liabilities and stockholders' equity            $ 1,257,172
                                                             ===============

                                       3
<PAGE>

<TABLE>

                               THE PLAYERS NETWORK
                        CONDENSED STATEMENT OF OPERATIONS
                SIX AND THREE MONTHS ENDED JUNE 30, 2002 AND 2001
<CAPTION>

                                                For the six months ended                 For the three months ended
                                                ------------------------                 --------------------------
                                               2002                2001                 2002               2001
                                          ----------------    ----------------     ----------------    ----------------
     Revenues
<S>                                          <C>                 <C>                     <C>                   <C>
        Network                              $   $251,765        $    112,060            $  94,803             $76,050
        Advertising                                                                                             13,565
                                                    5,985              29,485                    -
        Production and other                       17,757             146,755               12,561             102,677
                                          ----------------    ----------------     ----------------    ----------------
          Total revenues                          275,507             288,300              107,364             192,292
                                          ----------------    ----------------     ----------------    ----------------

     Operating expenses
        Cost of production                         20,839                   0               10,789                   0
        Selling, general and                      383,361             434,670              201,162             236,948
        administrative
        Depreciation and amortization             211,210             245,927              101,880             125,950
                                          ----------------    ----------------     ----------------    ----------------
           Total operating expenses               615,410             680,597              313,831             362,898
                                          ----------------    ----------------     ----------------    ----------------

     Other expenses
        Interest expense                           16,089              16,229                7,515               7,738
        Other expense                              18,290                                   18,290
                                          ----------------    ----------------     ----------------    ----------------

     Net Income (Loss)                       $   (374,282)          $(408,526)           $(232,272)          $(178,344)
                                          ================    ================     ================    ================

     Basic and Diluted earnings (loss)       $     (0.034)           $ (0.044)            $ (0.019)         $   (0.019)
     per share

     Weighted average shares outstanding       11,165,439           9,362,320           12,048,165           9,439,643

SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS.

</TABLE>


                                        4
<PAGE>

<TABLE>

                               THE PLAYERS NETWORK
                        CONDENSED STATEMENT OF CASH FLOWS
                                   (UNAUDITED)

<CAPTION>


                                                   For the six months ended     For the three months ended
                                                   ------------------------     --------------------------
                                                     2002           2001           2002          2001

<S>                                               <C>            <C>            <C>            <C>
Cash flows from operating activities              $ (33,955)     $ (67,119)     $  52,352      $  20,671

Cash flows from investing activities                (10,642)       (91,656)       (21,773)       (47,479)

Cash flows from financing activities                 20,908         92,488         (6,173)         8,634
                                                  ---------      ---------      ---------      ---------

Net increase (decrease) in cash                     (23,689)       (66,287)        24,406        (18,174)

Cash at beginning of period                          29,215         71,885        (18,880)        22,961
                                                  ---------      ---------      ---------      ---------

Cash at end of period                             $   5,526      $   5,598      $   5,526      $   4,787
                                                  =========      =========      =========      =========

Supplemental cash flow information
                       Interest paid              $   9,844      $  14,155      $   4,773      $   7,588

Non-cash investing and financing activities

          Common stock issued in exchange for
             notes payable, stockholder           $ 159,412      $    --        $ 159,412      $    --

          Common stock issued in exchange for
             compensation owed stockholders       $  69,458      $    --        $  69,458      $    --

          Common stock issued in exchange for
             services                             $  91,900      $   3,360      $  46,300      $   3,360

</TABLE>

                                       5
<PAGE>


                                 PLAYERS NETWORK

                          NOTES TO FINANCIAL STATEMENTS


NOTE 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The accompanying  unaudited interim financial statements of Players Network have
been prepared in accordance with accounting principles generally accepted in the
United States of America and the rules of the Securities and Exchange Commission
("SEC"), and should be read in conjunction with the audited financial statements
and notes thereto  contained in Players'  Registration  Statement filed with the
SEC on Form SB-2. In the opinion of management,  all adjustments,  consisting of
normal  recurring  adjustments,  necessary for a fair  presentation of financial
position and the results of operations  for the interim  periods  presented have
been reflected herein. The results of operations for interim are not necessarily
indicative  of the  results  to be  expected  for the  full  year.  Notes to the
financial   statements  which  would  substantially   duplicate  the  disclosure
contained in the 2001 audited financial  statements,  as reported in the 10-KSB,
have been omitted.


NOTE 2 - COMMON STOCK ISSUANCES

On May 10,  2002,  the  Company  exchanged  $159,412 of  Shareholders  Notes for
1,328,331  shares of the Company's  Common Stock.  On May 10, 2002,  the Company
exchanged  $69,458 of unpaid  compensation  for 578,816  shares of the Company's
Common Stock. During the quarter ended June 30, 2002, the Company issued 385,833
shares of its Common Stock in exchange for services.




ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION


            MANAGEMENT'S DISCUSSION AND ANALYSIS OF PLAN OF OPERATION



Overview
--------

         We provide television  programming and produce videos related to gaming
instruction  and  information for hotel casinos on a private cable channel known
as "PLAYERS  NETWORK." We also have a working  sound stage in Las Vegas which we
use for video production and we also rent it to various production companies.

         We  adopted  revenue  recognition  policies  to comply  fully  with the
guidance in Staff Accounting Bulletin No. 101, "Revenue Recognition in Financial
Statements."  Network  revenue  consists  of initial,  subscription  and renewal


                                       6

<PAGE>

revenues.  Network revenue includes nonrefundable fees paid in advance, which is
recognized on a straight-line  basis over the contractual term. Deferred initial
and  subscription  fees were $33,000 for the six months ended June 30, 2002, all
of which was  current.  There was no deferred  revenue for the six months  ended
June 30, 2001. We recognize  advertising  revenue when advertisements are aired.
Production and other  revenues  consist of video  production,  stage rentals and
other  production-related  revenues.  We recognize video production revenue when
video  production is completed and accepted by the customer.  We recognize stage
rental and other production revenue when the stage rental period has expired.

         Since June 1999,  we have pursued an Internet and  broadband  strategy.
Our website  "PLAYERSNETWORK.COM"  provides  consumers with gaming "How to Play"
information in print form and video from our existing  library of  instructional
gaming  videos.  The  web  site  also  provides   information  on  almost  every
casino/gaming site worldwide.  In addition,  the site provides financial reports
on casino and gaming company stocks. The website is syndicated as part of the BT
openworld network.

         We are  establishing  ourself as a digital  web  broadcaster  of gaming
related content.

         We had accumulated  operating  deficits of $6,161,000 and $5,692,000 as
of June 30, 2002 and 2001, respectively. However, we had stockholders' equity of
$942,000 and $1,069,000 as of June 30, 2002 and 2001, respectively.

         We  expect  operating  losses  and  negative  operating  cash  flows to
continue for at least the next twelve months.  We anticipate  losses to continue
because we expect  additional costs and expenses  related to brand  development;
marketing and other  promotional  activities;  hiring of  management,  sales and
other personnel;  the expansion of infrastructure and customer support services;
strategic  relationship  development;  and  potential  acquisitions  of  related
complementary businesses.


                                       7
 <PAGE>


Liquidity and Capital Resources
-------------------------------

         Our principal source of operating  capital has been provided by private
sales of the Company's  common stock and  stockholder  loan, as well as revenues
from  operations.  At June  30,  2001,  we had  working  capital  deficiency  of
approximately $185,000.  However, $33,000 are deferred revenues from our in-room
television network, $12,000 is owed to officers and directors.

         In earlier  periods,  we issued a combination  of cash and common stock
and/or  stock  options  in  lieu of cash to  vendors,  outside  consultants  for
services,  asset  acquisitions  and payment of debts. The Board of Directors has
asked  management to reduce our reliance on the issuance of securities  for this
purpose.  We issued  $91,000 in stock and options  for this  purpose for the six
months  ended June 30, 2002  compared to $9,000 in the six months ended June 30,
2001.

         As part of our media business, we expect to continue to enter into some
barter  arrangements.   As  a  result  of  these  transactions,   we  recognized
approximately  $21,000  and  $26,000 in barter  revenue,  $57,500 and $13,500 in
advertising expenses, and $26,000 and $2,500 in travel and meal expenses for the
six months ended June 30, 2002 and 2001, respectively.

         Although we have  experienced  little revenue  growth,  this may not be
indicative  of future  operating  results and there can be no assurance  that we
will achieve or maintain  profitability.  Due to these factors,  we believe that
period-to-period  comparisons of its results of operations are not necessarily a
good indication of future performance.  The results of operations in some future
periods may be below the expectations of analysts and investors.

         We anticipate capital  expenditures of less than $250,000 for operation
of PLAYERSNETWORK.COM,  web broadcasting  activities and video production during
the next twelve  months.  We believe that the current cash flows  generated from
our revenues may not be sufficient to fund our anticipated  operations.  We will
require  additional  funding to finance our operations through private sales and
public debt or equity  offerings.  However,  there is no  assurance  that we can
obtain such financing.

         At June 30, 2001, we had five full-time employees.


                                       8
<PAGE>


Recent Events
-------------

         On July 22,  2002 we  entered  into a binding  letter  agreement  to be
acquired,  subject to due  diligence,  shareholders'  approval  and all required
regulatory  approvals.  REB Gaming Inc. ("REB") negotiated the agreement with us
on behalf of Northfield Inc. ("Northfield"),  a Canadian corporation, which will
acquire our outstanding shares in a share exchange transaction. The value of the
transaction is approximately  US $4.16 million,  representing US $0.32 per share
for  all of the  approximately  13,000,000  shares  currently  outstanding.  The
prospective  price of the  Northfield  shares to be issued is tied to the market
price for Northfield shares with a ceiling of Cdn. $1.50 (approx.  US $1.00) per
share.  We  expect  to  operate  as  a  wholly-owned  subsidiary  of  Northfield
continuing  our  business  plan to  capitalize  on  gaming-centric  content  for
television and the Internet. The letter agreement also provides for a loan to us
of US  $150,000.  The loan is secured by a random 50% of our content  library or
other collateral acceptable to REB. However, if a transaction is not consummated
by December 31, 2002, under certain  circumstances the loan will convert into an
earned fee for us. As of August 19,  2002,  Northfield  had not yet tendered the
loan  funds to us and we agreed in any event not to spend the loan  funds  until
REB and Northfield  were satisfied with their due diligence  investigation  that
concludes by August 24, 2002.

         In May 2002, we signed an agreement with a casino hotel chain to supply
our in-room cable channel for its hotel.  In addition,  the agreement  calls for
syndicating  our video  for the  hotel  chain's  corporate  web  site,  creating
customized  production and content for its in-room cable  channel.  The contract
value over the 24-month life is approximately $130,000.



Results of Operations - Six Months Ended June 30, 2002 and 2001
---------------------------------------------------------------

         Revenues  decreased 5% from  $288,000 for the six months ended June 30,
2001 to  $276,000  for the six months  ended June 30,  2002.  For the six months
ended June 30, 2002, we had $252,000 in Network  Revenue,  $6,000 in Advertising
Revenue and $18,000 in  Production  and Other  Revenue,  compared to $112,000 in
Network Revenue,  $29,000 in Advertising  Revenue and $147,000 in Production and
Other Revenue for the six months ended June 30, 2001.  Revenues,  from bartering
advertising  spots in exchange for  magazine  advertising  and travel  expenses,
decreased from  approximately  $16,000 during the six months ended June 30, 2001
to $21,000 during the six months ended June 30, 2002.

         Selling and administrative expenses decreased 12% from $435,000 for the
six months  ended June 30,  2001 to $383,000  for the six months  ended June 30,
2002. The decrease in selling,  general and administrative  expenses, was due to
decreases  in payroll  expenses  from  $176,00 to  $119,000,  while  advertising

                                       9

<PAGE>

expense  increased  from  $29,000 to $56,000  due to the write off of $54,000 in
barter advertising credits.  Certain expenses,  primarily consulting,  were paid
with common  stock of $0 and $51,000 for the six months  ended June 30, 2001 and
June 30, 2002, respectively.

         Stock-based  compensation  charged  to  operations  was $0 for  the six
months ended June 30, 2002  compared to $5,800 for the six months ended June 30,
2001.  Stock-based  compensation  consists  of warrants  and  options  issued to
outside service providers in lieu of cash.

         Depreciation and  amortization  decreased 14% from $246,000 for the six
months ended June 30, 2001 to $211,000 for the six months ended June 30, 2002.

         Interest expenses remained level, $16,200 for the six months ended June
30, 2001 to $16,100 for the six months ended June 30, 2002.


Inflation
---------

         In the opinion of management,  inflation has not had a material  effect
on our operations.


Risk Factors and Cautionary Statements
--------------------------------------

         Forward-looking  statements  in this  report are made  pursuant  to the
"safe harbor"  provisions  of the Private  Securities  Litigation  Reform Act of
1995.  We wish to advise  readers that actual  results may differ  substantially
from such forward-looking  statements.  Forward-looking statements involve risks
and  uncertainties  that could cause actual  results to differ  materially  from
those expressed in or implied by the statements,  including, but not limited to,
the following:  our ability to meet cash and working capital needs,  our ability
successfully  to market our  product,  and other risks  detailed in our periodic
report filings with the Securities and Exchange Commission.


PART II - OTHER INFORMATION

ITEM 1.    LEGAL PROCEEDINGS

         None.

ITEM 2.  CHANGES IN SECURITIES AND USE OF PROCEEDS

During the  quarter  ended June 30,  2002 the issuer  sold  shares of its Common
Stock without  registration  under the  Securities  Act of 1933, as amended,  in
reliance on the  exemption  provided by Section 4(2) of that Act and without the
use of underwriters. This action was effected pursuant to board authorization on
May 10,  2002.  Pursuant  to that  authorization  the  Company  agreed  to issue
1,328,331 shares of its Common Stock in exchange for shareholder loans valued at
$159,412;  578,816  shares of its  Common  Stock in  exchange  for  amounts  due

                                       10


<PAGE>

officers and directors valued at $64,458; and 385,883 shares of its Common Stock
in exchange for services valued at $46,300.



<PAGE>

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES

         None.

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

         None.

ITEM 5.  OTHER INFORMATION

         None.

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

(a)      EXHIBITS

Exhibit Number
Page No.                  Title of Exhibit
--------                  ----------------

 2                        Letter Agreement  with REB Gaming Inc. regarding share
                          exchange   acquisition  of   The  Players  Network  by
                          Northfield Inc., dated July 22, 2002 (1)

99.1                      Certification  pursuant  to  Section  18U.S.C.1350  as
                          adopted pursuant  to Section 906 of the Sarbanes-Oxley
                          Act of 2002
----------
(1)  Per Regulation S-B, Item 601(b)(2), this Exhibit will be provided to the
Commission upon request.






(b) REPORTS ON FORM 8-K

         A Current  Report on Form 8-K,  dated July 22, 2002, was filed with the
Commission  with respect to the binding  letter  agreement for a share  exchange
transaction  with  Northfield,  Inc.,  a  Canadian  corporation,  subject to due
diligence,  approval  of the  Company's  shareholders  and  Canadian  regulatory
approval.

                                       11

<PAGE>


                                   SIGNATURES

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


                                               THE PLAYERS NETWORK


                                              By:      /s/ Mark Bradley
                                                 -------------------------------
                                              Its:  Chief Executive Officer


                                       12