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

                                   Form 10-QSB

(Mark One)

[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: 0-32795
--------------------------------------------------------------------------

                            FOXY JEWLERY, INC.
--------------------------------------------------------------------------
    (Exact name of small business issuer as specified in its charter)

             NEVADA                               88-0442629
--------------------------------             ---------------------
(State or other jurisdiction of               (I.R.S. Employer
incorporation or organization)                Identification No.)

          2620 So. Maryland Parkway, #402, Las Vegas, Nevada  89109
          -----------------------------------------------------------
           (Address of principal executive offices)        (Zip Code)

                 Issuer's telephone number (702) 471-7106
                                           --------------

-------------------------------------------------------------------------

Check whether the issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act of 1934 during the past 12
months (or 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
                    PROCEEDING 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

                                        1
<PAGE>

The Registrant has 15,000,000 Common Stock, authorized, 2,027,000 shares
of Common stock issued and outstanding, par value $0.001 per share as of
June 30, 2002.  Preferred Stock, $0.001 par value per share, 10,000,000
shares authorized, no Preferred Stock issued nor outstanding as of
June 30, 2002.


Traditional Small Business Disclosure Format (check one)

                                         Yes [  ] No [X]


                                       2

<PAGE>



PART I.  FINANCIAL INFORMATION

Item 1.   Financial Statements.................................   3
          Balance Sheet (unaudited)............................   4
          Statements of Operations (unaudited).................   5
          Statements of Cash Flows (unaudited).................   6
          Notes to Financial Statements........................  7-8

Item 2.  Management's Discussion and Analysis of Plan
           of Operation........................................   9


PART II. OTHER INFORMATION

Item 1.   Legal Proceedings....................................  15

Item 2.   Changes in Securities and Use of Proceeds............  15

Item 3.   Defaults upon Senior Securities......................  15

Item 4.   Submission of Matters to a Vote
           of Security Holders.................................  15

Item 5.   Other Information..................................... 15

Item 6.   Exhibits and Reports on Form 8-K...................... 15

Signatures...................................................... 16


PART I. FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS AND EXHIBITS

The unaudited financial statements of registrant for the six months ended
June 30, 2002, follow.  The financial statements reflect all adjustments
which are, in the opinion of management, necessary to a fair statement of
the results for the interim period presented.


                                      3

<PAGE>



                                FOXY JEWELRY, INC.
                           (A DEVELOPMENT STAGE COMPANY)
                                   BALANCE SHEETS

<TABLE>
<CAPTION>

BALANCE SHEETS
                                                  (unaudited)
                                                   June 30,     December 31,
                                                      2002           2001
                                                  ------------   ------------
<S>                                               <C>            <C>
ASSETS
Current assets:
   Cash                                           $          5   $     21,286
   Inventory                                             8,224          8,224
                                                  ------------   ------------

       Total current assets                              8,229          9,510
                                                  ------------   ------------

   Web development costs, net                            1,950          2,250

                                                  $     10,179   $     11,760
                                                  ============   ============

LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities:
   Due to shareholder                             $        500   $          -
                                                  ------------   ------------
     Total current liabilities                             500              -
                                                  ------------   ------------

Stockholders' Equity:
   Preferred stock, $0.001 par value, 10,000,000
      shares authorized, no shares issued and
      outstanding                                            -              -

   Common stock, $0.001 par value, 15,000,000
      shares authorized, 2,027,700 shares
      issued and outstanding                             2,028          2,028
   Additional paid-in capital                           27,857         27,857
   (Deficit) accumulated during development stage      (20,206)       (18,125)
                                                  ------------   ------------
                                                         9,679         11,760
                                                  ------------   ------------

                                                  $     10,179   $     11,760
                                                  ============   ============
</TABLE>

                                         4

<PAGE>

                                 FOXY JEWELRY, INC.
                           (A DEVELOPMENT STAGE COMPANY)
                              STATEMENT OF OPERATIONS
                                   (unaudited)

<TABLE>
<CAPTION>

STATEMENT OF OPERATIONS

                      Three Months Ending   Six Months Ending
                           June 30,              June 30,        Dec. 12, 1997
                      -------------------  -------------------  (Inception) to
                         2002     2001        2002     2001     June 30, 2002
                      --------- ---------  --------- ---------  --------------
<S>                   <C>       <C>        <C>       <C>        <C>
Revenue               $       - $   1,100  $       - $   1,100  $        1,850
                      --------- ---------  --------- ---------  --------------

Expenses:
  General and
   administrative
   expenses               1,010     4,597      1,791     5,041          21,006
  Amortization              150       150        300       350           1,050
                      --------- ---------  --------- ---------  --------------
     Total expenses       1,160     4,737      2,091     5,391          22,056
                      --------- ---------  --------- ---------  --------------

Net (loss)            $  (1,160) $ (3,637) $  (2,091) $ (4,291)   $    (20,206)
                      ========= ========== =========  =========   =============

Weighted average
 number of common
 shares outstanding -
 basic and fully
 diluted              2,027,700 2,027,700  2,027,700 2,027,700
                      ========= =========  ========= =========

Net (loss) per share-
 basic & fully diluted$  (0.00) $  (0.00)  $  (0.00) $  (0.00)
                      ========= =========  ========= =========

</TABLE>

                                       5

<PAGE>


                                FOXY JEWELRY, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                             STATEMENT OF CASH FLOWS
                                   (unaudited)
<TABLE>
<CAPTION>

STATEMENT OF CASH FLOWS
                                            Six months ending   Dec. 12, 1997
                                                  June 30,      (inception) to
                                           --------------------    June 30,
                                             2002       2001        2002
                                           ---------  --------- -------------
<S>                                        <C>        <C>        <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net (loss)                                 $  (2,081) $  (4,291) $   (20,206)
  Amortization                                   300        350        1,050
  Shares issued for services                       -          -        1,500
Adjustments to reconcile net (loss)
to net cash (used) by operating
activities:
  (Increase) in inventory                          -     (4,924)      (8,224)
                                           ---------  --------- -------------
Net cash (used) by operating activities       (1,781)    (8,865)     (25,880)
                                           ---------  --------- -------------

CASH FLOWS FROM INVESTING ACTIVITIES
  Web site development costs                       -          -      (3,000)
                                           ---------  --------- -------------
Net cash (used) by investing activities            -          -      (3,000)
                                           ---------  --------- -------------

CASH FLOWS FROM FINANCING ACTIVITIES
  Common stock                                     -          -       28,385
  Increase in due from shareholder               500          -          500
                                           ---------  --------- ------------
Net cash provided by financing activities        500          -       28,885
                                           ---------  --------- ------------
Net increase (decrease) in cash               (1,281)    (8,865)           5
Cash - beginning                               1,286     10,975            -
                                           ---------  --------- ------------
Cash - ending                              $       5  $   2,110  $         5
                                           =========  ========= ============

Supplemental disclosures:
  Interest paid                            $       -  $       - $           -
                                           =========  ========= =============
  Income taxes paid                        $       -  $       - $           -
                                           =========  ========= =============
Non-cash investing and financing activities:
                                           ---------  ---------  ------------
Number of shares issued for
services and inventory                             -          -     1,400,000
                                           =========  ========= =============
</TABLE>
                                       6
<PAGE>

                              FOXY JEWELRY, INC.
                         (a Development Stage Company)
                                     Notes


NOTE 1 - BASIS OF PRESENTATION

The  interim financial statements included herein, presented in accordance with
United  States  generally  accepted  accounting  principles  and  stated  in US
dollars,  have  been  prepared  by  the Company, without audit, pursuant to the
rules  and  regulations of the Securities  and  Exchange  Commission.   Certain
information and  footnote disclosures normally included in financial statements
prepared in accordance  with generally accepted accounting principles have been
condensed or omitted pursuant  to  such  rules  and  regulations,  although the
Company  believes  that  the  disclosures  are adequate to make the information
presented not misleading.

These  statements  reflect  all  adjustments, consisting  of  normal  recurring
adjustments,  which, in the opinion  of  management,  are  necessary  for  fair
presentation of  the information contained therein.  It is suggested that these
interim  financial  statements  be  read  in  conjunction  with  the  financial
statements  of  the  Company  for  the period ended December 31, 2001 and notes
thereto included in the Company's Form  10-KSB.   The  Company follows the same
accounting policies in the preparation of interim reports.

Results  of  operations  for the interim periods are not indicative  of  annual
results.

NOTE 2 - GOING CONCERN

These financial statements  have  been  prepared  in  accordance with generally
accepted   accounting   principles   applicable  to  a  going  concern,   which
contemplates the realization of assets  and the satisfaction of liabilities and
commitments in the normal course of business.  As at June 30, 2002, the Company
has accumulated operating losses of approximately  $20,206 since inception. The
Company's  ability  to  continue  as  a going concern is  contingent  upon  the
successful completion of additional financing  arrangements  and its ability to
achieve and maintain profitable operations.  Management plans  to  raise equity
capital  to  finance  the  operating  and  capital requirements of the Company.
Amounts raised will be used to further development  of  the Company's products,
to provide financing for marketing and promotion, to secure additional property
and equipment, and for other working capital purposes.  While  the  Company  is
expending  its  best  efforts to achieve the above plans, there is no assurance
that  any  such activity  will  generate  funds  that  will  be  available  for
operations.

These conditions  raise  substantial  doubt  about  the  Company's  ability  to
continue  as  a  going  concern.  These financial statements do not include any
adjustments that might arise from this uncertainty.




                                      7
<PAGE>

                              FOXY JEWELRY, INC.
                         (a Development Stage Company)
                                     Notes


NOTE 3 - WEB DEVELOPMENT COSTS

The Company has developed  a  website  costing  $3,000  which  is capitalizable
pursuant to EITF No. 00-2 "Accounting for Website Development Costs" as defined
therein.  The Company has recorded amortization expense in the amount  of  $300
during  the  six  months  ending  June  30, 2002 and $350 during the six months
ending June 30, 2001.

NOTE 4 - RELATED PARTY TRANSACTIONS

On September 1, 1998, the Company exchanged 400,000 shares of its $0.001 par
value common stock for inventory purchased at a wholesale price of $500 by
Michael Fox, the Company's president and director.

The Company does not lease or rent any property.   Office services are provided
without  charge  by  a director.  Such costs are immaterial  to  the  financial
statements and, accordingly, have not been reflected therein.  The officers and
directors of the Company  are involved in other business activities and may, in
the future, become involved  in  other  business  opportunities.  If a specific
business opportunity becomes available, such persons  may  face  a  conflict in
selecting between the Company and their other business interests.  The  Company
has not formulated a policy for the resolution of such conflicts.


                                      8
<PAGE>



Item 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF PLAN OF OPERATIONS

The current business plan of Foxy Jewelry, Inc. ("Foxy") or ("Foxy Jewelry")
is to design, and market its jewelry products through its Internet Web Site
(http://www.foxyjewelry.com).  The Company originally planned to design
jewelry pieces that the company would produce and then either sell through
personal contact, place in jewelry stores on consignment or market on the
Company's web site.  Although the Company has not yet abandoned the original
business plan, Foxy is now in the process of developing a new business
strategy.  The Company is currently assessing various options and strategies
to become a profitable corporation.

The Company has a limited operating history upon which an evaluation of
the Company, its current business and its prospects can be based, each
of which must be considered in light of the risks, expenses and
problems frequently encountered by all companies in the early stages
of development, and particularly by such companies entering new and
rapidly developing markets like the Internet.  The Company's prospects
must be considered in light of the risks, uncertainties, expenses and
difficulties frequently encountered by companies in their early stages
of development, particularly companies in new and rapidly evolving
markets such as online commerce.  Based on adverse market conditions and
the failure of many Internet "dot.com" companies, Foxy has reconsidered
its original business plan, and is currently developing other business
strategies.

The ability of the Company to manage its operations, including the amount and
timing of capital expenditures and other costs relating to the expansion of
the company's operations, the introduction and development of different or
more extensive communities by direct and indirect competitors of the Company,
including those with greater financial, technical and marketing resources,
the inability of the Company to attract, retain and motivate qualified
personnel and general economic conditions.

The Company has not achieved profitability to date, and the Company
anticipates that it will continue to incur net losses for the foreseeable
future.  As of June 30, 2002, the Company had an accumulated deficit of
twenty thousand two hundred six ($20,206) dollars.  The Company expects
that its operating expenses will increase, in the areas of accounting fees,
and legal fees in order to maintain its fully reporting status for the
remainder of the year.   Thus, the Company will need to find additional
capital or generate revenues to improve its cash flows.  There can be no
assurances that the Company can achieve or sustain positive cash flows or
that the Company's operating losses will not increase in the future.

                                     9

<PAGE>





The Company is currently assessing various options and strategies to become
a profitable corporation.  The analysis of new businesses opportunities and
evaluating new business strategies will be undertaken by or under the
supervision of the Company's President.  In analyzing prospective businesses
opportunities, management will consider, to the extent applicable, the
available technical, financial and managerial resources of any given business
venture.  Management will also consider the nature of present and expected
competition; potential advances in research and development or exploration;
the potential for growth and expansion; the likelihood of sustaining a profit
within given time frames; the perceived public recognition or acceptance of
products, services, trade or service marks; name identification; and other
relevant factors.  The Company anticipates that the results of operations of
a specific business venture may not necessarily be indicative of the potential
for future earnings, which may be impacted by a change in marketing
strategies, business expansion, modifying product emphasis, changing or
substantially augmenting management, and other factors.

The Company will analyze all relevant factors and make a determination based
on a composite of available information, without reliance on any single
factor.  The period within which the Company will decide to participate in a
given business venture cannot be predicted and will depend on certain
factors, including the time involved in identifying businesses, the time
required for the Company to complete its analysis of such  businesses, the
time required to prepare appropriate documentation and other circumstances.

Going Concern - The Company experienced operating losses for the period ended
June 30, 2002.  The financial statements have been prepared assuming the
Company will continue to operate as a going concern which contemplates the
realization of assets and the settlement of liabilities in the normal course
of business.  No adjustment has been made to the recorded amount of assets or
the recorded amount or classification of liabilities which  would be required
if the Company were unable to continue its operations.  As discussed in Note 2,
"the Company's ability to continue as a going concern is contingent upon the
successful completion of additional financing arrangements and its ability to
achieve and maintain profitable operations.  Management plans to raise equity
capital to finance the operating and capital requirements of the Company."

Loss Per Share - The Company adopted the provisions of Statement of Financial
Accounting Standards ("SFAS") No. 128, "Earnings Per Share" that established
standards for the computation, presentation and disclosure of earnings per
share ("EPS"), replacing the presentation of Primary EPS with a presentation
of Basic EPS.  It also requires dual presentation of Basic EPS and Diluted
EPS on the face of the income statement for entities with complex capital
structures.  The Company did not present Diluted EPS since it has a simple
capital structure.


                                       10

<PAGE>


Results of Operations

During the Second Quarter ended June 30, 2002, the Company did not
generate any revenues.  In addition, the Company does not expect to
generate any profit for the remainder of the fiscal year.

In its most recent six month operating period ended June 30, 2002, the
Company did not generate any revenues, and compared to $1,100 in revenues
for the same period last year.  For the most recent six month period, the
Company incurred a net loss of $2,091 as compared to net loss of $4,291 for
the same period last year, this net loss included general and administrative
expenses of $1,791 and amortization costs of $300.  During the Second Quarter,
the Company continued to seek new strategies for its website.  The majority
of the Company's expenses for the Quarter included administrative fees, which
mainly included accounting fees to fulfill SEC fully reporting requirements.
Since the Company's inception the Company has lost $22,056.

Plan of Operation

Management does not believe that the Company will be able to generate
revenues during the coming year, unless the company can define a better
strategy to market products through its website.  Management does not
believe the company will generate any profit in the near future, as
developmental and marketing costs will most likely exceed any anticipated
revenues.


Liquidity and Capital Resources

On December 12, 1997, the Company issued 1,000,000 shares of it $0.001 par
value common stock to its director and incorporator in exchange for
services valued at $1,000.  These services included incorporating the
Company in the State of Nevada and paying the relevant fees.

On June 7, 1998 the incorporator, sold 600,000 shares of his personally
owned common stock to Mr. Fox.

On September 1, 1998 the Company issued 400,000 shares of it $0.001 par
value common stock to Mr. Fox in exchange for inventory valued at $500.

On December 1, 1999 the company sold 100,000 shares of common stock for
$2,000 to two individuals.  Each party received 50,000 shares at $0.02 per
share.  These shares were sold in a private transaction not involving a
public offering pursuant to Section 4(2) of the Securities Act (the "Act").





                                      11
<PAGE>



On July 28, 2000 the Company completed a Nevada registered Regulation D,
Rule 504, public offering, where is sold five hundred twenty-seven
thousand seven hundred (527,700) shares of it $0.001 par value common
stock to approximately 90 shareholders at $0.05 per share for total cash
of $26,385.

There have been no other issuances of common or preferred stock.  These
are the Company's only significant capitalization events to date.

As of June 30, 2002, the Company has 2,027,700 shares of common stock
issued and outstanding held by approximately 90 shareholders of record.

The Company has limited financial resources available, which has had an
adverse impact on the Company's liquidity, activities and operations.
These limitations have adversely affected the Company's ability to obtain
certain projects and pursue additional business.  Without realization of
additional capital, it would be unlikely for the Company to continue as a
going concern.  In order for the Company to remain a Going Concern it will
need to find additional capital.  Additional working capital may be sought
through additional debt or equity private placements, additional notes
payable to banks or related parties (officers, directors or stockholders),
or from other available funding sources at market rates of interest, or a
combination of these.  The ability to raise necessary financing will depend
on many factors, including the nature and prospects of any business to be
acquired and the economic and market conditions prevailing at the time
financing is sought.  No assurances can be given that any necessary
financing can be obtained on terms favorable to the Company, or at all.

Therefore, management is currently assessing options, so that the Company
can remain a Going Concern.  These options include, but are not limited to:
management advancing the Company funding; a 505/506 Offering; or developing
a strategic alliance with a better funded company.

The Company has no material commitments for capital expenditures nor
does it foresee the need for such expenditures over the next year.


Employees

The Company currently has 2 employees who are both officers and
directors of the Company.  These employees received no compensation
through June 30, 2002.








                                      12
<PAGE>


Market Information

On November 30, 2001, the Company's common stock was cleared for trading on
the OTC Bulletin Board system under the symbol FXYJ.  A very limited market
exists for the trading of the Company's common stock.

There is currently no Common Stock which subject to outstanding options or
warrants to purchase, or securities convertible into, the Company's common
stock.


Dividends

Holders of common stock are entitled to receive such dividends as the board of
directors may from time to time declare out of funds legally  available for the
payment of dividends. No dividends have been paid on our common stock, and we
do not anticipate paying any dividends on our common stock in the foreseeable
future.


Forward-Looking Statements

This Form 10-QSB includes "forward-looking statements" within the meaning
of Section 27A of the Securities Act of 1933, as amended, and Section 21E of
the Securities Exchange Act of 1934, as amended.  All statements, other than
statements of historical facts, included or incorporated by reference in this
Form 10-QSB which address activities, events or developments which the Company
expects or anticipates will or may occur in the future, including such things
as future capital expenditures (including the amount and nature thereof),
finding suitable merger or acquisition candidates, expansion and growth of
the Company's business and operations, and other such matters are forward-
looking statements.  These statements are based on certain assumptions and
analyses made by the Company in light of its experience and its perception
of historical trends, current conditions and expected future developments as
well as other factors it believes are appropriate in the circumstances.
However, whether actual results or developments will conform with the
Company's expectations and predictions is subject to a number of risks and
uncertainties, general economic  market and business conditions; the business
opportunities (or lack thereof) that may be presented to and pursued by the
Company;  changes in laws or  regulation; and other factors, most of which
are beyond the control of the Company.

This Form10-QSB contains statements that constitute "forward-looking
statements." These forward-looking statements can be identified by the use of
predictive, future-tense or forward-looking terminology, such as "believes,"
"anticipates," "expects," "estimates," "plans," "may," "will," or similar
terms. These statements appear in a number of places in this Registration and
include statements regarding the intent, belief or current expectations of
the Company, its directors or its officers with respect to, among other
things: (i) trends affecting the Company's financial condition or results of



                                      13
<PAGE>



operations for its limited history; (ii) the Company's business and growth
strategies; and, (iii) the Company's financing plans.  Investors are
cautioned that any such forward-looking statements are not guarantees of
future performance and involve significant risks and uncertainties, and that
actual results may differ materially from those projected in the forward-
looking statements as a result of various factors.  Factors that could
adversely affect actual results and performance include, among others, the
Company's limited operating history, potential fluctuations in quarterly
operating results and expenses, government regulation, technological change
and competition.

Consequently, all of the forward-looking statements made in this Form 10-QSB
are qualified by these cautionary  statements and there can be no assurance
that the actual results or developments anticipated by the Company will be
realized or, even if substantially realized, that they will have the expected
consequence to or effects on the Company or its business or operations.  The
Company assumes no obligations to update any such forward-looking statements.

                                    14
<PAGE>

                       PART II OTHER INFORMATION

ITEM 1.  Legal Proceedings

The Company is not a party to any legal proceedings.

ITEM 2.  Changes in Securities and Use of Proceeds

None.

ITEM 3.  Defaults upon Senior Securities

None.

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

During the quarter ended June 30, 2002, no matters were submitted to
the Company's security holders.

ITEM 5.  Other Information

None.

ITEM 6.  Exhibits and Reports on Form 8-K

(a)  Exhibits

    99.1  Certification Pursuant to Section 1350 to Chapter 63 of Title 18
          of the United States Code as Adopted Pursuant to Section 906 of
          the Sarbanes-Oxley Act of 2002.



(b)  Reports on Form 8-K

The Company filed a Current Report dated February 15, 2002, pursuant to
Item 5 ("Other Events and Regulation FD Disclosure") entitled "Change of
Company Address."



                                      15

<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.

                                             Foxy Jewelry, Inc.
                                             ------------------
                                               (Registrant)


Dated:  August 17, 2002

By:  /s/ Mike Fox
     ---------------------
     Michael Fox,
     Chairman of the Board
     President,
     Chief Financial Officer


                                      16

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