UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington D.C. 20549

                                   FORM 10-QSB
                                   -----------

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

For Quarter Ended: September 30, 2004             Commission File Number 0-33339
                   ------------------                                    -------


                               NICKLEBYS.COM, INC.
                               -------------------
             (Exact name of registrant as specified in its charter)


           COLORADO                                              84-1494708
           --------                                              ----------
(State or other jurisdiction of                               (I.R.S. Employer
 Incorporation or organization)                              Identification No.)


7393 West 44th Avenue, Wheat Ridge, Colorado                        80033
--------------------------------------------                        -----
(Address of principal executive offices)                          (Zip code)

                                 (303) 425-0607
                                 --------------
              (Registrant's telephone number, including area code)


              (Former name, former address and former fiscal year,
                         if changed since last report.)

12441 West 49th St., Suite One, Wheat Ridge, Colorado               80033
-----------------------------------------------------               -----

Indicate by check 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
                                                                 -----    -----

Indicate the number of shares  outstanding  of each of the  issuer's  classes of
common stock, as of the latest practicable date.

Common stock,  $.0001 par value                             2,901,011
------------------------------------             -------------------------------

          Class                                  Number of shares outstanding at
                                                        November 12, 2004



--------------------------------------------------------------------------------
                     This document is comprised of 14 pages



                                        1
<PAGE>




PART I -FINANCIAL INFORMATION
-----------------------------

ITEM I FINANCIAL STATEMENTS
---------------------------


                               NICKLEBYS.COM, INC.
                               -------------------

                                                                          Page
                                                                        --------

            Condensed Consolidated Balance Sheet as
            of September 30, 2004 (unaudited)..........................     3

            Condensed Consolidated Statements of
            Operations for the Three and Nine Months
            Ended September 30, 2004 and 2003
            (unaudited)................................................     4

            Condensed Consolidated Statements of
            Cash Flows for the Nine Months Ended
            September 30, 2004 and 2003 (unaudited)....................     5

            Notes to Condensed Consolidated
            Financial Statements (unaudited)...........................     6

Item 2.     Management's Discussion and Analysis or Plan of Operation..     7

Item 3.     Controls and Procedures....................................     8

                                     Part II

Items 1-6.  Other Information .........................................     8

            Signatures ................................................    10




















                                        2
<PAGE>



                               NICKLEBYS.COM, INC.
                      CONDENSED CONSOLIDATED BALANCE SHEET
                               September 30, 2004
                                   (Unaudited)


                                     ASSETS
Current assets:
   Cash.........................................................  $         103
   Accounts receivable..........................................             74
   Merchandise inventories, at the lower of cost or market......          8,606
                                                                  --------------

      Total current assets......................................          8,783

Property and equipment, net.....................................            848
                                                                  --------------

                                                                  $       9,631
                                                                  ==============


                      LIABILITIES AND SHAREHOLDERS' DEFICIT

Current liabilities:
   Accounts payable and accrued liabilities.....................  $      16,390
                                                                  --------------

      Total current liabilities.................................         16,390
                                                                  --------------

Shareholders' deficit:
   Preferred stock..............................................              -
   Common stock.................................................            291
   Additional paid-in capital...................................      5,160,997
   Outstanding common stock options.............................        106,600
   Retained deficit.............................................     (5,274,647)
                                                                  --------------

      Total shareholders' deficit...............................         (6,759)
                                                                  --------------

                                                                  $       9,631
                                                                  ==============















      See accompanying notes to condensed consolidated financial statements
                                        3
<PAGE>



<TABLE>
<CAPTION>
                               NICKLEBYS.COM, INC.
                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

                                   (Unaudited)


                                                           Three Months Ended                 Nine Months Ended
                                                             September 30,                      September 30,
                                                    --------------------------------   --------------------------------
                                                         2004              2003             2004               2003
                                                    --------------    --------------   --------------    --------------

<S>                                                 <C>               <C>              <C>               <C>
Sales and service revenues:                         $      15,620     $      28,934    $      33,955     $     222,145
                                                    --------------    --------------   --------------    --------------

Operating expenses:
   Cost of sales, artwork and collectables.......          15,570            52,575           43,193           224,626
   Loss (recovery) due to market decline
      of inventory...............................         (15,000)                -           15,000                 -
   Selling and marketing expense.................           7,810             9,368           16,445            39,795
   Depreciation and amortization.................              90             2,469            1,030             7,698
   General and administrative....................           8,506             2,799           23,911           134,093
                                                    --------------    --------------   --------------    --------------
      Total operating expenses...................          16,976            67,211           99,579           406,212
                                                    --------------    --------------   --------------    --------------

      Loss from operations.......................          (1,356)          (38,277)         (65,624)         (184,067)

Other income (expense):
   Interest income...............................               -                 -                -                94
   Interest expense..............................               -            (1,165)               -              (289)
                                                    --------------    --------------   --------------    --------------
      Net loss income before income taxes........          (1,356)          (39,442)         (65,624)         (184,262)
                                                    --------------    --------------   --------------    --------------

Provision (benefit) for income taxes.............               -                 -                -                 -
                                                    --------------    --------------   --------------    --------------
       Net loss..................................   $      (1,356)    $     (39,442)   $     (65,624)    $    (184,262)
                                                    ==============    ==============   ==============    ==============

Basic and diluted loss per share.................   $       (0.00)            (0.01)   $       (0.02)    $       (0.06)
                                                    ==============    ==============   ==============    ==============
Weighted average common shares outstanding.......       2,901,011         2,901,011        2,901,011         2,901,011
                                                    ==============    ==============   ==============    ==============
</TABLE>


















      See accompanying notes to condensed consolidated financial statements
                                        4
<PAGE>



                               NICKLEBYS.COM, INC.
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

                                   (Unaudited)


                                                        Nine Months Ended
                                                          September 30,
                                                 -------------------------------
                                                      2004             2003
                                                 --------------   --------------

Net cash (used in) operating activities.......   $         (53)   $     (50,047)
                                                 --------------   --------------

      Net change in cash......................             (53)         (50,047)

Cash at beginning of period...................             156           51,065
                                                 --------------   --------------
      Cash at end of period...................   $         103    $       1,018
                                                 ==============   ==============

Supplemental disclosures of cash flow information:
   Cash paid during the period for:
      Interest................................   $           -    $           -
                                                 ==============   ==============
      Income taxes............................   $           -    $           -
                                                 ==============   ==============

























      See accompanying notes to condensed consolidated financial statements
                                        5
<PAGE>






                               NICKLEBYS.COM, INC.
                               -------------------


              Notes to Condensed Consolidated Financial Statements
              ----------------------------------------------------
                                   (Unaudited)


Note 1: Basis of presentation
        ---------------------

We have prepared the financial  statements  presented  herein in accordance with
the  accounting  policies  as set forth in our Form  10-KSB  filing for the year
ended December 31, 2003. The accompanying  financial statements presented herein
should be read in  conjunction  with the  footnotes  included in the Form 10-KSB
filing.

In the opinion of our  management,  all adjustments  (consisting  only of normal
recurring  adjustments)  which are necessary to provide a fair  presentation  of
operating  results for the interim periods presented have been made. The results
of operations for the periods  presented are not  necessarily  indicative of the
results to be expected for the year.

Financial data presented herein are unaudited.


Note 2: Related party transactions
        --------------------------

An officer  purchases  merchandise on behalf of the Company in the normal course
of business. We purchased merchandise in the amounts of $-0- and $3,750 from the
officer during the three months ended September 30, 2004 and 2003, respectively.

An affiliate,  Estate  Traders,  LLC ("Estate"),  also purchases  merchandise on
behalf of the Company in the normal course of business. We purchased merchandise
in the  amounts  of $-0- and $240 from  Estate  during  the three  months  ended
September 30, 2004 and 2003, respectively.

Commissions  paid to Estate  totaled  $7,810 and $4,296  during the three months
ended September 30, 2004 and 2003,  respectively.  The  commissions  represent a
management fee for services performed on our behalf and are reflected as cost of
sales and selling costs in the accompanying financial statements.


Note 3: Income taxes
        ------------

We record our income  taxes in  accordance  with SFAS No. 109,  "Accounting  for
Income  Taxes".  We incurred net  operating  losses during the nine months ended
September 30, 2004,  resulting in a deferred tax asset,  which was fully allowed
for; therefore, the net benefit and expense resulted in $-0- income taxes.


















                                        6
<PAGE>






Item 2:  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
--------------------------------------------------------------------------------
OF OPERATIONS
-------------

The following  discussion and analysis covers material  changes in the financial
condition of Nicklebys.com, Inc. ("Company" or "us") since December 31, 2003 and
material  changes in our  results of  operations  for the three and nine  months
ended  September  30,  2004 as  compared  to the  same  periods  in  2003.  This
discussion  and  analysis  should  be read  in  conjunction  with  "Management's
Discussion and Analysis"  included in the Company's Annual Report on Form 10K-SB
for the year ended December 31, 2003,  including  audited  financial  statements
contained therein, as filed with the Securities and Exchange Commission.

Special note regarding forward-looking statements
-------------------------------------------------

"Safe Harbor"  statement under the Private  Securities  Litigation Reform Act of
1995: Certain statements in this report,  including statements of Nicklebys.com,
Inc. ("Nicklebys") and management's expectations, intentions, plans and beliefs,
including those contained in or implied by "Management's Discussion and Analysis
of Financial  Condition  and Results of  Operations"  and the Notes to Condensed
Consolidated Financial Statements,  contain forward-looking  statements relating
to the  expected  capabilities  of  Nicklebys,  as defined in Section 21D of the
Securities Exchange Act of 1934, that are dependent on certain events, risks and
uncertainties  that are outside  Nicklebys' and/or  management's  control.  Such
forward-looking   statements   include   expressions  of  belief,   expectation,
contemplation, estimation and other expressions not relating to historical facts
and circumstances.

These   forward-looking   statements   are   subject  to   numerous   risks  and
uncertainties, including the risk that (i) other companies will develop products
and services perceived to be superior than the present and proposed products and
services  of  Nicklebys;  (ii) the  products  and  services  may not be marketed
effectively by Nicklebys;  (iii) potential customers may find other products and
services more  suitable for the  applications  marketed by  Nicklebys;  (iv) the
future outcome of regulatory and litigation  matters are not  determinable;  (v)
the  assumptions  described  in  this  report  underlying  such  forward-looking
statements  as well as other risks that may cause such  statements  not to prove
accurate.  Any projections or estimates  herein made assume certain economic and
industry  conditions  and  parameters  subject to change.  Any  opinions  and/or
projections  expressed  herein are solely those of Nicklebys  and are subject to
change without notice.  Actual results and developments  could differ materially
from those expressed in or implied by such statements due to a number of factors
including those described in the context of such forward-looking statements.

Results of Operations
---------------------

We have been unable to meet the  objectives of our business plan to sell artwork
and collectibles via the Internet for the following  reasons,  among others; (1)
undercapitalization,  (2) failure to penetrate the Internet market, (3) industry
conditions,  and (4) general economic  conditions.  Our cash balance is very low
and we are selling product at below cost. We have restructured our operations to
address our present  economic  reality.  In August 2003,  our Board of Directors
approved a  restructuring  plan.  By following  this plan,  we have  drastically
reduced expenses,  terminated all of our employees and engaged a related entity,
Estate Traders,  LLC ("Estate Traders") to manage our affairs.  We are currently
paying  Estate  Traders a commission  of 50% on all sales as  reimbursement  for
management services.

Nine Months Ended  September  30, 2004,  Versus Nine Months Ended  September 30,
--------------------------------------------------------------------------------
2003
----

We  incurred a net loss of $65,624  ($.02 per share) for the nine  months  ended
September 30, 2004,  as compared to a net loss of $184,262  ($.06 per share) for
the nine months ended September 30, 2003 primarily because of the following:


                                        7
<PAGE>






     1.   Sales  revenue  decreased  from  $222,145  for the nine  months  ended
          September 30, 2003, to $33,955 for the nine months ended September 30,
          2004  primarily due to the lack of demand for our inventory of artwork
          and  collectibles and our own curtailed  operations.  Our gross margin
          dropped 26 percent from the year earlier  period (-27% and -1% for the
          nine months ended September 30, 2004 and 2003, respectively). In order
          to liquidate  our inventory to raise cash to pay our  obligations,  we
          are selling  merchandise  at below cost. We expect to continue to sell
          certain  products  at  below  cost  for  the  foreseeable  future.  In
          addition,  we  reserved  $15,000 for  inventory  losses in the current
          quarter (a $15,000  recovery  from the prior  quarter).  The charge is
          reflected  separately from cost of sales,  artwork and collectibles in
          the accompanying condensed consolidated financials statements.

     2.   General and  administrative  expenses  decreased from $134,093 for the
          nine months  ended  September  30, 2003 to $23,911 for the nine months
          ended  September 30, 2004,  primarily due to the cost  reduction  plan
          resulting from the restructuring of our operations.

     3.   Selling and marketing  expenses  decreased from $39,795 to $16,445 for
          the nine months  ended  September  30, 2003 as compared  with the nine
          months ended  September 30, 2004.  We currently  pay Estate  Traders a
          sales   commission  which  we  classify  as  management  fees  in  the
          accompanying condensed consolidated financial statements.

Three Months Ended  September 30, 2004,  Versus Three Months Ended September 30,
--------------------------------------------------------------------------------
2003
----

We  incurred a net loss of $1,356  ($.00 per share) for the three  months  ended
September  30, 2004,  as compared to a net loss of $39,442  ($.01 per share) for
the three months ended September 30, 2003 primarily because of the following:

     4.   Sales  revenue  decreased  from  $28,934  for the three  months  ended
          September  30, 2003,  to $15,620 for the three months ended  September
          30,  2004  primarily  due to the lack of demand for our  inventory  of
          artwork and collectibles and our own curtailed  operations.  Our gross
          margin  increased 82 percent from the year earlier period (0% and -82%
          for the three months ended September 30, 2004 and 2003,  respectively)
          due to increased efforts to sell inventory at or above cost.  However,
          in  order  to  liquidate  our  inventory  to  raise  cash  to pay  our
          obligations,  we have sold  merchandise  at below  cost.  We expect to
          continue to sell  certain  products at below cost for the  foreseeable
          future. In addition, we recovered $15,000 of prior inventory losses in
          the current quarter  (recovered from a loss of $30,000 recorded in the
          prior  quarter).  The recovery has been  separated from cost of sales,
          artwork and  collectibles in the accompanying  condensed  consolidated
          financial statements.

     5.   General  and  administrative  expenses  increased  from $2,799 for the
          three months ended  September  30, 2003 to $8,506 for the three months
          ended September 30, 2004, primarily due to an increase in professional
          and consulting  fees related to efforts to have our stock traded on an
          exchange.

     6.   Sales and marketing  expenses  decreased from $9,368 to $7,810 for the
          three  months  ended  September  30, 2003 as  compared  with the three
          months ended  September 30, 2004.  We currently  pay Estate  Traders a
          sales   commission  which  we  classify  as  management  fees  in  the
          accompanying condensed financial statements.

Financial Condition and Liquidity
---------------------------------

Operations are the source of our liquidity.  However,  due to operating  losses,
our cash balance has decreased from $156 to $103 since year-end. We have current
assets of $8,783  compared with current  liabilities  of $16,390 as of September
30, 2004. However, included in the current assets are inventories of artwork and


                                        8
<PAGE>






collectibles totaling $8,606 (or 98 percent of current assets). We are no longer
purchasing inventory and have booked an inventory reserve of $15,000. We are not
current on our  obligations  as of  September  30, 2004 and to that  extent,  we
operate at the forbearance of our creditors. We have no plans to file bankruptcy
or close our doors.  However,  we are  currently  studying  several  alternative
courses of action.


Item 3.  Controls and Procedures
--------------------------------

The Company does not have formal disclosure  controls and procedures (as defined
in Rule 13a-15(e) or Rule 15d-15(e)  under the Exchange Act) as of September 30,
2004. The Company's  Chief Executive  Officer and chief  Financial  Officer have
determined,  however,  that the Company's  informal controls and procedures were
adequate and effective to:

     a.   ensure  that  material  information  relating  to the Company was made
          known to them by others  within the Company,  particularly  during the
          period in which this report was being prepared; and

     b.   provide  reasonable  assurance  regarding the reliability of financial
          reporting and the  preparation  of financial  statements  for external
          purposes in accordance with generally accepted accounting principles.

The Company's  management  plans to review its controls and procedures  with the
aim  towards  implementing  more  formal  controls  and  procedures  required by
paragraph  (b) of Rule 13a-15 or Rule 15d-15  under the  Exchange Act during the
first half of fiscal year 2005.


Part II    Other Information
-------    -----------------

Item 1 - Legal Proceedings:
          No response required.

Item 2 - Unregistered Sales of Equity Securities and Use of Proceeds:
          No response required.

Item 3 - Defaults Upon Senior Securities:
          No response required.

Item 4 - Submission of Matters to a Vote of Security Holders:
          No response required.

Item 5 - Other information:
          We have obtained a trading symbol. Our trading symbol is NBYS.OB.


Item 6: Exhibits:

     1.   31.1:  Certification  of  Chief  Executive  Officer  pursuant  to Rule
                 13a-14(a)/15(d)-14(a)
     2.   31.2:  Certification  of  Chief  Financial  Officer  pursuant  to Rule
                 13a-14(a)/15(d)-14(a)
     3.   32.1:  Certification  Pursuant to 18 U.S.C.  Section  1350, as adopted
                 pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 - CEO
     4.   32.2:  Certification  Pursuant to 18 U.S.C.  Section  1350, as adopted
                 pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 - CFO



                                        9
<PAGE>






SIGNATURES
----------

The  financial   information  furnished  herein  has  not  been  audited  by  an
independent accountant;  however, in the opinion of management,  all adjustments
(only consisting of normal recurring accruals) necessary for a fair presentation
of the results of operations  for the three and nine months ended  September 30,
2004 have been included.

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





                                                 NICKLEBYS.COM, INC.
                                                 (Registrant)


DATE:    November 12, 2004                       BY:  /s/ Scott Thornock
         -----------------                          ----------------------------
                                                    Scott Thornock
                                                    CEO, President and Treasurer
































                                       10