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: June 30, 2002                  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 Identification No.)
 incorporation or organization)


12441 West 49th St., Suite One, 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.)

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
                                                         August 13, 2002



--------------------------------------------------------------------------------
                     This document is comprised of 9 pages.



                                        1
<PAGE>



PART I -FINANCIAL INFORMATION

ITEM I FINANCIAL STATEMENTS


                               NICKLEBYS.COM, INC.

                                                                          Page
                                                                        --------

            Condensed Consolidated Balance Sheet as of June 30, 2002
            (unaudited) .................................................   3

            Condensed Consolidated Statements of Operations for the
            Three and Six Months Ended June 30, 2002 and 2001
            (unaudited) .................................................   4

            Condensed Consolidated Statements of Cash Flows for the
            Three and Six Months Ended June 30, 2002 and 2001
            (unaudited) .................................................   5

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

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


                                     Part II

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

            Signatures ..................................................   9















      See accompanying notes to condensed consolidated financial statements
                                        2
<PAGE>



                               NICKLEBYS.COM, INC.
                             CONDENSED BALANCE SHEET

                                   (Unaudited)


                                     ASSETS

Current assets:
     Cash........................................................   $    55,756
     Accounts receivable.........................................        33,440
     Accounts receivable, related party..........................           458
     Merchandise inventories, at the lower of cost or market.....       210,765
     Prepaid expenses............................................         2,888
                                                                    ------------
         Total current assets....................................       303,307

Property and equipment, net......................................        22,581
Intangible assets, net...........................................         9,364
Other assets.....................................................        62,844
                                                                    ------------
                                                                    $   398,096
                                                                    ============

                      LIABILITIES AND SHAREHOLDERS' EQUITY

Current liabilities:
     Accounts payable and accrued liabilities....................   $    25,788
                                                                    ------------
         Total current liabilities...............................        25,788
                                                                    ------------

Shareholders' equity:
     Preferred stock.............................................           -
     Common stock................................................           291
     Additional paid-in capital..................................     5,160,210
     Outstanding common stock options............................       106,600
     Retained deficit............................................    (4,894,793)
                                                                    ------------
         Total shareholders' equity..............................       372,308
                                                                    ------------
                                                                    $   398,096
                                                                    ============








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



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

                                   (Unaudited)


                                                         Three Months Ended                   Six Months Ended
                                                              June 30,                            June 30,
                                                   ------------------------------    ------------------------------
                                                        2002            2001              2002            2001
                                                   --------------  --------------    --------------  --------------

<S>                                                <C>             <C>               <C>             <C>
Sales and service revenues:                        $    188,365    $    151,320      $    353,701    $    315,732
                                                   --------------  --------------    --------------  --------------

Operating expenses:
     Cost of sales, artwork and collectables....        144,633         101,532           254,775         189,472
     Sales and marketing........................            -            13,538             7,176          77,796
     Product development........................          1,541             -               2,733             -
     Depreciation and amortization..............          6,758           7,186            13,482          14,373
     General and administrative.................         64,798         107,503           140,646         205,554
                                                   --------------  --------------    --------------  --------------
        Total operating expenses................        217,730         229,759           418,812         487,195
                                                   --------------  --------------    --------------  --------------

        Loss from operations....................        (29,365)        (78,439)          (65,111)       (171,463)

Other income (expense):
     Interest income............................            342           2,246               915           7,358
     Other income...............................          1,799             257             1,853             415
     Interest expense...........................            -                (5)             (289)            (49)
                                                   --------------  --------------    --------------  --------------
        Net loss income before income taxes.....        (27,224)        (75,941)          (62,632)       (163,739)
                                                   --------------  --------------    --------------  --------------

Provision (benefit) for income taxes............            -               -                 -               -
                                                   --------------  --------------    --------------  --------------
        Net loss................................   $    (27,224)   $    (75,941)     $    (62,632)   $   (163,739)
                                                   ==============  ==============    ==============  ==============

Basic and diluted loss per share................   $      (0.01)   $      (0.03)     $      (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>



<TABLE>
<CAPTION>
                               NICKLEBYS.COM, INC.
                       CONDENSED STATEMENTS OF CASH FLOWS

                                   (Unaudited)


                                                                      Six Months Ended
                                                                          June 30,
                                                            -------------------------------------
                                                                  2002                 2001
                                                            ----------------     ----------------

<S>                                                         <C>                  <C>
            Net cash (used in) operating activities....     $     (100,250)      $     (240,541)
                                                            ----------------     ----------------

Cash flows from investing activities:
     Facility deposits.................................                -                  3,747
     Capital expenditures..............................                -                (11,569)
                                                            ----------------     ----------------
            Net cash (used in) investing activities....                -                 (7,822)
                                                            ----------------     ----------------

Cash flows from financing activities:
     Repayment of short-term debt......................               (825)                 -
                                                            ----------------     ----------------
            Net cash (used in) financing activities....               (825)                 -
                                                            ----------------     ----------------

            Net change in cash.........................           (101,075)            (248,363)

Cash at beginning of period............................            156,831              443,337
                                                            ----------------     ----------------
            Cash at end of period......................     $       55,756       $      194,974
                                                            ================     ================
Supplemental disclosures of cash flow information:
     Cash paid during the period for:
         Interest......................................     $          -         $          -
                                                            ================     ================
         Income taxes..................................     $          -         $          -
                                                            ================     ================
</TABLE>














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





                               NICKLEBYS.COM, INC.

                     Notes to Condensed Financial Statements
                                   (Unaudited)


Note A:   Basis of presentation
-------------------------------

The financial  statements  presented herein have been prepared by the Company in
accordance  with the  accounting  policies in its Form 10-KSB dated December 31,
2001, and should be read in conjunction with the notes thereto.

In the  opinion  of  management,  all  adjustments  (consisting  only of  normal
recurring  adjustments)  which are necessary to provide a fair  presentation  of
operating  results for the interim period  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 B:   Related party transactions
------------------------------------

An officer  purchases  merchandise on behalf of the Company in the normal course
of business.  The Company  purchased  merchandise  in the amounts of $45,380 and
$25,770  from the officer  during the three months ended June 30, 2002 and 2001,
respectively.

Note C:   Income taxes
----------------------

The  Company  records  its  income  taxes  in  accordance  with  SFAS  No.  109,
"Accounting for Income Taxes".  The Company incurred net operating losses during
the three  months ended June 30, 2002  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, 2001 and
material  changes in our results of  operations  for the three months ended June
30, 2002, as compared to the same period in 2001.  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, 2001,  including audited financial statements contained therein, as
filed with the Securities and Exchange Commission.

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

This report contains  forward-looking  statements  within the meaning of federal
securities   laws.   These   statements  plan  for  or  anticipate  the  future.
Forward-looking  statements  include  statements about our future business plans
and strategies,  statements about our need for working capital, future revenues,
results of  operations  and most other  statements  that are not  historical  in
nature. In this Report,  forward-looking  statements are generally identified by
the words  "intend",  "plan",  "believe",  "expect",  "estimate",  and the like.
Investors are cautioned not to put undue reliance on forward-looking statements.
Except as otherwise  required by applicable  securities  statues or regulations,
the  Company  disclaims  any  intent  or  obligation  to update  publicly  these
forward-looking  statements,  whether  as a result  of new  information,  future
events or otherwise. Because forward-looking statements involve future risks and
uncertainties,  these are  factors  that could  cause  actual  results to differ
materially from those expressed or implied.

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

Three Months Ended June 30, 2002, Versus Three Months Ended June 30, 2001
-------------------------------------------------------------------------

We incurred a net loss of $(27,224)  ($.01 per share) for the three months ended
June 30, 2002,  as compared to a net loss of $(75,941)  ($.03 per share) for the
three months ended June 30, 2001.

General and administrative  expenses decreased  approximately 39%, from $107,503
for the three months ended June 30, 2001,  to $64,798 for the three months ended
June 30, 2002  primarily  due to office staff  reductions.  Sales and  marketing
expenses decreased approximately 100%, from $13,538 to $-0- for the three months
ended June 30, 2001 as compared with year earlier  period.  Because we completed
our ArtRX roll out in 2001,  we are no longer  incurring  those  costs.  Product
development  costs  increased  approximately  100%,  from $-0- to $1,541 for the
three months ended June 30, 2002 and 2001, respectively.

Interest income decreased approximately 85%, from $2,246 during the three months
ended June 30, 2001 to $342 for the year earlier period because in 2002, we used
a substantial  portion of the proceeds from our private funding.  Those proceeds
had been held in an interest bearing account.

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

Our liquidity  remains good.  We have current  assets of $303,307  compared with
current  liabilities  of $25,788 as of June 30,  2002.  Included  in the current
assets are inventories of artwork  totalling  $210,765 (or 70 percent of current
assets).

Our cash decreased by $101,075 (from $156,831 to $55,756)  during the six months
ended June 30,  2002.  We  purchased  artwork  in Italy for  resale and  auction
totalling approximately $61,250. In addition, the decrease in cash is attributed


                                        7
<PAGE>




to operating losses for the six months ended June 30, 2002, offset by a decrease
in trade receivables totalling $17,684.

During the second quarter, we noted that sales began to decline and that decline
coincides with the  sluggishness in the economy.  Since our product is generally
considered  to be a luxury item,  we were among the first to feel the effects of
the  most  recent  economic  downturn.  However,  as the  economy  rebounds  and
strengthens, we expect our sales to increase.

Our  strategy  in the near  future is to focus on  strategic  alliances  through
personal contact with other industry retailers. We will continue to decrease our
media  advertising.  We believe  that our future  success  will be the result of
increasing our market share by continuing to increase  online  presence  through
alliances such the one we have with e-Bay and maintaining our continued emphasis
on premiere customer service and a strong product line.


Part 2.   Other Information
---------------------------

Item 1 - Legal Information:

          No response required.

Item 2 - Changes in Securities:

          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:

          No response required.

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

          (a). Exhibits:
               1.   99.1:  Certification  Pursuant to 18 U.S.C. Section 1350, as
                    adopted pursuant to Section 906 of the Sarbanes-Oxley Act of
                    2002 - CEO
               2.   99.2:  Certification  Pursuant to 18 U.S.C. Section 1350, as
                    adopted pursuant to Section 906 of the Sarbanes-Oxley Act of
                    2002 - CFO

          (b). We did not file any reports on Form 8-K during the period covered
               by this report.





                                        8
<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 months ended June 30, 2002 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:    August 13, 2002                             BY: /s/ Bruce Capra
         ---------------                                ------------------------
                                                         Bruce Capra
                                                         President and Treasurer






















                                        9