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


                                   FORM 10-QSB/A


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


For Quarter Ended: March 31, 2003                 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.)


12441 West 49th Avenue., 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 May 15, 2003



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


                                        1
<PAGE>

                                EXPLANATORY NOTE

This amended Quarterly Report on Form 10-QSB/A for the quarter ended March 31,
2003, is being filed for the purpose of including Certifications of each of the
President and the Chief Financial Officer of the registrant pursuant to Section
302 of the Sarbanes-Oxley Act of 2002 that were inadvertently omitted from the
Quarterly Report on Form 10-QSB for the quarter ended March 31, 2003, filed on
May 20, 2003.





                               NICKLEBYS.COM, INC.
                                      INDEX


PART I:  FINANCIAL INFORMATION
------------------------------
ITEM 1:  FINANCIAL STATEMENTS
-----------------------------
<TABLE>
<CAPTION>
                                                                                                  Page
                                                                                                --------

Item 1.     Financial Statements

<S>                                                                                                 <C>
            Condensed Consolidated Balance Sheet as of March 31, 2003 (unaudited) ..............    3

            Condensed Consolidated Statements of Operations for the Three Months
            Ended March 31, 2003 and 2002 (unaudited) ..........................................    4

            Condensed Consolidated Statements of Cash Flows for the Three Months
            Ended March 31, 2003 and 2002 (unaudited) ..........................................    5

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

Item 2.     Management's Discussion and Analysis................................................    7

                                     Part II

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

            Signatures .........................................................................    9
</TABLE>




















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




<TABLE>
<CAPTION>
                               NICKLEBYS.COM, INC.
                      CONDENSED CONSOLIDATED BALANCE SHEET
                                   (Unaudited)
                                 March 31, 2003


                                     ASSETS
                                     ------

<S>                                                                     <C>
Current assets:
     Cash............................................................   $       24,168
     Accounts receivable.............................................            2,692
     Accounts receivable, related party..............................              690
     Merchandise inventories, at the lower of cost or market.........          178,483
     Prepaid expenses................................................            1,751
                                                                        ----------------
         Total current assets........................................          207,784

Property and equipment, net..........................................           15,226
Intangible assets, net...............................................              844
Other assets.........................................................            1,984
                                                                        ----------------
                                                                        $      225,838
                                                                        ================

                      LIABILITIES AND SHAREHOLDERS' EQUITY
                      ------------------------------------

Current liabilities:
     Accounts payable, trade.........................................   $        4,049
     Other accrued liabilities.......................................            9,462
                                                                        ----------------
         Total current liabilities...................................           13,511
                                                                        ----------------

Shareholders' equity:
     Preferred stock.................................................                -
     Common stock....................................................              291
     Additional paid-in capital......................................        5,160,210
     Outstanding common stock options................................          106,600
     Retained deficit................................................      (5,054,774)
                                                                        ----------------
         Total shareholders' equity..................................          212,327
                                                                        ----------------

                                                                        $      225,838
                                                                        ================
</TABLE>










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




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




                                                                  Three Months Ended
                                                                      March 31,
                                                         ------------------------------------
                                                               2003                2002
                                                         ----------------    ----------------
<S>                                                      <C>                 <C>
Sales and service revenues:
     Sales of artwork and collectables................   $      132,341      $      159,954
     Commission revenue...............................              598               3,607
     Appraisal fees...................................                -               1,775
     Hosting fees.....................................               50                   -
                                                         ----------------    ----------------
                                                                132,989             165,336
                                                         ----------------    ----------------

Operating expenses:
     Cost of sales, artwork and collectables..........          113,910             110,142
     Sales and marketing..............................           20,486               8,826
     Product development..............................            1,214               1,192
     Depreciation and amortization....................            2,607               6,724
     General and administrative.......................           71,593              74,198
                                                         ----------------    ----------------
         Total operating expenses.....................          209,810             201,082
                                                         ----------------    ----------------

         Loss from operations.........................          (76,821)            (35,746)

Other income (expense):
     Interest income..................................               94                 573
     Other income.....................................              863                  54
     Interest expense.................................                -                (289)
                                                         ----------------    ----------------
         Net loss income before income taxes..........          (75,864)            (35,408)
                                                         ----------------    ----------------

Provision (benefit) for income taxes..................                -                   -
                                                         ----------------    ----------------
         Net loss.....................................   $      (75,864)     $      (35,408)
                                                         ================    ================

Basic and diluted loss per share......................   $        (0.03)     $        (0.01)
                                                         ================    ================
Weighted average common shares outstanding............        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)



                                                                       Three Months Ended
                                                                           March 31,
                                                              ------------------------------------
                                                                    2003                2002
                                                              ----------------    ----------------

<S>                                                           <C>                 <C>
            Net cash (used in) operating activities........   $      (26,897)     $      (15,466)
                                                              ----------------    ----------------

Cash flows from investing activities:
     Capital expenditures..................................                -                (216)
                                                              ----------------    ----------------
            Net cash (used in) investing activities........                -                (216)
                                                              ----------------    ----------------

Cash flows from financing activities:
     Net payment of line of credit.........................                -                (825)
                                                              ----------------    ----------------
            Net cash (used in) financing activities........                -                (825)
                                                              ----------------    ----------------

            Net change in cash.............................          (26,897)            (16,507)

Cash at beginning of period................................           51,065             156,831
                                                              ----------------    ----------------
            Cash at end of period..........................   $       24,168      $      140,324
                                                              ================    ================

Supplemental disclosures of cash flow information:
     Cash paid during the period for:
        Interest...........................................   $            -      $         (289)
                                                              ================    ================
        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,
2002, 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 $105,050 and
$5,740 from the officer  during the three  months ended March 31, 2003 and 2002,
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 March 31, 2003  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, 2002 and
material  changes in our results of operations  for the three months ended March
31, 2003, as compared to the same period in 2002.  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, 2002,  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 March 31, 2003, Versus Three Months Ended March 31, 2002
---------------------------------------------------------------------------

We incurred a net loss of $(75,864)  ($.03 per share) for the three months ended
March 31, 2003, as compared to a net loss of $(35,408)  ($.01 per share) for the
three months ended March 31, 2002.

Sales revenue  decreased  approximately  17%, from $159,954 for the three months
ended March 31,  2002,  to $132,341  for the three  months  ended March 31, 2003
primarily due to downturn in the economy, in general,  and the retail sector, in
particular.  Our gross margin  dropped 17 percent  from the year earlier  period
(31% and 14 for the three months ended March 31, 2002 and 2003, respectively) We
have, in many cases,  reduced our minimum bid price on internet auctions,  which
has  contributed  to the decrease in our gross margin.  We expect to report weak
sales until such time as general economic trends improve.

General and administrative  expenses  decreased  approximately 27%, from $74,198
for the three months ended March 31, 2002, to $71,593 for the three months ended
March 31, 2003  primarily  due to office staff  reductions.  Sales and marketing
expenses increased approximately 132%, from $8,826 to $20,486, respectively, for
the three  months  ended March 31, 2002 as compared  with the three months ended
March 31,  2003.  We attended a trade show  during the  quarter  ended March 31,
2003.  Product  development  costs  decreased  approximately  2%, from $1,192 to
$1,214,  respectively,  for the three  months  ended  March  31,  2003 and 2001,
respectively.

Interest  income  decreased  by  approximately  84%,  from $573 during the three
months  ended  March 31, 2002 to $94 for the three  months  ended March 31, 2003
because we have used a  substantial  portion of the  proceeds  from our  private
funding to fund  operations.  These  proceeds  are held in an  interest  bearing
account.




                                        7
<PAGE>






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

The source of our  liquidity is from sales  revenue.  We have current  assets of
$207,784  compared  with  current  liabilities  of $13,511 as of March 31, 2003.
However,  included in the current assets are  inventories  of artwork  totalling
$178,483 (or 86 percent of current assets).

Our cash decreased by $26,897 (from $51,065 to $24,168)  during the three months
ended March 31, 2003 as compared with year end. We are reducing our unit markups
due to the current economic downturn.

During  the first  quarter,  we noted that sales  continue  to decline  and that
decline  coincides with the  sluggishness  in the economy.  Since our product is
generally  considered  to be a luxury item,  we strongly 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.   31.1: Certification Pursuant to Section 203 of the Sarbanes-Oxley
               Act of 2002 - CEO

          2.   31.2: Certification Pursuant to Section 203 of the Sarbanes-Oxley
               Act of 2002 - CFO

          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.






                                        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 March 31, 2003 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:    October 23, 2003                           By: /s/ Scott Thornock
         ----------------                               ------------------------
                                                        Scott Thornock
                                                        President and Treasurer






                                        9

<PAGE>