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, 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 August 17, 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
            June 30, 2004 (unaudited) .................................     3

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

            Condensed Consolidated Statements of Cash Flows
            for the Six Months Ended June 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

            Certifications.............................................    11




















                                        2
<PAGE>



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



                                     ASSETS

Current assets:
   Cash......................................................     $         969
   Accounts receivable.......................................               475
   Merchandise inventories, at the lower of cost or market...             9,176
                                                                  --------------
      Total current assets...................................            10,620

Property and equipment, net..................................               938
                                                                  --------------

                                                                  $      11,558
                                                                  ==============

                      LIABILITIES AND SHAREHOLDERS' EQUITY

Current liabilities:
   Accounts payable and accrued liabilities..................     $      16,961
                                                                  --------------
      Total current liabilities..............................            16,961
                                                                  --------------

Shareholders' equity:
   Preferred stock...........................................                 -
   Common stock..............................................               291
   Additional paid-in capital................................         5,160,997
   Outstanding common stock options..........................           106,600
   Retained deficit..........................................        (5,273,291)
                                                                  --------------
      Total shareholders' equity.............................            (5,403)
                                                                  --------------
                                                                  $      11,558
                                                                  ==============

















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



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

                                   (Unaudited)



                                                         Three Months Ended                  Six Months Ended
                                                              June 30,                           June 30,
                                                   -------------------------------    -------------------------------
                                                        2004             2003              2004             2003
                                                   --------------   --------------    --------------   --------------

<S>                                                <C>              <C>               <C>              <C>
Sales and service revenues:                        $       3,320    $      60,222     $      18,335    $     353,701
                                                   --------------   --------------    --------------   --------------

Operating expenses:
     Cost of sales, artwork and collectables..            38,802           58,141            57,623          254,775
     Sales and marketing......................             3,310           11,591             8,635            7,176
     Product development......................                 -            1,129                 -            2,733
     Depreciation and amortization............               260            2,622               940           13,482
     General and administrative...............             1,968           55,708            15,405          140,646
                                                   --------------   --------------    --------------   --------------
        Total operating expenses..............            44,340          129,191            82,603          418,812
                                                   --------------   --------------    --------------   --------------

        Loss from operations..................           (41,020)         (68,969)          (64,268)         (65,111)

Other income (expense):
     Interest income..........................                 -                -                 -              915
     Other income.............................                 0               13                 0            1,853
     Interest expense.........................                 -                -                 -             (289)
                                                   --------------   --------------    --------------   --------------
        Net loss income before income taxes...           (41,020)         (68,956)          (64,268)         (62,632)
                                                   --------------   --------------    --------------   --------------

Provision (benefit) for income taxes..........                 -                -                 -                -
                                                   --------------   --------------    --------------   --------------
        Net loss..............................     $     (41,020)   $     (68,956)    $     (64,268)   $     (62,632)
                                                   ==============   ==============    ==============   ==============

Basic and diluted loss per share..............     $       (0.01)   $       (0.02)    $       (0.02)   $       (0.02)
                                                   ==============   ==============    ==============   ==============

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 CONSOLIDATED STATEMENTS OF CASH FLOWS

                                   (Unaudited)



                                                                     Six Months Ended
                                                                         June 30,
                                                             --------------------------------
                                                                  2004              2003
                                                             --------------    --------------

<S>                                                          <C>               <C>
        Net cash (used in) operating activities.........     $         813     $     (26,897)
                                                             --------------    --------------

        Net change in cash..............................               813           (26,897)

Cash at beginning of period.............................               156            51,065
                                                             --------------    --------------
        Cash at end of period...........................     $         969     $      24,168
                                                             ==============    ==============

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 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 $105,050 from
the officer during the six months ended June 30, 2004 and 2003, respectively.

Commissions  paid to an affiliate,  Estate  Traders,  LLC,  totalled  $6,975 and
$1,214  during the six months  ended June 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 six months ended June
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 months ended June
30, 2004 as compared to the same period 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 pay Estate
Traders  a  commission  of 30% on all  sales  as  reimbursement  for  management
services.

Six Months Ended June 30, 2004, Versus six Months Ended June 30, 2003
---------------------------------------------------------------------

We incurred a net loss of $64,268 ($.02 per share) for the six months ended June
30,  2004,  as  compared  to a net loss of $62,632  ($.02 per share) for the six
months ended June 30, 2003 primarily because of the following:



                                        7
<PAGE>






1.   Sales  revenue  decreased  from  $353,701 for the six months ended June 30,
     2003,  to $18,335 for the six months ended June 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 242 percent from the
     year earlier  period  (-214% and 28% for the six months ended June 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 coast for the  foreseeable
     future.  In  addition,  we  reserved  $30,000 for  inventory  losses in the
     current quarter.  The one-time charge is included in cost of sales, artwork
     and collectibles in the accompanying financials statements.

2.   General and  administrative  expenses  decreased  from $140,646 for the six
     months  ended June 30,  2003 to $15,405  for the six months  ended June 30,
     2004,  primarily  due  to  the  cost  reduction  plan  resulting  from  the
     restructuring of our operations.

3.   Sales and marketing  expenses  increased  from $7,176 to $8,635 for the six
     months  ended June 30, 2003 as compared  with the six months ended June 30,
     2004. We currently pay Estate Traders a sales  commission which we classify
     as management fees in the accompanying condensed financial statements.

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

We incurred a net loss of $41,020  ($.01 per share) for the three  months  ended
June 30,  2004,  as compared  to a net loss of $68,956  ($.02 per share) for the
three months ended June 30, 2003 primarily because of the following:

4.   Sales  revenue  decreased  from $60,222 for the three months ended June 30,
     2003,  to $3,320 for the three months ended June 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 1072 percent from the
     year earlier period (-1069% and 3% for the three months ended June 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 coast for the  foreseeable
     future.  In  addition,  we  reserved  $30,000 for  inventory  losses in the
     current quarter.

5.   General and  administrative  expenses  decreased from $55,708 for the three
     months  ended June 30, 2003 to $1,968 for the three  months  ended June 30,
     2004,  primarily  due  to  the  cost  reduction  plan  resulting  from  the
     restructuring of our operations.

6.   Sales and marketing expenses decreased from $11,591 to $3,310 for the three
     months ended June 30, 2003 as compared with the three months ended June 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 increased  from $156 to only $969 since  year-end.  We have
current  assets of $10,620  compared with current  liabilities  of $16,961 as of
June 30,  2004.  However,  included in the  current  assets are  inventories  of
artwork and collectibles  totalling $9,176 (or 86 percent of current assets). We
are no longer  purchasing  inventory  and have set up an  inventory  reserve  of
$30,000.  We are not current on our  obligations as of June 30, 2004 and to that
extent,  we are 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.




                                        8
<PAGE>






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

     Evaluation of disclosure controls and procedures
     ------------------------------------------------

     We maintain  controls and  procedures  designed to ensure that  information
     required to be  disclosed  in the reports  that we file or submit under the
     Securities  Exchange Act of 1934 is  recorded,  processed,  summarized  and
     reported  within the time  periods  specified in the rules and forms of the
     Securities and Exchange  Commission.  Based upon their  evaluation of those
     controls and procedures performed within 90 days of the filing date of this
     report,  our chief executive  officer and the principal  financial  officer
     concluded that our disclosure controls and procedures were adequate.

     Changes in internal controls
     ----------------------------

     There were no  significant  changes in our  internal  controls  or in other
     factors that could  significantly  affect these controls  subsequent to the
     date of the evaluation of those controls by the chief executive officer and
     principal financial officer.


Part II  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.   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

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











                                        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 six and three  months ended June 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:    August 19, 2004                        BY: /s/ Scott Thornock
         ---------------                            ----------------------------
                                                    Scott Thornock
                                                    CEO, President and Treasurer
































                                       10