UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-QSB

[x]             QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
                          OF THE SECURITIES ACT OF 1934
                FOR THE QUARTERLY PERIOD ENDED NOVEMBER 30, 2003

                                       OR

[ ]            TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
                          OF THE SECURITIES ACT OF 1934
            FOR THE TRANSITION PERIOD FROM ___________TO ____________

                        COMMISSION FILE NUMBER: 000-8880




                            THE BANKER'S STORE, INC.
             (Exact name of registrant as specified in its charter)

          NEW YORK                                               11-2196303
(State or other jurisdiction of                               (I.R.S. Employer
incorporation or organization)                               Identification No.)

               1535 MEMPHIS JUNCTION ROAD, BOWLING GREEN, KY 42101
          (Address, including zip code, of principal executive offices)

                                 (270) 781-8453
              (Registrant's telephone number, including area code)

     Indicate by check mark 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
                                              ---    ---


                      APPLICABLE ONLY TO CORPORATE ISSUERS:

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

     Common stock, par value $0.001, 14,947,215 shares outstanding as of
January 20, 2004.


<PAGE>


                            THE BANKER'S STORE, INC.

                                   FORM 10-QSB

                                NOVEMBER 30, 2003

                                      INDEX

                         PART I - FINANCIAL INFORMATION

ITEM 1.    FINANCIAL STATEMENTS

         See financial statements beginning on page F-1.

ITEM 2.    MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND PLAN
           OF OPERATION

The matters discussed in this management's discussion and analysis or plan of
operations contain forward-looking statements that involve risks and
uncertainties. The Company's actual results in our two operating segments could
differ materially from those discussed here. Factors that could cause or
contribute to such differences are discussed elsewhere in this quarterly report
on Form 10-QSB. The Company disclaims, any intent or obligation to update these
forward-looking statements.

OVERVIEW

The Banker's Store, Inc. ("Store") was established in 1968. It remained dormant
for many years until it completed the acquisition of B.G. Banking Equipment,
Inc., ("B.G. Banking") and Financial Building Equipment Exchange, Inc.,
("FBEE"). We are now in the business of buying, selling, and trading new and
refurbishing financial equipment for banks and other financial institutions.
Commencing during the fourth quarter of the year ended May 31, 2002, we entered
the office equipment and furniture retail business. We market products
throughout the United States primarily through direct sales to financial
institutions and other distributors supported by our direct sales force and
soliciting new contacts through our presence on the Internet.

We anticipate that our results of operations may fluctuate for the foreseeable
future due to several factors, including whether and when new products at
competitive prices are obtained and sources of good used banking and banking
related equipment and furniture become available at favorable prices, market
acceptance of current or new products, delays, or inefficiencies, shipment
problems, seasonal customer demand, the timing of significant orders,
competitive pressures on average selling prices and changes in the mix of
products sold.

Operating results would also be adversely affected by a downturn in the market
for our current and future products, order cancellations, or order rescheduling
or remanufacturing or delays. We purchase and resell new merchandise and
remanufacture and ship our other products shortly after receipt of orders. We
have not developed a significant backlog for such products and do not anticipate
developing a material backlog for such products in the future.

Because we plan to increase our operating expenses, primarily for personnel and
activities supporting newly-introduced products, new product development and
entering new markets, our operating results


                                       2
<PAGE>


would be adversely affected if our sales did not correspondingly  increase or if
our product development efforts are unsuccessful or are subject to delays.

We may not be able to sustain revenue growth on a quarterly or annual basis and
our operating results may not be consistent with predictions, if any, made by
securities analysts.

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, RELATED PARTY TRANSACTIONS AND
CONTINGENCIES:

Significant accounting estimates:

     Our discussion and analysis of our financial condition and results of
     operations are based upon our condensed consolidated financial statements,
     which have been prepared in conformity with accounting principles generally
     accepted in the United States of America. The preparation of these
     condensed consolidated financial statements requires us to make estimates
     and judgments that affect the reported amounts of assets, liabilities,
     revenues and expenses, and related disclosures of contingent assets and
     liabilities. On an on-going basis, we evaluate our estimates, including
     those related to accounts receivable, inventories, equipment and
     improvements, income taxes and contingencies. We base our estimates on
     historical experience and on various other assumptions that are believed to
     be reasonable under the circumstances, the results of which form the basis
     for making judgments about the carrying value of assets and liabilities
     that are not readily apparent from other sources. Actual results may differ
     from those estimated under different assumptions or conditions. The
     accounting estimates used as of May 31, 2003 and as outlined in our
     previously filed form 10-KSB have been applied consistently for the six and
     three months ended November 30, 2003.

Related party transactions:

     On August 1, 1998, we entered into a three-year operating lease with our
     President and principal stockholder, Paul Clark, for the lease of an
     aggregate of 23,976 square feet of office and warehouse space located in
     Bowling Green, Kentucky. The lease provides for a monthly rent of $5,000
     plus applicable real estate taxes and maintenance expenses. We have
     extended the lease through August 2004 under the same terms.

     On September 20, 2002, Paul Clark purchased an additional building in
     Bowling Green, Kentucky for $225,000, which we are currently using as
     warehouse space, and leasing from him under a month-to-month lease for
     $2,200 per month.

Contingencies:

     Private placement - B.G. Banking:

        Prior to the Store's reverse merger with B.G. Banking and FBEE, B.G
        Banking offered and received subscriptions for 126,500 shares of its
        common stock at $1.00 per share. Subsequent to the date of the reverse
        merger, the subscribers of shares of B.G. Banking's common stock were
        offered and they received shares of common stock in the Store at a ratio
        of 1 share of B.G. Banking common stock to 1.5 shares of the Store's
        common stock. We issued 189,750 shares of its common stock in
        satisfaction of the subscription agreements at a value of $.67 per
        share.

        Two of our directors, acting individually as principals of Taurus
        Investments International, Inc. (a Nevada corporation) (collectively
        "Taurus"), and as directors of B.G. Banking prior to its acquisition by
        the Store and subsequent to the acquisition becoming directors of the
        Company, offered and sold on behalf of B.G. Banking what Taurus has
        admitted to being an aggregate of


                                       3
<PAGE>


        304,500 shares of B.G. Banking's common stock for an aggregate
        consideration of $304,500. Taurus has remitted to the Store net proceeds
        of $109,674 and claims the difference of $194,826 as payment for
        expenses and commissions. In addition, Taurus has refused to disclose
        the names and numbers of shares of common stock and refused to remit to
        the Store the proceeds of the shares sold. As of November 30, 2003,
        Taurus has failed to turn over the balance of money, provide the names
        of the stock subscribers and the number of shares of common stock
        purchased.

        Based upon the accounting provided by Taurus to the Store, the Store may
        be liable for the issuance of up to 329,500 shares of common stock if
        and when Taurus substantiates their representation as to the number of
        shares of common stock sold and aggregate consideration. This number of
        shares represents the number of shares admittedly sold by Taurus for
        which the purchases have as yet remained unidentified.

        We may also be forced to defend ourself against actions to be brought by
        unknown subscribers to shares of common stock of B.G. Banking whose
        purchase price has never been disclosed or delivered to the Store. We
        are aware of one alleged purchaser who claims to have delivered funds to
        Taurus and whose funds were apparently not turned over to us. In the
        opinion of management, the Store has no liability to such purchasers and
        intends to vigorously defend such actions, if and when brought.

        We have received approximately $42,000 from Taurus relating to the
        purchase of shares by an unknown investor in June 1999. We are holding
        such funds in escrow pending disposition.

        As of November 30, 2003, we have reserved 329,500 shares of common stock
        pending possible issuance of shares in satisfaction of outstanding
        subscription agreements.

     Litigation:

        On February 29, 2000, Alexander C. Brosda and Andrew Seim filed an
        action in the United States District Court in Florida against the Store.
        The action alleges that we violated the Securities and Exchange Act of
        1934, as amended, and various Florida statutes, by failing to affect the
        exchange of 150,000 shares of B.G. Banking common stock held by Brosda
        and Seim for 225,000 shares of our common stock. On June 5, 2000, we
        filed a motion to dismiss the complaint for failure to state a claim,
        improper venue and lack of jurisdiction, respectively. On January 23,
        2001, the court dismissed the plaintiff's claims alleging violations of
        the Securities Exchange Act of 1934. The plaintiffs did not file an
        amended complaint, and the action has been dismissed by the court
        without prejudice.

        However, on September 26, 2001, Taurus Venture Capital Fund, LLC and
        Taurus filed a similar claim against the Store and our President, Paul
        Clark. The claim seeks $2,000,000 for actual damages based upon a per
        share price of $4.50, treble damages of $6,615,000 plus interest and
        fees. In November 2001, the Company and its president filed a motion to
        discuss or abate the action and are awaiting the scheduling by the court
        of a hearing on the motion. On May 30, 2002, the court issued a decision
        denying the motion to dismiss.

        On August 6, 2002, we filed an answer, affirmative defenses and
        counterclaims against plaintiffs, denying the allegations in the
        complaint and alleging as counterclaims the same claims as are alleged
        in the following described action pending in New York State, seeking
        damages in the amount of not less than $1,700,000 for breach of
        fiduciary duty, breach of contract, conversion and unjust enrichment,
        and seeking an accounting of plaintiffs' books and records. The Company
        believes that they have meritorious defenses and intends to vigorously
        defend the action. On May


                                       4
<PAGE>


        28, 2003, the Company and its president filed a motion to dismiss the
        action and are awaiting the scheduling by the court of a hearing on the
        motion.

        On March 7, 2000, we filed an action in the Supreme Court of New York,
        County of New York, against Taurus, seeking an amount of not less than
        $1,700,000 for breach of fiduciary duty, breach of contract, conversion
        and unjust enrichment and seeking an accounting of Taurus' books and
        records. The action arises out of B.G. Banking's confidential private
        placement memorandum dated January 31, 1998 for the sale of 3,000,000
        shares of common stock at $1.00 per share. Taurus filed a motion to
        dismiss the action, which the court denied on October 5, 2000. On
        November 15, 2000 a motion filed by Taurus counsel to be relieved as
        counsel was granted. On December 14, 2000, the court granted our oral
        motion for the entry of a default judgment against Taurus. On May 4,
        2001, the Court granted the motion filed by the defendant and, as a
        result, the action has been transferred to the New York State Supreme
        Court, Delaware County. We are awaiting a date for a hearing on
        plaintiff's damages. We intend to continue to vigorously pursue our
        litigation against the plaintiff.

RESULTS OF OPERATIONS

The following table sets forth operating data as a percentage of revenue for the
six and three months ended November 30, 2003 and 2003:

                                       Six Months Ended      Three Months Ended
                                          November 30,          November 30,
                                        2003       2002       2003       2002
                                       ----------------      ----------------

Net sales                              100.0%     100.0%     100.0%     100.0%
Cost of sales                           72.7%      63.7%      63.5%      74.6%
                                       -----      -----      -----      -----
Gross profit                            27.3%      36.3%      36.5%      25.4%
Expenses                                24.1%      34.4%      28.6%      49.4%
                                       -----      -----      -----      -----
Income(loss) from operations             3.2%       1.8%       7.9%     (24.0)%
Other                                    (.2)%      (.2)%      (.7)%      (.2)%
                                       -----      -----      -----      -----

Net income(loss)                         3.0%       1.6%       7.2%     (24.2)%
                                       =====      =====      =====      =====

RESULTS OF OPERATIONS  FOR THE SIX MONTHS ENDED NOVEMBER 30, 2003 AS COMPARED TO
THE SIX MONTHS ENDED NOVEMBER 30, 2002.

REVENUES:

Revenues were  approximately  $1,299,000  for the six months ended  November 30,
2003 as compared to  approximately  $1,092,000 for the six months ended November
30, 2002 reflecting an increase of approximately $207,000 or 19.0%. The increase
in revenues  during the six months ended November 30, 2003 was caused  primarily
by the increase in financial institution  expenditures as economic conditions in
the industry are beginning to turn around.

COST OF GOODS SOLD:

Cost of goods sold and related  expenses for the six months  ended  November 30,
2003  were  approximately  $945,000  or  72.7%  of  net  sales  as  compared  to
approximately  $696,000 or 63.7% of net sales for the six months ended  November
30, 2002.  Gross profit  decreased during the six months ended November 30, 2003
as compared to the six months ended November 30, 2002 primarily due to the ratio
of refurbished products sold as compared to new products


                                       5
<PAGE>


sold.  The sale of  refurbished or used items carries a much higher gross profit
than the sales of new items.  During the six months ended November 30, 2003, the
Company  sold a larger ratio of new products as compared to the six months ended
November 30, 2002.

SELLING, GENERAL AND ADMINISTRATIVE EXPENSES:

Selling, general and administrative expenses were approximately $313,000 for the
six months ended November 30, 2003 as compared to approximately $376,000 for the
six months  ended  November  30, 2002  reflecting  a decrease  of  approximately
$63,000 or 16.8% over the same period last year. The decrease is mainly due to a
reduction in  professional  fees  incurred  relating to the  litigation  and SEC
compliance  matters during the six months ended November 30, 2003 as compared to
the six months ended November 30, 2002.

NET INCOME (LOSS):

As a result of the  aforementioned,  the  Company's  net  income  during the six
months  ended   November  30,  2003  increased  by   approximately   $20,000  to
approximately  $38,000 as opposed to net income of approximately $18,000 for the
comparable prior period.

RESULTS OF OPERATIONS  FOR THE THREE MONTHS ENDED  NOVEMBER 30, 2003 AS COMPARED
TO THE THREE MONTHS ENDED NOVEMBER 30, 2002.

REVENUES:

Revenues  were  approximately  $593,000 for the three months ended  November 30,
2003 as compared to  approximately  $382,000 for the three months ended November
30, 2002 reflecting an increase of approximately $211,000 or 55.2%. The increase
in revenues during the three months ended November 30, 2003 was caused primarily
by increase in expenditures by financial  institutions as economic conditions in
the industry have begun to turn around.

COST OF GOODS SOLD:

Cost of goods sold and related  expenses for the three months ended November 30,
2003  were  approximately  $377,000  or  63.5%  of  net  sales  as  compared  to
approximately $285,000 or 74.6% of net sales for the three months ended November
30, 2002. Gross profit increased during the three months ended November 30, 2003
as compared to the three months ended  November  30, 2002  primarily  due to the
ratio of refurbished  products sold to new products sold. During this quarter we
sold more used products, which carry a higher gross profit percentage.

SELLING, GENERAL AND ADMINISTRATIVE EXPENSES:

Selling, general and administrative expenses were approximately $170,000 for the
three months ended November 30, 2003 as compared to  approximately  $188,000 for
the three months ended November 30, 2002 reflecting a decrease of  approximately
$18,000 or 9.6% over the same period last year.  The decrease is mainly due to a
reduction in  professional  fees  incurred  relating to the  litigation  matters
during the three months ended  November 30, 2003 as compared to the three months
ended November 30, 2002.



                                       6
<PAGE>


NET INCOME:

As a result of the  aforementioned,  the  Company's net income (loss) during the
three months ended  November 30, 2003 increased by  approximately  $135,000 to a
net income of  approximately  $43,000 as opposed to a net loss of  approximately
$92,000 for the comparable prior period.

LIQUIDITY AND CAPITAL RESOURCES

We have historically  financed our operations  through revenues from operations,
private and public  placements  of equity  securities,  debt and  capital  lease
financing  and  interest  income  earned on the net  proceeds  from the  private
placements.

We had cash and cash  equivalents of $210,842 and working capital of $419,838 at
November 30, 2003.  During the six months ended  November 30, 2003, our cash and
cash  equivalents  decreased  by  $28,902.  Cash  and cash  equivalents  used in
operations was $21,573  primarily due to the increase in inventory of $48,477 in
anticipation of an increased level of sales in the next quarter,  an increase in
accounts  receivable  of $21,241 and a decrease in customer  deposits of $35,075
due to the completion of several job during the period.  These fluctuations were
partially  offset by the  increase in accounts  payable and accrued  expenses of
$40,025 due to a high level of purchases  near the end of the period and our net
income of $38,252.  During the six months ended November 30, 2003, we obtained a
loan in order to purchase a new van for the Company.  We also  received net cash
advances of $13,200 from our principal stockholder.

We are  evaluating  various  alternatives  in addressing  our future  facilities
expansion needs.  The alternatives  being evaluated  include  negotiations  with
various parties for the leasing of additional facility space and the purchase of
additional  property  to  build  a new  or  additional  office  and  warehousing
facility.  Relocation to a new facility or leasing of additional  facility space
would be expected to result in an increase in rent upon occupancy.

We believe that our available cash, cash from operations and funds from existing
credit arrangements will be sufficient to satisfy our funding needs for at least
the  next  12  months.   Thereafter,   if  cash  generated  from  operations  is
insufficient   to  satisfy   our  working   capital   and  capital   expenditure
requirements, we may be required to sell additional equity or debt securities or
obtain  additional  credit  facilities.  There  can be no  assurance  that  such
additional  capital,  if needed,  will be available on satisfactory terms, if at
all.   Furthermore,   any  additional   equity  financing  may  be  dilutive  to
stockholders,   and  debt  financing,  if  available,  may  include  restrictive
covenants.  Our future liquidity and capital funding requirements will depend on
numerous  factors,  including  the extent to which our new products and products
under  consideration  are  successfully  developed,  gain market  acceptance and
become and remain  competitive,  the timing and results of regulatory actions in
the  banking  industry,  the costs and  timing of  further  expansion  of sales,
marketing and manufacturing activities,  facilities expansion needs. The failure
by us to raise  capital on  acceptable  terms when needed  could have a material
adverse effect on our business, financial condition and results of operations.

ITEM 3.       CONTROLS AND PROCEDURES

     (a) DISCLOSURE  CONTROLS AND PROCEDURES.  Within 90 days before filing this
report,  the Company  evaluated the effectiveness of the design and operation of
its disclosure  controls and procedures.  The Company's  disclosure controls and
procedures are the controls and other procedures that it designed to ensure that
it records, processes, summarizes and reports in a timely manner the information
it must disclose in reports that it files with or submits to the  Securities and
Exchange  Commission.  Paul D. Clark, the Company's President and CEO and Albert
Blankenship,  our Principal  Accounting Officer,  supervised and participated in
this  evaluation.  Based  on this  evaluation,  Messrs.  Clark  and  Blankenship

                                       7
<PAGE>


concluded  that, as of the date of their  evaluation,  the Company's  disclosure
controls and procedures were effective.

     (b) INTERNAL  CONTROLS.  Since the date of the evaluation  described above,
there have not been any significant changes in the Company's internal accounting
controls or in other factors that could significantly affect those controls.

                                    PART II.

                                OTHER INFORMATION

ITEM 1.       LEGAL PROCEEDINGS

         No material  developments  occurred  during the quarter with respect to
         our on-going  litigation.  For a discussion of this litigation,  please
         see Item 2. Management's Discussion and Analysis of Financial Condition
         and Results of Operation-Litigation herein.

ITEM 2.       CHANGES IN SECURITIES AND USE OF PROCEEDS

         None.

ITEM 3.       DEFAULTS BY THE COMPANY UPON ITS SENIOR SECURITIES

         None.

ITEM 4.       SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

         None.

ITEM 5.       OTHER INFORMATION

         None.

ITEM 6.        EXHIBITS AND REPORTS ON FORM 8-K

         a) Exhibits

             31.1 Certification Pursuant to Rule 13a-14(a) of Paul Clark
             31.2 Certification Pursuant to Rule 13a-14(a) of Albert Blankenship
             32.1 Certification of Paul Clark
             32.2 Certification of Albert Blankenship

         b) Reports on Form 8-K

              None.





                                       8
<PAGE>


                                   SIGNATURES

        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.

                                       THE BANKER'S STORE, INC.



                                       By: /s/ PAUL D. CLARK
                                           -------------------------------------
                                           Paul D. Clark,
                                           President, CEO and Director
                                           (Principal Executive Officer)

                                       By: /s/ ALBERT BLANKENSHIP
                                           -------------------------------------
                                           Albert Blankenship,
                                           Chief Financial Officer and Director
                                           (Principal Accounting Officer)

Date: January 20, 2004







                                       9
<PAGE>


                              FINANCIAL STATEMENTS
                    THE BANKER'S STORE, INC. AND SUBSIDIARIES




                                    I N D E X


                                                                           PAGE
                                                                           ----
PART I -  FINANCIAL INFORMATION

ITEM 1.   FINANCIAL STATEMENTS

             CONDENSED CONSOLIDATED BALANCE SHEET
                NOVEMBER 30, 2003 (UNAUDITED)                               2

             CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                SIX AND THREE MONTHS ENDED NOVEMBER 30, 2003 AND 2002
                (UNAUDITED)                                                 3

             CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                SIX MONTHS ENDED NOVEMBER 30, 2003 AND 2002 (UNAUDITED)     4

             NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
             (UNAUDITED)                                                   5-9

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

PART II. OTHER INFORMATION

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

             SIGNATURES

                                      * * *






                                      F-1
<PAGE>


                    THE BANKER'S STORE, INC. AND SUBSIDIARIES

                      CONDENSED CONSOLIDATED BALANCE SHEET
                                NOVEMBER 30, 2003
                                   (Unaudited)



                                     ASSETS

Current assets:
     Cash and cash equivalents                                       $  210,842
     Accounts receivable, net                                           243,053
     Inventories                                                        720,167
     Prepaid expenses and other current assets                           63,847
                                                                     ----------
              Total current assets                                    1,237,909

Equipment and improvements, net                                          95,576
Other assets                                                              8,332
                                                                     ----------
              Total                                                  $1,341,817
                                                                     ==========

                      LIABILITIES AND STOCKHOLDERS' EQUITY


Current liabilities:
     Current portion of long-term debt                               $   16,545
     Accounts payable and accrued expenses                              200,601
     Customer deposits                                                  156,534
     Advances from principal stockholder                                402,391
     Private placement funds in dispute                                  42,000
                                                                     ----------
              Total current liabilities                                 818,071

Long-term debt, net of current portion                                   14,177
                                                                     ----------
              Total liabilities                                         832,248
                                                                     ----------

Contingencies

Stockholders' equity:
     Common stock, $.01 par value; 80,000,000 shares
         authorized; 14,947,215 shares outstanding                      149,473
     Additional paid-in capital                                         497,216
     Accumulated deficit                                               (137,120)
                                                                     ----------
              Total stockholders' equity                                509,569
                                                                     ----------

              Total                                                  $1,341,817
                                                                     ==========




See Notes to Condensed Consolidated Financial Statements.

                                      F-2
<PAGE>


                    THE BANKER'S STORE, INC. AND SUBSIDIARIES

                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
              SIX AND THREE MONTHS ENDED NOVEMBER 30, 2003 AND 2002
                                   (Unaudited)

<TABLE>
<CAPTION>
                                               SIX MONTHS ENDED              THREE MONTHS ENDED
                                                  NOVEMBER 30,                   NOVEMBER 30,
                                         ----------------------------    ----------------------------
                                             2003            2002            2003            2002
                                         ------------    ------------    ------------    ------------
<S>                                      <C>             <C>             <C>             <C>
Revenue                                  $  1,299,082    $  1,092,317    $    593,186    $    381,873

Cost of goods sold                            944,556         696,174         376,602         284,765
                                         ------------    ------------    ------------    ------------

Gross profit                                  354,526         396,143         216,584          97,108

Selling, general and administrative
     expenses                                 313,433         376,158         169,777         188,486
                                         ------------    ------------    ------------    ------------

Income (loss) from operations                  41,093          19,985          46,807         (91,378)

Other expense                                  (2,841)         (2,160)         (3,936)           (766)
                                         ------------    ------------    ------------    ------------

Net income (loss)                        $     38,252    $     17,825    $     42,871    $    (92,144)
                                         ============    ============    ============    ============

Basic earnings (loss) per common share           $ --            $ --            $ --           $(.01)

Basic weighted average number of
     common shares outstanding             14,947,215      14,947,215      14,947,215      14,947,215
                                         ============    ============    ============    ============
</TABLE>

















See Notes to Condensed Consolidated Financial Statements.



                                       F-3
<PAGE>


                    THE BANKER'S STORE, INC. AND SUBSIDIARIES

                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                   SIX MONTHS ENDED NOVEMBER 30, 2003 AND 2002
                                   (Unaudited)


<TABLE>
<CAPTION>
                                                                2003          2002
                                                              ---------    ---------
<S>                                                           <C>          <C>
Operating activities:
     Net income                                               $  38,252    $  17,825
     Adjustments to reconcile net income to net cash
         used in operating activities:
         Depreciation and amortization                           16,097       13,828
         Changes in operating assets and liabilities:
              Accounts receivable                               (21,241)     (75,274)
              Inventories                                       (48,477)    (229,889)
              Prepaid expenses and other current assets         (11,154)     (63,466)
              Accounts payable and accrued expenses              40,025       21,842
              Customer deposits                                 (35,075)     300,200
                                                              ---------    ---------
                  Net cash used in operating activities         (21,573)     (14,934)
                                                              ---------    ---------

Investing activities - capital expenditures                     (25,052)     (32,479)
                                                              ---------    ---------
Financing activities:
     Proceeds from notes payable - bank                                      136,000
     Repayments of notes payable - bank                                     (124,900)
     Proceeds from long-term debt                                10,086       29,831
     Repayments of long-term debt                                (5,563)     (11,230)
     Loan payable - principal stockholder                        13,200       37,200
                                                              ---------    ---------
                  Net cash provided by financing activities      17,723       66,901
                                                              ---------    ---------

Net increase (decrease) in cash and cash equivalents            (28,902)      19,488
Cash and cash equivalents, beginning of period                  239,744      249,646
                                                              ---------    ---------

Cash and cash equivalents, end of period                      $ 210,842    $ 269,134
                                                              =========    =========

Supplemental disclosure of cash flow information:
     Interest paid                                            $   1,081    $   3,320
                                                              =========    =========
</TABLE>








See Notes to Condensed Consolidated Financial Statements.

                                      F-4
<PAGE>



                    THE BANKER'S STORE, INC. AND SUBSIDIARIES

              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)

Note 1 - Basis of presentation:

               In  the  opinion  of  management,   the  accompanying   unaudited
               condensed   consolidated   financial   statements   reflect   all
               adjustments,  consisting of normal recurring accruals,  necessary
               to present fairly the financial  position of The Banker's  Store,
               Inc. and  Subsidiaries  (the  "Company") as of November 30, 2003,
               and the  Company's  results of  operations  for the six and three
               months  ended  November  30, 2003 and 2002 and cash flows for the
               six months  ended  November  30,  2003 and 2002.  Pursuant to the
               rules  and  regulations  of  the  United  States  Securities  and
               Exchange   Commission  (the  "SEC"),   certain   information  and
               disclosures normally included in financial statements prepared in
               accordance with accounting  principles  generally accepted in the
               United  States of America have been  condensed in or omitted from
               these  consolidated   financial   statements  unless  significant
               changes have taken place since the end of the most recent  fiscal
               year.   Accordingly,   these  unaudited  condensed   consolidated
               financial  statements  should  be read in  conjunction  with  the
               audited consolidated  financial statements as of May 31, 2003 and
               for the years ended May 31,  2003 and 2002 and the notes  thereto
               (the "Audited  Financial  Statements") and the other  information
               included in the Company's Annual Report on Form 10-KSB (the "Form
               10-KSB") for the year ended May 31, 2003.

               The  consolidated  results  of  operations  for the six and three
               months ended November 30, 2003 are not necessarily  indicative of
               the results to be expected for the full year.

Note 2 - Earnings (loss) per common share:

                The Company  presents  "basic"  earnings (loss) per common share
                and, if applicable, "diluted" earnings per common share pursuant
                to the provisions of Statement of Financial Accounting Standards
                No. 128,  "Earnings  per Share"  ("SFAS  128").  Basic  earnings
                (loss) per share is calculated by dividing net income or loss by
                the weighted average number of common shares  outstanding during
                each period.  The  calculation of diluted  earnings per share is
                similar to that of basic  earnings  per share,  except  that the
                denominator  is  increased  to include the number of  additional
                common   shares  that  would  have  been   outstanding   if  all
                potentially  dilutive common shares, such as those issuable upon
                the exercise of stock  options,  were issued  during the period.
                The Company did not have any potentially  dilutive common shares
                outstanding at November 30, 2003 or 2002.

Note 3 - Income taxes:

               As of November  30,  2003,  the Company  had net  operating  loss
               carryforwards  of  approximately  $127,000  available  to  reduce
               future Federal  taxable income which will expire at various dates
               through 2023.  Due to the  uncertainties  related to, among other
               things, the changes in the ownership of the Company,  which could
               subject   those  loss   carryforwards   to   substantial   annual
               limitations,  and the extent  and  timing of its  future  taxable
               income,  the Company offset the deferred tax assets  attributable
               to the  potential  benefits of  approximately  $141,000  from the
               utilization  of those net operating  loss  carryforwards  and its
               other deferred tax assets by an equivalent valuation allowance as
               of November 30, 2003.


                                       F-5
<PAGE>

                    THE BANKER'S STORE, INC. AND SUBSIDIARIES

              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)

Note 3 - Income taxes (concluded):

               The  Company  had also  offset the  potential  benefits  from its
               deferred tax assets by equivalent valuation allowances during the
               year  ended  May 31,  2003.  As a result of the  decrease  in the
               valuation  allowance  of $(6,000)  and  $(9,000)  for the six and
               three months  ended  November  30,  2003,  respectively,  and the
               increase  (decrease) in the valuation  allowance of $(18,000) and
               $25,000  during the six and three months ended November 30, 2002,
               respectively,  the Company did not  recognize any income taxes in
               the accompanying condensed consolidated  statements of operations
               to offset its pre-tax income and loss in those periods.

Note 4 - Contingencies:

               Private placement - B.G. Banking:
                  Prior to The Banker's Store,  Inc.'s reverse  acquisition with
                  B.G.  Banking and FBEE on May 31, 1998,  B.G.  Banking offered
                  and received  subscriptions  for 126,500  shares of its common
                  stock  at  $1.00  per  share.  Subsequent  to the  date of the
                  reverse merger,  the  subscribers to shares of B.G.  Banking's
                  common stock were offered and they  received  shares of common
                  stock in The  Banker's  Store,  Inc.  at a ratio of 1 share of
                  B.G.  Banking common stock to 1.5 shares of The Banker's Store
                  Inc.'s common stock.  The Company issued 189,750 shares of its
                  common stock in satisfaction of the subscription agreements at
                  a value of $.67 per share.

                  Two  of  the  Company's  directors,   acting  individually  as
                  principals of Taurus Investments International, Inc. (a Nevada
                  corporation) (collectively "Taurus"), and as directors of B.G.
                  Banking prior to its acquisition by The Banker's  Store,  Inc.
                  and subsequent to the  acquisition  becoming  directors of the
                  Company,  offered  and sold on  behalf  of B.G.  Banking  what
                  Taurus has admitted to being an aggregate of 304,500 shares of
                  B.G. Banking's common stock for an aggregate  consideration of
                  $304,500.  Taurus has  remitted to the Company net proceeds of
                  $109,674 and claims the  difference of $194,826 as payment for
                  expenses and commissions.  In addition,  Taurus has refused to
                  disclose  the names and numbers of shares of common  stock and
                  refused to remit to the  Company  the  proceeds  of the shares
                  sold. As of November 30, 2003,  Taurus has failed to turn over
                  the  balance  of  money,   provide  the  names  of  the  stock
                  subscribers   and  the  number  of  shares  of  common   stock
                  purchased.

                  Based upon the  accounting  provided by Taurus to the Company,
                  the  Company  may be liable for the  issuance of up to 329,500
                  shares of common stock if and when Taurus  substantiates their
                  representation as to the number of shares of common stock sold
                  and  the  aggregate  consideration.   This  number  of  shares
                  represents the number of shares  admittedly sold by Taurus for
                  which the purchasers have as yet remained unidentified.


                                       F-6
<PAGE>


                    THE BANKER'S STORE, INC. AND SUBSIDIARIES

              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)

Note 4 - Contingencies (continued):

               Private placement - B.G. Banking (concluded):

                  The  Company  may also be  forced  to  defend  itself  against
                  actions  to be brought  by  unknown  subscribers  to shares of
                  common stock of B.G.  Banking whose  purchase  price has never
                  been  disclosed or  delivered  to the Company.  The Company is
                  aware of one alleged  purchaser  who claims to have  delivered
                  funds to Taurus  and whose  funds were  apparently  not turned
                  over to the Company. In the opinion of management, the Company
                  has no liability to such  purchasers and intends to vigorously
                  defend such actions, if and when brought.

                  The Company has  received  approximately  $42,000  from Taurus
                  relating to the  purchase of shares by an unknown  investor in
                  June 1999. The Company is holding such funds in escrow pending
                  disposition.

                  As of November  30,  2003,  the Company has  reserved  329,500
                  shares of common stock pending possible  issuance of shares in
                  satisfaction of outstanding subscription agreements.

               Litigation:

                  On  February  29,  2000,  Alexander  C. Brosda and Andrew Seim
                  filed an action in the United States District Court in Florida
                  against  the  Company.  The action  alleges  that the  Company
                  violated the Securities Exchange Act of 1934, as amended,  and
                  various Florida statutes, by failing to effect the exchange of
                  150,000 shares of B.G. Banking common stock held by Brosda and
                  Seim for 225,000 shares of the Company's common stock. On June
                  5, 2000,  the Company  filed a motion to dismiss the complaint
                  for  failure  to state a  claim,  improper  venue  and lack of
                  jurisdiction,  respectively.  On January 23,  2001,  the court
                  dismissed the plaintiffs'  claims  alleging  violations of the
                  Securities  Exchange Act of 1934.  The plaintiffs did not file
                  an amended complaint, and the action has been dismissed by the
                  court without prejudice.

                  However,  on September 26, 2001,  Taurus Venture Capital Fund,
                  LLC and Taurus filed a similar  claim  against the Company and
                  its president.  The claim seeks  $2,000,000 for actual damages
                  based  upon a per share  price of  $4.50,  treble  damages  of
                  $6,615,000  plus  interest  and fees.  In November  2001,  the
                  Company and its  president  filed a motion to dismiss or abate
                  the action and are awaiting the  scheduling  by the court of a
                  hearing on the motion.  On May 30,  2002,  the court  issued a
                  decision denying the motion to dismiss.

                  On August 6, 2002,  the  Company  and the  President  filed an
                  answer,   affirmative   defenses  and  counterclaims   against
                  plaintiffs,  denying  the  allegations  in the  complaint  and
                  alleging  as  counterclaims  the same claims as are alleged in
                  the  following  described  action  pending in New York  State,
                  seeking  damages in the amount of not less than $1,700,000 for
                  breach of fiduciary  duty,  breach of contract,  conversion of
                  unjust  enrichment,  and seeking an accounting of  plaintiff's
                  books  and  records.  The  Company  believes  that  they  have
                  meritorious  defenses  and  intends to  vigorously  defend the
                  action. On May 28, 2003, the Company and its president filed a
                  motion to dismiss the action and are awaiting  the  scheduling
                  by the court of a hearing on the motion.


                                       F-7
<PAGE>


                    THE BANKER'S STORE, INC. AND SUBSIDIARIES

              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)

Note 4 - Contingencies (concluded):
               Litigation (concluded):

                  On March 7, 2000,  the Company  filed an action in the Supreme
                  Court of New York, County of New York, against Taurus, seeking
                  an amount of not less than  $1,700,000 for breach of fiduciary
                  duty, breach of contract, conversion and unjust enrichment and
                  seeking an accounting of Taurus' books and records. The action
                  arises out of B.G.  Banking's  confidential  private placement
                  memorandum  dated  January 31, 1998 for the sale of  3,000,000
                  shares of  common  stock at $1.00 per  share.  Taurus  filed a
                  motion to dismiss the action which the court denied on October
                  5, 2000.  On  November  15,  2000,  a motion  filed by Taurus'
                  counsel to be relieved as counsel was granted. On December 14,
                  2000,  the court  granted  the  Company's  oral motion for the
                  entry of a default  judgment  against Taurus.  On May 4, 2001,
                  the Court  granted a motion filed by the  defendant  and, as a
                  result,  the action has been transferred to the New York State
                  Supreme Court, Delaware County. The Company is awaiting a date
                  for a hearing on its claim  against the plaintiff for damages.
                  The Company intends to continue to litigate this action.

                  Although  it cannot  predict  the  outcome  of the  litigation
                  described above, management does not believe that the ultimate
                  outcome of the claims brought by the plaintiffs  will not have
                  any material  adverse  effects on the  Company's  consolidated
                  financial statements in subsequent periods.

Note 5 - Segment information:

               The Company has adopted the provisions of Statements of Financial
               Accounting  Standards No. 131,  "Disclosures about Segments of an
               Enterprise and Related Information ("SFAS 131").  Pursuant to the
               provisions of SFAS 131, the Company is reporting  segment  sales,
               cost of goods sold,  gross  margins and  inventories  in the same
               format  reviewed by the  Company's  management  (the  "management
               approach").  The Company  has two  reporting  segments:  "Banking
               Equipment" and "Office  Equipment." The Banking Equipment segment
               is comprised of the operations connected with the buying, selling
               and trading of new and refurbished  financial equipment for banks
               and other financial institutions. The Office Equipment segment is
               comprised of buying and selling office equipment and supplies.

               Net sales,  cost of sales and other related  segment  information
               follows as of November  30, 2003 and for the six and three months
               ended November 30, 2003 and 2002:







                                       F-8
<PAGE>


                    THE BANKER'S STORE, INC. AND SUBSIDIARIES

              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)

Note 5 - Segment information (concluded):
<TABLE>
<CAPTION>
                                                           SIX MONTHS ENDED                  THREE MONTHS ENDED
                                                              NOVEMBER 30,                      NOVEMBER   30,
                                                      -----------------------------       -----------------------
                                                         2003               2002            2003           2002
                                                      ----------         ----------       --------       --------
<S>                                                   <C>                <C>              <C>            <C>
                     Revenue:
                         Banking Equipment            $1,162,603         $1,029,864       $548,432       $349,975
                          Office Equipment               136,479             62,453         44,754         31,898
                                                      ----------         ----------       --------       --------

                               Totals                  1,299,082          1,092,317        593,186        381,873
                                                      ----------         ----------       --------       --------

                     Cost of goods sold:
                         Banking Equipment               857,384            652,567        350,546        260,904
                         Office Equipment                 87,172             43,607         26,056         23,861
                                                      ----------         ----------       --------       --------

                               Totals                    944,556            696,174        376,602        284,765
                                                      ----------         ----------       --------       --------

                     Gross profit:

                         Banking Equipment               305,219            377,297        197,886         89,071
                         Office Equipment                 49,307             18,846         18,698          8,037
                                                      ----------         ----------       --------       --------

                               Totals                    354,526            396,143        216,584         97,108
                                                      ----------         ----------       --------       --------

                     Selling, general and admin-
                         istrative and other
                         (expenses):
                         Banking Equipment               211,726            282,781        118,163        140,688
                         Office Equipment                 28,683             15,791         12,311          9,321
                         Corporate                        75,865             79,746         43,239         39,243
                                                      ----------         ----------       --------       --------

                               Totals                    316,274            378,318        173,713        189,252
                                                      ----------         ----------       --------       --------

                     Net income (loss):

                         Banking Equipment                93,493             94,516         79,723        (51,617)
                         Office Equipment                 20,624              3,055          6,387         (1,284)
                         Corporate                       (75,865)           (79,746)       (43,239)       (39,243)
                                                      ----------         ----------       --------       --------

                               Totals                 $   38,252         $   17,825       $ 42,871       $(92,144)
                                                      ==========         ==========       ========       ========

                     Segment assets:
                         Inventories:

                            Banking Equipment         $  713,635
                            Office Equipment               6,532
                                                      ----------
                               Totals                    720,167

                         Other assets                    621,650
                                                      ----------

                               Total assets           $1,341,817
                                                      ==========
</TABLE>

                                      * * *


                                      F-9