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: March 31, 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 May 13, 2002



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



                                        1
<PAGE>



                               NICKLEBYS.COM, INC.

                                      Index


                                     Part I
                                                                         Page
                                                                      ----------

Item 1.     Financial Statements

            Condensed Consolidated Balance Sheet as of
            March 31, 2002 (unaudited) ................................    3

            Condensed Consolidated Statements of Operations
            for the Three Months Ended March 31, 2002 and
            2001 (unaudited) ..........................................    4

            Condensed Consolidated Statements of Cash Flows
            for the Three Months Ended March 31, 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 CONSOLIDATED BALANCE SHEET
                                   (Unaudited)

                                 March 31, 2002

                                     ASSETS

Current assets:
     Cash.......................................................... $   140,324
     Accounts receivable...........................................      16,927
     Accounts receivable, related party............................         690
     Merchandise inventories, at the lower of cost or market.......     208,392
     Prepaid expenses..............................................       2,393
                                                                   -------------
         Total current assets......................................     368,726

Property and equipment, net........................................      24,958
Intangible assets, net.............................................      13,497
Other assets.......................................................      15,372
                                                                   -------------
                                                                    $   422,553
                                                                   =============

                      LIABILITIES AND SHAREHOLDERS' EQUITY

Current liabilities:
     Accounts payable, trade....................................... $     6,948
     Other accrued liabilities.....................................      16,074
                                                                   -------------
         Total current liabilities.................................      23,022
                                                                   -------------

Shareholders' equity:
     Preferred stock...............................................         -
     Common stock..................................................         291
     Additional paid-in capital....................................   5,160,210
     Outstanding common stock options..............................     106,600
     Retained deficit..............................................  (4,867,570)
                                                                   -------------
         Total shareholders' equity................................     399,531
                                                                   -------------
                                                                    $   422,553
                                                                   =============






     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,
                                                      ------------------------------------------
                                                             2002                  2001
                                                      --------------------  --------------------
<S>                                                      <C>                   <C>
Sales and service revenues:
     Sales of artwork and collectables................   $       159,954       $       160,917
     Commission revenue...............................             3,607                 2,265
     Appraisal fees...................................             1,775                   -
     Hosting fees.....................................               -                   1,230
                                                      --------------------  --------------------
                                                                 165,336               164,412
                                                      --------------------  --------------------

Operating expenses:
     Cost of sales, artwork and collectables..........           110,142                87,940
     Sales and marketing..............................             8,826                64,258
     Product development..............................             1,192                16,480
     Depreciation and amortization....................             6,724                 7,187
     General and administrative.......................            74,198                81,571
                                                      --------------------  --------------------
         Total operating expenses.....................           201,082               257,436
                                                      --------------------  --------------------

         Loss from operations.........................           (35,746)              (93,024)

Other income (expense):
     Interest income..................................               573                 5,112
     Other income.....................................                54                   158
     Interest expense.................................              (289)                  (44)
                                                      --------------------  --------------------
                Net loss before income taxes..........           (35,408)              (87,798)
                                                      --------------------  --------------------

Provision (benefit) for income taxes..................               -                     -
                                                      --------------------  --------------------
         Net loss.....................................   $       (35,408)      $       (87,798)
                                                      ====================  ====================

Basic and diluted loss per share......................   $         (0.01)      $         (0.03)
                                                      ====================  ====================
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,
                                                               -------------------------------------
                                                                     2002                 2001
                                                               ----------------     ----------------
<S>                                                             <C>                  <C>
            Net cash (used in) operating activities..........   $     (15,466)       $    (175,560)
                                                               ----------------     ----------------

Cash flows from investing activities:
     Capital expenditures....................................            (216)              (5,785)
                                                               ----------------     ----------------
            Net cash (used in) investing activities..........            (216)              (5,785)
                                                               ----------------     ----------------

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

            Net change in cash...............................         (16,507)            (181,345)

Cash at beginning of period..................................         156,831              443,337
                                                               ----------------     ----------------
            Cash at end of period............................   $     140,324        $     261,992
                                                               ================     ================

Supplemental disclosures of cash flow information:
     Cash paid during the period for:
         Interest............................................   $        (289)       $         (44)
                                                               ================     ================
         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
          --------------------------

The Company purchases its merchandise inventory from an officer and an affiliate
in the normal  course of business and  reimburses  the officer and the affiliate
for certain Company expenses.  The Company purchased inventory in the amounts of
$25,770 and $1,673 from the officer,  and $59,610 and $13,044 from the affiliate
during the three months ended 2002 and 2001, respectively.

The  Company  conducts  business  with its  affiliates  in the normal  course of
business.  The Company  recorded revenue in the amounts of $2,375 and $7,800 and
related  cost  of  sales  in  the  amounts  of  $1,900  and  $6,240  from  sales
transactions  with two  affiliates  during the three months ended March 31, 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 March 31, 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 March
31, 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, 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, 2002, Versus Three Months Ended March 31, 2001

We incurred a net loss of $(35,408)  ($.01 per share) for the three months ended
March 31, 2002, as compared to a net loss of $(87,798)  ($.03 per share) for the
three months ended March 31, 2001.

General and administrative expenses decreased approximately 9%, from $81,571 for
the three  months  ended March 31,  2001,  to $74,198 for the three months ended
March 31, 2002 primarily due to decreased  legal and accounting  fees related to
our  recently  completed  SEC filing.  Sales and  marketing  expenses  decreased
approximately  86%,  from $64,258 to $8,826 for the three months ended March 31,
2001, and 2001,  respectively.  Because we completed our ArtRX roll out in 2001,
we are no longer  incurring  those costs.  Product  development  costs decreased
approximately  86%,  from $16,480 to $1,192 for the three months ended March 31,
2001, and 2001, respectively, because we completed our ArtRX roll out in 2001.

Interest income  decreased  approximately  88%, from $5,112 for the three months
ended March 31, 2001 to $573 for the three  months  ended March 31, 2002 because
in 2001 we used a substantial  portion of the proceeds from our private funding.
Those proceeds had been in an interest bearing account.

Financial Condition and Liquidity

Our  financial  condition is good. We have current  assets of $368,726  compared
with  current  liabilities  of $17,164  as of March 31,  2002.  Included  in the
current assets are inventories of artwork totalling $208,392.

Our cash  decreased  by $16,507  (from  $156,831 to  $140,324)  during the three
months ended March 31, 2002. The decrease is attributed to: operating losses for
the three  months  ended  March 31, 2002 and  capital  expenditures  offset by a


                                        7
<PAGE>




decrease  in trade  receivables  totalling  $33,507 and the receipt of $7,500 in
revenue that we will recognize in a future period.

Our  strategy in the near future is to  continue  to increase  marketing  on the
Internet and implement certain online marketing  activities that we believe will
increase  online  sales in the near future.  We believe that our future  success
will be the result of increasing  Nicklebys.com's  market share by continuing to
increase  online and other  marketing  activities 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.

               There were no reports on Form 8-K.


















                                        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, 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:    May 13, 2002                        BY:   /s/ Bruce Capra
         ------------                           --------------------------------
                                                Bruce Capra
                                                President and Treasurer






















                                        9