UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                    FORM 10-Q

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

                  FOR THE QUARTERLY PERIOD ENDED AUGUST 2, 2003
                         COMMISSION FILE NUMBER 0-19714

                              E COM VENTURES, INC.

                     STATE OF FLORIDA I.R.S. NO. 65-0977964

                            251 INTERNATIONAL PARKWAY
                             SUNRISE, FLORIDA 33325

                        TELEPHONE NUMBER: (954) 335-9100

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 |_|

INDICATE  BY CHECK MARK  WHETHER  THE  REGISTRANT  IS AN  ACCELERATED  FILER (AS
DEFINED IN RULE 12B-2 OF THE EXCHANGE ACT). YES |_| NO |X|

AS OF SEPTEMBER 12, 2003,  THE  REGISTRANT  HAD  2,474,460  SHARES OF ITS COMMON
STOCK, $0.01 PAR VALUE, OUTSTANDING.

                                      -1-

<PAGE>

                                TABLE OF CONTENTS

                      E COM VENTURES, INC. AND SUBSIDIARIES

                                     PART I
                              FINANCIAL INFORMATION

ITEM 1       FINANCIAL STATEMENTS (unaudited).................................3
             Consolidated Condensed Balance Sheets............................3
             Consolidated Condensed Statements of Operations..................4
             Consolidated Condensed Statements of Cash Flows..................5
             Notes to Consolidated Condensed Financial Statements.............6

ITEM 2       MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
             AND RESULTS OF OPERATIONS........................................9

ITEM 3       QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT
             MARKET RISKS....................................................15

ITEM 4       CONTROLS AND PROCEDURES.........................................15

                                     PART II
                                OTHER INFORMATION

ITEM 1       LEGAL PROCEEDINGS...............................................15

ITEM 2       CHANGES IN SECURITIES AND USE OF PROCEEDS.......................15

ITEM 3       DEFAULTS UPON SENIOR SECURITIES.................................16

ITEM 4       SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.............16

ITEM 5       OTHER INFORMATION...............................................16

ITEM 6       EXHIBITS AND REPORTS ON FORM 8-K................................16

SIGNATURES ..................................................................17


                                      -2-
<PAGE>

PART I.                 FINANCIAL INFORMATION
ITEM 1.                 FINANCIAL STATEMENTS

                      E COM VENTURES, INC. AND SUBSIDIARIES
                      CONSOLIDATED CONDENSED BALANCE SHEETS
                                   (Unaudited)

<TABLE>
<CAPTION>
ASSETS:                                                     AUGUST 2, 2003   FEBRUARY 1, 2003
                                                            ==============   ================
<S>                                                          <C>              <C>
Current assets:
Cash and cash equivalents                                    $   3,380,390    $   2,964,645
Trade receivables, net                                           1,549,056          744,456
Advances to suppliers                                            1,503,855        1,814,935
Inventories, net                                                66,816,541       68,717,163
Prepaid expenses and other current assets                        1,053,300        1,169,524
Investments available for sale                                     167,091          210,607
                                                             -------------    -------------
  Total current assets                                          74,470,233       75,621,330
Property and equipment, net                                     25,716,097       24,556,691
Goodwill, net                                                    1,904,448        1,904,448
Other assets, net                                                1,147,095        1,340,155
                                                             -------------    -------------
  Total assets                                               $ 103,237,873    $ 103,422,624
                                                             =============    =============
LIABILITIES AND SHAREHOLDERS' EQUITY:
Current liabilities:
Bank line of credit                                          $  34,976,323    $  32,081,831
Current portion of long-term debt                                     --             31,860
Accounts payable, non-affiliates                                17,119,818       20,905,826
Accounts payable, affiliates                                    14,203,003       13,331,718
Accrued expenses and other liabilities                           5,552,507        5,168,634
Subordinated note payable, affiliate                             4,750,000          100,000
Current portion of obligations under capital leases                413,651          981,784
Convertible notes payable                                          381,882        1,215,215
                                                             -------------    -------------
  Total current liabilites                                      77,397,184       73,816,868
Long-term portion of obligations under capital leases            8,053,596        7,752,315
                                                             -------------    -------------
  Total liabilities                                             85,450,780       81,569,183
                                                             -------------    -------------
Commitments and contingencies
Shareholders' equity:
Preferred stock, $0.10 par value, 1,000,000
   shares authorized, none issued                                     --               --
Common stock, $.01 par value, 6,250,000 shares
   authorized; 3,271,812 and 3,215,761 shares issued
   in fiscal years 2003 and 2002, respectively                      32,718           32,158
Additional paid-in capital                                      71,330,838       71,387,794
Treasury stock, at cost, 794,952 and 779,952 shares
   in fiscal years 2003 and 2002, respectively                  (7,197,535)      (7,085,940)
Accumulated deficit                                            (45,882,550)     (42,028,563)
Notes and interest receivable from shareholder and officer        (319,458)        (311,604)
Accumulated other comprehensive loss                              (176,920)        (140,404)
                                                             -------------    -------------
  Total shareholders' equity                                    17,787,093       21,853,441
                                                             -------------    -------------
  Total liabilities and shareholders' equity                 $ 103,237,873    $ 103,422,624
                                                             =============    =============
</TABLE>


     See accompanying notes to consolidated condensed financial statements.


                                      -3-
<PAGE>

                      E COM VENTURES, INC. AND SUBSIDIARIES
                 CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                       THIRTEEN WEEKS     THIRTEEN WEEKS       TWENTY-SIX WEEKS   TWENTY-SIX WEEKS
                                                            ENDED             ENDED                 ENDED              ENDED
                                                       AUGUST 2, 2003     AUGUST 3, 2002        AUGUST 2, 2003     AUGUST 3, 2002
                                                       ==============     ==============        ==============     ==============
<S>                                                     <C>                <C>                   <C>                <C>
Net sales                                               $ 50,747,969       $ 48,089,158          $ 87,635,798       $ 88,257,840
Cost of goods sold                                        30,175,240         28,090,185            50,247,576         50,929,609
                                                        ------------       ------------          ------------       ------------
Gross profit                                              20,572,729         19,998,973            37,388,222         37,328,231
                                                        ------------       ------------          ------------       ------------
Operating expenses:
  Selling, general and administrative                     19,618,635         18,689,104            37,457,751         35,923,203
  Depreciation and amortization                            1,469,397          1,455,435             2,924,138          2,947,080
                                                        ------------       ------------          ------------       ------------
    Total operating expenses                              21,088,032         20,144,539            40,381,889         38,870,283
                                                        ------------       ------------          ------------       ------------
Loss from operations                                        (515,303)          (145,566)           (2,993,667)        (1,542,052)
Interest expense, net                                       (408,537)          (540,356)             (860,320)        (1,084,202)
                                                        ------------       ------------          ------------       ------------
Net loss                                                $   (923,840)      $   (685,922)         $ (3,853,987)      $ (2,626,254)
                                                        ============       ============          ============       ============
Net loss per common share:
  Basic                                                 $      (0.37)      $      (0.28)         $      (1.56)      $      (1.07)
                                                        ============       ============          ============       ============
  Diluted                                               $      (0.37)      $      (0.28)         $      (1.56)      $      (1.07)
                                                        ============       ============          ============       ============
Weighted average number of common shares outstanding:
  Basic                                                    2,493,562          2,482,780             2,476,307          2,452,094
                                                        ============       ============          ============       ============
  Diluted                                                  2,493,562          2,482,780             2,476,307          2,452,094
                                                        ============       ============          ============       ============
</TABLE>

     See accompanying notes to consolidated condensed financial statements.


                                      -4-
<PAGE>

                      E COM VENTURES, INC. AND SUBSIDIARIES
                 CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                  TWENTY-SIX WEEKS ENDED      TWENTY-SIX WEEKS ENDED
                                                      AUGUST 2, 2003              AUGUST 3, 2002
                                                      ==============              ==============
<S>                                                    <C>                        <C>
Cash flows from operating activities:
Net loss                                               $(3,853,987)               $(2,626,254)
Adjustments to reconcile net loss to net cash
    provided by operating activities:
Provision for impairment of assets and store closing       180,172                    380,470
Realized loss on investment                                  3,880                       --
Depreciation and amortization                            2,924,138                  2,947,080
Change in operating assets and liabilities:
    Trade receivables                                     (804,600)                  (498,111)
    Advances to suppliers                                  311,080                 (1,550,395)
    Inventories                                          1,900,622                  1,225,734
    Prepaid expenses and other current assets              116,224                    362,179
    Due from affiliate                                  (1,127,356)
    Other assets                                            80,533                    113,728
    Accounts payable, non-affiliates                    (3,786,008)                (1,250,707)
    Accounts payable, affiliates                         5,871,285                  2,902,227
    Accrued expenses and other liabilities                 383,872                   (306,151)
                                                       -----------                -----------
Net cash provided by operating activities                3,327,211                    572,444
                                                       -----------                -----------
Cash flows from investing activities:
Additions to property and equipment                     (4,151,188)                  (473,110)
Proceeds from sale of investments                            3,120                     11,733
                                                       -----------                -----------
Net cash used in investing activities                   (4,148,068)                  (461,377)
                                                       -----------                -----------
Cash flows from financing activities:
Net borrowings under bank line of credit                 2,894,492                  4,126,342
Repayment of notes payable                                 (31,860)                  (237,050)
Repayment of subordinated notes payable, affiliate        (350,000)                  (100,000)
Principal payments under capital lease obligations        (266,852)                  (835,581)
Net advances to shareholders and officers                   (7,854)                  (485,518)
Repayment of convertible notes payable                  (1,000,000)                (2,108,157)
Exercise of stock options                                  110,271                       --
Purchases of treasury stock                               (111,595)                   (47,302)
                                                       -----------                -----------
    Net cash provided by financing activities            1,236,602                    312,734
                                                       -----------                -----------
Increase in cash and cash equivalents                      415,745                    423,801
Cash and cash equivalents at beginning of period         2,964,645                  1,600,787
                                                       -----------                -----------
Cash and cash equivalents at end of period             $ 3,380,390                $ 2,024,588
                                                       ===========                ===========
</TABLE>

     See accompanying notes to consolidated condensed financial statements.


                                      -5-
<PAGE>

                      E COM VENTURES, INC. AND SUBSIDIARIES
              NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
                                   (UNAUDITED)

NOTE 1 -  OPERATIONS AND BASIS OF PRESENTATION

         E Com Ventures, Inc., a Florida Corporation ("ECOMV"), is structured as
a holding  company  that owns and operates  Perfumania  Inc.  ("Perfumania"),  a
specialty  retailer and  wholesaler  of  fragrances  and related  products,  and
perfumania.com,  inc.,  an Internet  retailer of fragrance  and other  specialty
items.

         Perfumania  is  incorporated  in Florida  and  operates  under the name
Perfumania.   Perfumania's   retail  stores  are  located  in  regional   malls,
manufacturers'  outlet malls,  airports and on a  stand-alone  basis in suburban
strip  shopping  centers.  The number of retail stores in operation at August 2,
2003 and August 3, 2002 were 234 and 241, respectively.

         The consolidated condensed financial statements include the accounts of
ECOMV and subsidiaries (collectively,  the "Company"). All material intercompany
balances and transactions have been eliminated in consolidation.

         The accompanying  unaudited consolidated condensed financial statements
have  been  prepared  in  accordance  with  the  rules  and  regulations  of the
Securities and Exchange  Commission  (the "SEC").  Certain  information and note
disclosures  normally  included  in annual  financial  statements,  prepared  in
accordance with accounting principles generally accepted in the United States of
America, have been condensed or omitted pursuant to those rules and regulations.
The financial information presented herein, which is not necessarily  indicative
of results to be expected for the current fiscal year,  reflect all adjustments,
which,  in the opinion of management,  are necessary for a fair  presentation of
the  interim  unaudited  consolidated  condensed  financial  statements.  It  is
suggested  that these  consolidated  condensed  financial  statements be read in
conjunction with the financial  statements and the notes thereto included in our
Annual Report on Form 10-K for the fiscal year ended February 1, 2003 filed with
the SEC on April 30, 2003.

         As  shown  in  the  accompanying   consolidated   condensed   financial
statements,  the  Company  has  incurred  a net  loss  of $3.9  million  for the
twenty-six weeks period ended August 2, 2003. In addition, as of August 2, 2003,
the Company has a seasonal  working  capital  deficiency  of $2.9 million and an
accumulated deficit of $45.9 million. As of August 2, 2003, the Company has cash
balances  totaling  approximately  $3.4  million  and  an  additional  borrowing
capacity of $3.5  million  under its bank line of credit  which is  scheduled to
expire in May 2004.  Management  believes that the cash balances,  the available
borrowing  capacity and the expected ability to obtain suitable  financing terms
subsequent to May 2004, and the projected future operating results will generate
sufficient  liquidity to support the Company's working capital needs and capital
expenditures for the next twelve months; however, there can be no assurance that
management's plans and expectations will be successful. If the Company is unable
to generate  sufficient  cash flows from operations in the future to service its
obligations and/or refinance its existing debt, the Company could face liquidity
and working capital constraints,  which could adversely impact future operations
and growth.

RECLASSIFICATION

         Certain fiscal year 2002 amounts have been reclassified to conform with
the fiscal year 2003 presentation.

NOTE 2 -  ACCOUNTING FOR STOCK-BASED COMPENSATION

         The  Company  accounts  for its  stock-based  compensation  plans under
Accounting Principles Board ("APB") Opinion No. 25, "Accounting for Stock Issued
to Employees."  Accordingly,  because the grant price equals the market price on
the date of the grant, no compensation  expense is recognized by the Company for
stock options issued pursuant to its  stock-based  compensation  plans.  The pro
forma  information  below is based  on  provisions  of  Statement  of  Financial
Accounting Standard ("SFAS") No. 123, "Accounting for Stock-Based Compensation,"
as


                                      -6-
<PAGE>

amended by SFAS 148,  "Accounting for  Stock-Based  Compensation - Transition
and Disclosure," issued in December 2002.

<TABLE>
<CAPTION>
                                           THIRTEEN WEEKS ENDED  THIRTEEN WEEKS ENDED TWENTY-SIX WEEKS ENDED  TWENTY-SIX WEEKS ENDED
                                              AUGUST 2, 2003        AUGUST 3, 2002        AUGUST 2, 2003          AUGUST 3, 2002
                                              ==============        ==============        ==============          =============
<S>                                            <C>                   <C>                   <C>                     <C>
Net loss as reported                           $  (923,840)          $  (685,922)          $(3,853,987)            $(2,626,254)
Add: Total fair value of stock based
  employee compensation expense not included
  in reported net loss, net                        (74,923)             (193,161)             (219,168)               (377,346)
                                               -----------           -----------           -----------             -----------
Proforma net loss                              $  (998,763)          $  (685,922)          $(4,073,155)            $(3,003,600)
                                               ===========           ===========           ===========             ===========
Proforma net loss per share:
  Basic                                        $     (0.40)          $     (0.35)          $     (1.64)            $     (1.22)
                                               ===========           ===========           ===========             ===========
  Diluted                                      $     (0.40)          $     (0.35)          $     (1.64)            $     (1.22)
                                               ===========           ===========           ===========             ===========
</TABLE>

NOTE 3 - BANK LINE OF CREDIT

         Perfumania's senior secured credit facility with GMAC Commercial Credit
LLC  ("GMAC")   provides  for  borrowings  of  up  to  $40  million,   of  which
approximately  $3.5 million was available at August 2, 2003, and supports normal
working capital requirements and other general corporate purposes.  The facility
expires in May 2004. Advances under the line of credit are based on a formula of
eligible  inventories  and bears  interest at a floating  rate  ranging from (a)
prime less 0.75% to prime plus 1% or (b) LIBOR plus 1.75% - 3.50% depending on a
financial ratio test. As of August 2, 2003, the credit facility bore interest at
3.6%. Borrowings are secured by a first lien on all assets of Perfumania and the
assignment of a life insurance policy on Ilia Lekach,  the Company's Chairman of
the Board of Directors and Chief Executive Officer. The credit facility contains
limitations on additional borrowings,  capital expenditures and other items, and
contains  various  covenants  including  maintenance  of minimum net worth,  and
certain key ratios, as defined by the lender.  As of August 2, 2003,  Perfumania
was not in compliance with its tangible net worth ratio,  fixed charge ratio and
leverage ratio. On September 9, 2003, Perfumania obtained a waiver from GMAC for
all instances of non-compliance as of the quarter ended August 2, 2003.

NOTE 4 - BASIC AND DILUTED LOSS PER COMMON SHARE

         Basic loss per common  share has been  computed by dividing net loss by
the weighted  average  number of common  shares  outstanding  during the period.
Diluted  loss per share  includes,  in  periods  in which  they have a  dilutive
effect,  the impact of common shares issuable upon exercise of stock options and
other common stock  equivalents.  For all periods  presented in the accompanying
consolidated  condensed statements of operations,  incremental shares attributed
to outstanding stock options and convertible notes were not included because the
results would be anti-dilutive.

NOTE 5 - COMPREHENSIVE INCOME (LOSS)

         Comprehensive   income  (loss)  represents  all  non-owner  changes  in
shareholders' equity and consists of the following:


                                      -7-
<PAGE>

<TABLE>
<CAPTION>
                                       Thirteen Weeks         Thirteen Weeks         Twenty-Six Weeks        Twenty-Six Weeks
                                           Ended                  Ended                   Ended                   Ended
                                       August 2, 2003         August 3, 2002          August 2, 2003          August 3, 2002
                                       ==============         ==============          ==============          ==============
<S>                                    <C>                     <C>                     <C>                     <C>
Net loss                               $  (923,840)            $  (685,922)            $(3,853,987)            $(2,626,254)
Other comprehensive loss -
  net unrealized loss on investments       (56,573)             (1,123,236)                (36,516)             (1,071,343)
                                       -----------             -----------             -----------             -----------
  Total comprehensive loss             $  (980,413)            $(1,809,158)            $(3,890,503)            $(3,697,597)
                                       -----------             -----------             -----------             -----------
</TABLE>

NOTE  6 -  CONVERTIBLE NOTES PAYABLE

         In December 2002, the Company entered into an amended  Convertible Note
Option  Repurchase  Agreement  (the  "Agreement")  with holders of the Company's
outstanding  Series  C  and D  Convertible  Notes.  The  Agreement  provided  an
extension of the maturity  date of the  Convertible  Notes to September 15, 2003
and a monthly  option to repurchase  the Notes over the extended  maturity date.
The  portion of the notes  redeemable  in each month  varied as per a  specified
redemption schedule. In the event that the Company exercised its monthly option,
the note holders  were  restricted  from  converting  any part of the  remaining
outstanding  and  unpaid  principal  balance  of such  holder's  notes  into the
Company's  common stock.  During the first twenty-six weeks of fiscal year 2003,
the Company paid $1,000,000 to the note holders, which represented approximately
$833,000 of principal and $167,000 of premiums.

         As of September 15, 2003 the Convertible Notes were repaid in full.

NOTE 7 - CONTINGENCIES

         The Company is involved in legal  proceedings in the ordinary course of
business.  Management  cannot  presently  predict the outcome of these  matters.
Management  believes that the Company would have  meritorious  defenses and that
the ultimate  resolution  of these  matters  should not have a material  adverse
effect on the Company's financial position or result of operations.

NOTE 8 - RELATED PARTY TRANSACTIONS

         Notes and  interest  receivable  from a  shareholder  and officer  were
approximately $319,000 as of August 2, 2003. The notes are unsecured,  mature in
five years and bear interest at prime plus 1% per annum.  Principal and interest
are payable in full at maturity.

         The Company's  Chairman of the Board of Directors  and Chief  Executive
Officer,  Ilia Lekach,  is also the Chairman of the Board of Directors and Chief
Executive Officer of Parlux Fragrances,  Inc.  ("Parlux").  Purchases of product
from Parlux was approximately $9,457,000 and $6,023,000 for the first twenty-six
weeks of fiscal years 2003 and 2002,  respectively,  representing  approximately
20% and 12% of the Company's total  purchases,  respectively.  The amount due to
Parlux at August 2, 2003 was  approximately  $16,645,000  including a $4,750,000
subordinated  note  payable  bearing  interest  at prime  plus 1% per  annum and
$11,714,000 of accounts payable. Accounts payable due to Parlux are non-interest
bearing and are  included in accounts  payable  affiliates  in the  accompanying
consolidated condensed balance sheets.

         During  the  first  twenty-six  weeks of 2003,  the  Company  purchased
approximately  $1,849,000  of  merchandise  from a company owned by a brother of
Ilia Lekach, compared to $2,762,000 during the same period of the prior year. In
addition,  purchases of $2,659,000 during the first twenty-six weeks of 2003 and
$5,144,000  during  the  comparable  period of the  prior  year were made from a
company  owned by  another  brother of Ilia  Lekach.  The  amounts  due to these
companies  at  August  2,  2003 was  approximately  $1,155,000  and  $1,334,000,
respectively,   and  are  included  in  accounts   payable   affiliates  in  the
accompanying  consolidated  condensed  balance sheets.  In the prior  comparable
period  the  amounts  due to these  companies  was  $1,092,000  and  $1,769,000.
Purchases  from  these  brothers  did  not  include  products   manufactured  or
distributed  by Parlux.  Purchases  from related  parties are on an  arms-length
basis  with  prices  and/or  terms  generally  better  than would  otherwise  be
available from third parties.


                                      -8-
<PAGE>

         During  the  first  twenty-six  weeks of 2003,  the  Company  purchased
approximately  $1,707,000 of merchandise  from Quality King  Distributors,  Inc.
("Quality King"), and sold approximately  $2,589,000 of different merchandise to
Quality  King. In the prior  comparable  period there were $673,000 of purchases
from Quality King and  $1,000,000 of merchandise  sold to Quality King.  Quality
King's Chairman and Chief  Executive  Officer,  Glenn Nussdorf,  and his brother
Stephen  Nussdorf,  the  President  of the  fragrance  division of Quality  King
(collectively,  the "Nussdorfs"),  have disclosed in recent filings with the SEC
they collectively own approximately  407,000 shares of common stock representing
approximately 16% of the Company's  outstanding  shares. The Nussdorfs have also
requested the Company's Board of Directors to approve the potential  acquisition
of up to a total of 40% of the Company's outstanding shares, and the request was
approved by the Board.  On  September  15,  2003,  the Company was advised  that
Stephen  Nussdorf has provided  personal loans to Ilia Lekach  aggregating  $3.5
million at a 6%  interest  rate  payable in 5 years.  The Company is not, in any
manner, a guarantor to this loan.

         As of August 2, 2003, the Company owned approximately 983,000 shares of
Nimbus Group, Inc. ("Nimbus") common stock representing approximately 13% of the
total  outstanding  common stock of Nimbus.  The investment in Nimbus appears on
the Company's consolidated condensed balance sheets as investments available for
sale. Ilia Lekach  previously  served as Chairman of the Board and Interim Chief
Executive Officer of Nimbus.

NOTE 9 - NON CASH TRANSACTIONS

Supplemental  disclosures of non-cash investing and financing  activities are as
follows:

<TABLE>
<CAPTION>
                                                       FOR THE TWENTY-SIX WEEKS ENDED
                                                      AUGUST 2, 2003   AUGUST 3, 2002
                                                      ===============================
<S>                                                     <C>            <C>
Conversion of debt and accrued interest
     payable in exchange for common stock               $      --      $   517,367
Decrease in accounts payable in exchange for
     subordinated notes payable - affiliate               5,000,000           --
Unrealized loss on investments available for sale           (36,516)    (1,071,343)
Cash paid during the period for:
     Interest                                           $   905,217    $ 1,150,303
</TABLE>

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF CONSOLIDATED FINANCIAL CONDITION
AND RESULTS OF OPERATIONS

RESULTS OF OPERATIONS

COMPARISON  OF THE THIRTEEN  WEEKS ENDED AUGUST 2, 2003 WITH THE THIRTEEN  WEEKS
ENDED AUGUST 3, 2002.

          Net sales  increased  5.5% from $48.1  million in the  thirteen  weeks
ended  August 3, 2002 to $50.7  million in the  thirteen  weeks ended  August 2,
2003.  The increase in sales was  primarily  due to an increase in  Perfumania's
wholesale  sales from $1.6 million in the thirteen weeks ended August 3, 2002 to
$4.8 million in the thirteen weeks ended August 2, 2003, offset by a 1% decrease
in  Perfumania's  retail  store sales and a reduction  in the average  number of
stores  operated  during the thirteen weeks ended August 2, 2003 compared to the
thirteen  weeks ended August 3, 2002.  The decrease in store sales was primarily
due to a contracted retail  environment and a slow economy.  During the thirteen
weeks ended August 2, 2003, the average number of stores operated was 235 versus
241 in the prior year's comparable period.

          Gross profit  increased  2.9% from $20.0 million in the thirteen weeks
ended August 3, 2002 (41.6% of total net sales) to $20.6 million in the thirteen
weeks ended  August 2, 2003 (40.5% of total net  sales).  The  increase in gross
profit was due to the  increase in sales.  As a percentage  of net sales,  gross
profit in the thirteen weeks ended August 2, 2003 decreased  versus the thirteen
weeks ended August 3, 2002 due to a higher  proportion of wholesale  sales which
realize lower gross margins.


                                      -9-
<PAGE>

          Selling, general and administrative expenses increased 5.0% from $18.7
million  in the  thirteen  weeks  ended  August 3, 2002 to $19.6  million in the
thirteen  weeks ended August 2, 2003.  The increase was  attributable  to higher
payroll  and  employee  related  costs  compared  with  2002.  Depreciation  and
amortization was  approximately  $1.5 million in the thirteen weeks ended August
2, 2003 and August 3, 2002.

         Interest expense,  net was approximately  $0.5 million for the thirteen
weeks ended August 3, 2002 compared  with $0.4 in 2003.  In the current  period,
lower  interest  rates and slightly  lower  average  borrowings  resulted in the
reduction in interest expense for the thirteen weeks ended August 2, 2003 versus
the comparable period of 2002.

         As a result of the foregoing,  our net loss increased to ($0.9) million
in the  thirteen  weeks  ended  August 2, 2003  compared to a net loss of ($0.7)
million in the thirteen  weeks ended August 3, 2002.  Net loss per share for the
thirteen weeks ended August 2, 2003 and 2002 was $0.37 and $0.28, respectively.

          EBITDA(a),   defined  as  net   income   (loss)   less   depreciation,
amortization and interest expense decreased by $0.3 million from $1.3 million in
the thirteen  weeks ended  August 3, 2002 to $1.0 million in the thirteen  weeks
ended August 2, 2003, due to reduced retail sales and increased expenses.

                                                   THIRTEEN WEEKS ENDED
                                             --------------------------------
EBITDA Reconciliation (a):                   AUGUST 2, 2003   AUGUST 3, 2002
---------------------------------------      --------------------------------
Net loss                                      $ (923,840)      $  (685,922)
Interest expense                                 408,537           540,356
Depreciation and amortization                  1,469,397         1,455,435
                                              -----------      ------------
EBITDA                                        $  954,094       $ 1,309,869
                                              ===========      ============

     In  order to fully  assess  our  financial  operating  results,  management
believes  that EBITDA is an  appropriate  measure of  evaluating  our  operating
performance,  because it is an indicator of the profitability and performance of
our core operations and reflects the changes in our operating results.  However,
these  measures  should be considered  in addition to, not as a  substitute,  or
superior  to, net income  (loss),  cash flows,  or other  measures of  financial
performance prepared in accordance with accounting principles generally accepted
in the United States of America ("GAAP").  EBITDA should not be considered as an
alternative  to, or more  meaningful  than,  net income  (loss) as determined in
accordance  with  GAAP,  or as a measure  of  liquidity.  Because  EBITDA is not
calculated in the same manner by all companies,  the  representation  herein may
not be comparable to other similarly titled measures of other companies.

COMPARISON  OF THE  TWENTY-SIX  WEEKS ENDED  AUGUST 2, 2003 WITH THE  TWENTY-SIX
WEEKS ENDED AUGUST 3, 2002.

          Net sales  decreased 0.7% from $88.3 million in the  twenty-six  weeks
ended August 3, 2002 to $87.6  million in the  twenty-six  weeks ended August 2,
2003.  The decrease in sales was primarily due to a 3% decrease in  Perfumania's
retail  store sales and a reduction  in the  average  number of stores  operated
during the twenty-six  weeks ended 2003 compared to the  twenty-six  weeks ended
2002.  The  decrease in retail  store sales was  primarily  due to a  contracted
retail environment and a slow economy.  During the twenty-six weeks ended August
2, 2003, the average  number of stores  operated was 237 versus 252 in the prior
year's comparable period.

          Gross profit increased 0.2% from $37.3 million in the twenty-six weeks
ended  August  3,  2002  (42.3% of total  net  sales)  to $37.4  million  in the
twenty-six  weeks  ended  August  2,  2003  (42.7%  of total  net  sales).  As a
percentage of net sales,  gross profit in the  twenty-six  weeks ended August 2,
2003  increased  versus the  twenty-six  weeks ended August 3, 2002 due to price
increases and improved assortment of merchandise.

          Selling, general and administrative expenses increased 4.3% from $35.9
million in the  twenty-six  weeks ended  August 3, 2002 to $37.5  million in the
twenty-six  weeks ended August 2, 2003. The increase was  attributable to higher
payroll  and  employee  related  costs  compared  with  2002.  Depreciation  and
amortization  was  approximately  $2.9 million in the twenty-six  weeks ended of
both 2003 and 2002.


                                      -10-
<PAGE>

         Interest expense, net was approximately $1.1 million for the twenty-six
weeks ended August 3, 2002 compared with $0.9 million in the  comparable  period
of 2002. In the current period,  lower interest rates and slightly lower average
borrowings  resulted in the  reduction  in interest  expense for the  twenty-six
weeks ended August 2, 2003 versus the comparable period of 2002.

         As a result of the foregoing,  our net loss increased to ($3.9) million
in the  twenty-six  weeks ended August 2, 2003  compared to a net loss of ($2.6)
million in the twenty-six weeks ended August 3, 2002. Net loss per share for the
twenty-six  weeks  ended  August  2,  2003  and 2002 was  ($1.56)  and  ($1.07),
respectively.

          EBITDA(a),   defined  as  net   income   (loss)   less   depreciation,
amortization and interest expense decreased by $1.5 million from $1.4 million in
the  twenty-six  weeks ended August 3, 2002 to ($0.1)  million in the twenty-six
weeks ended August 2, 2003, due to reduced sales and increased expenses.

                                                    TWENTY-SIX WEEKS ENDED
                                              ---------------------------------
EBITDA Reconciliation (a):                     AUGUST 2, 2003    AUGUST 3, 2002
----------------------------------------      ---------------------------------
Net loss                                        $ (3,853,987)     $ (2,626,254)
Interest expense                                     860,320         1,084,202
Depreciation and amortization                      2,924,138         2,947,080
                                                -------------     -------------
EBITDA                                          $    (69,529)     $  1,405,028
                                                =============     =============

In order to fully assess our financial  operating results,  management  believes
that EBITDA is an appropriate  measure of evaluating our operating  performance,
because it is an  indicator of the  profitability  and  performance  of our core
operations  and reflects the changes in our operating  results.  However,  these
measures  should be considered in addition to, not as a substitute,  or superior
to, net income (loss),  cash flows,  or other measures of financial  performance
prepared  in  accordance  with  GAAP.  EBITDA  should  not be  considered  as an
alternative  to, or more  meaningful  than,  net income  (loss) as determined in
accordance  with  GAAP,  or as a measure  of  liquidity.  Because  EBITDA is not
calculated in the same manner by all companies,  the  representation  herein may
not be comparable to other similarly titled measures of other companies.

LIQUIDITY AND CAPITAL RESOURCES

         Our principal capital  requirements are to fund Perfumania's  inventory
purchases,  renovate existing stores,  and selectively open new stores.  For the
first twenty-six weeks of fiscal 2003, these capital requirements generally were
satisfied through borrowings under our credit facility.

         At August 2, 2003, we had a working capital deficiency of approximately
$2.9  million  compared to a working  capital of  approximately  $1.8 million at
February 1, 2003.  The  decrease  was  primarily  due to the net loss during the
current  period,  increased  purchases  of  property  and  equipment  and  lower
long-term debt.

         Net cash provided by operating activities during the current period was
approximately  $3.3 million compared with approximately $0.6 million of net cash
provided by  operating  activities  for the same  period in the prior year.  The
change in cash provided by operating  activities was principally a result of the
net change in accounts payable, inventories and advances to suppliers.

         Net cash used in investing activities was approximately $4.2 million in
the  twenty-six  weeks ended  August 2, 2003,  compared  to $0.5  million in the
twenty-six weeks ended August 3, 2002.  Investing  activities represent spending
for the renovation of existing stores and new store openings. Approximately $1.1
million of the $4.2 million used in investing  activities is attributable to the
relocation of the Company's corporate office and


                                      -11-
<PAGE>

distribution center to Sunrise, Florida in the second quarter of the fiscal year
2003.  The balance is due to the opening of 4 new stores and  remodel/relocation
of 12 stores.

         Net cash provided by financing activities during the current period was
approximately $1.2 million compared with approximately $0.3 million for the same
period in the prior year.  The  increase  was due  primarily  to a reduction  of
convertible debenture payments of approximately $1.0 million.

         Perfumania's senior secured credit facility with GMAC Commercial Credit
LLC provides for borrowings of up to $40 million,  of which  approximately  $3.5
million was available at August 2, 2003,  and supports  normal  working  capital
requirements and other general corporate  purposes.  The facility expires in May
2004.  Advances  under the line of credit  are  based on a formula  of  eligible
inventories  and bears  interest at a floating  rate ranging from (a) prime less
0.75% to prime plus 1% or (b) LIBOR plus 1.75% - 3.50%  depending on a financial
ratio test.  As of August 2, 2003,  the credit  facility  bore interest at 3.6%.
Borrowings  are  secured  by a first lien on all  assets of  Perfumania  and the
assignment  of a life  insurance  policy on Ilia  Lekach.  The  credit  facility
contains  limitations on additional  borrowings,  capital expenditures and other
items,  and contains  various  covenants  including  maintenance  of minimum net
worth, and certain key ratios,  as defined by the lender.  As of August 2, 2003,
Perfumania was not in compliance with its tangible net worth ratio, fixed charge
ratio and leverage  ratio.  On September 9, 2003,  Perfumania  obtained a waiver
from GMAC for all instances of  non-compliance as of the quarter ended August 2,
2003.

         As  shown  in  the  accompanying   consolidated   condensed   financial
statements, we have incurred a net loss of $3.9 million for the twenty-six weeks
period  ended  August 2,  2003.  In  addition,  as of August 2,  2003,  as had a
seasonal working capital  deficiency of $2.9 million and an accumulated  deficit
of  $45.9  million.  As of  August  2,  2003,  we  had  cash  balances  totaling
approximately $3.4 million and an additional  borrowing capacity of $3.5 million
under  its bank  line of  credit  which is  scheduled  to  expire  in May  2004.
Management believes that the cash balances, the available borrowing capacity and
the expected ability to obtain suitable  financing terms subsequent to May 2004,
and the projected future operating results will generate sufficient liquidity to
support our working capital needs and capital  expenditures  for the next twelve
months;  however,  there  can  be  no  assurance  that  management's  plans  and
expectations  will be successful.  If we are unable to generate  sufficient cash
flows from operations in the future to service its obligations  and/or refinance
its existing  debt,  we could face  liquidity and working  capital  constraints,
which could adversely impact future operations and growth.

         During the twenty-six weeks ended August 2, 2003,  Perfumania  closed 7
stores and opened 4 new stores. In addition, Perfumania remodeled 10 more stores
than the prior year's comparable period. At August 2, 2003,  Perfumania operated
234 stores compared to 241 stores as of August 3, 2002. Management's focus is on
improving the  profitability of existing stores and plans to open a maximum of 6
new stores for the remainder of fiscal year 2003.

RECENT ACCOUNTING STANDARDS

            In May 2003,  the  Financial  Accounting  Standards  Board  ("FASB")
issued Statement of Financial Accounting Standards ("SFAS") No. 150, "Accounting
for Certain Financial  Instruments with  Characteristics of both Liabilities and
Equity." This statement  establishes  standards for how an issuer classifies and
measures certain financial  instruments with characteristics of both liabilities
and equity.  It requires that an issuer classify a financial  instrument that is
within its scope as a liability (or asset in some  circumstance).  Many of those
instruments were previously classified as equity. The statement is effective for
financial instruments entered into or modified after May 31, 2003, and otherwise
is effective at the beginning of the first interim period  beginning  after June
15,  2003.  The  adoption of SFAS No. 150 did not have a material  impact on our
consolidated financial position, results of operations or disclosures.

            In April 2003, the FASB issued SFAS No. 149, "Amendment of Statement
133 on Derivative and Hedging Activities." In general, this statement amends and
clarifies  accounting for derivative  instruments,  including certain derivative
instruments  embedded in other contracts,  and for hedging activities under SFAS
No. 133.  This  statement is effective  for  contracts  entered into or modified
after June 30, 2003,  and for hedging  relationships  designated  after June 30,
2003.  The  adoption  of SFAS No.  149 did not  have a  material  impact  on our
consolidated financial position, results of operations or disclosures.


                                      -12-
<PAGE>

CRITICAL ACCOUNTING POLICIES

            Our condensed  consolidated  financial statements have been prepared
in accordance with accounting principles generally accepted in the United States
of America.  As such,  some  accounting  policies have a  significant  impact on
amounts reported in these financial  statements.  A summary of those significant
accounting policies and a description of accounting policies that are considered
critical  can be found in our 2002 Annual  Report on Form 10-K,  in the notes to
the  Consolidated  Financial  Statements,  Note 1 and  the  Critical  Accounting
Policies Section.  These policies have been consistently applied in all material
respects and address such matters as principles of consolidation,  allowance for
doubtful  accounts,  investments,   impairment  of  long-lived  assets,  accrued
self-insurance,  revenue  recognition  and stock based  compensation.  While the
estimates and judgments associated with the application of these policies may be
affected by different  assumptions or  conditions,  we believe the estimates and
judgments   associated  with  the  reported   amounts  are  appropriate  in  the
circumstances.

FORWARD LOOKING STATEMENTS

         Some of the statements in this quarterly  report,  including those that
contain  the  words  "anticipate,"   "believe,"  "plan,"  "estimate,"  "expect,"
"should,"  "intend"  and  other  similar   expressions,   are   "forward-looking
statements" within the meaning of the Private  Securities  Litigation Reform Act
of 1995.  Those  forward-looking  statements  involve  known and unknown  risks,
uncertainties  and other factors that may cause our actual results,  performance
or  achievements  or those of our industry to be materially  different  from any
future  results,  performance  or  achievements  expressed  or  implied by those
forward-looking  statements.  Among the factors that could cause actual results,
performance or achievement to differ  materially from those described or implied
in the forward-looking statements are general economic conditions,  competition,
potential  technology changes,  changes in or the lack of anticipated changes in
the  regulatory  environment  in  various  countries,   the  ability  to  secure
partnership or joint-venture  relationships with other entities,  the ability to
raise additional capital to finance expansion, the risks inherent In new product
and service  introductions  and the entry into new geographic  markets and other
factors included in our filings with the Securities and Exchange Commission (the
"SEC'),  including the Risk Factors  included in this report.  Copies of our SEC
filings are  available  form the SEC or may be obtained upon request from us. We
do not undertake  any  obligation to update the  information  contained  herein,
which speaks only as of this date.

RISK FACTORS

WE COULD FACE  LIQUIDITY  AND WORKING  CAPITAL  CONSTRAINTS  IF WE ARE UNABLE TO
GENERATE SUFFICIENT CASH FLOWS FROM OPERATIONS

            Perfumania's  $40 million  credit  facility with GMAC expires in May
2004. As of August 2, 2003,  approximately $35 million was outstanding under the
credit  facility.   The  credit  facility  contains  limitations  on  additional
borrowings, capital expenditures and other items, and contains various covenants
including  maintenance of minimum net worth, and certain key ratios,  as defined
by the lender.  As of August 2, 2003,  Perfumania was not in compliance with its
fixed charge ratio and leverage ratio. On September 9, 2003, Perfumania obtained
a waiver from GMAC for all instances of  non-compliance  as of the quarter ended
August 2,  2003.  If we are  unable  to  generate  sufficient  cash  flows  from
operations to service our  obligations  and/or  refinance the credit facility on
acceptable terms, we could face liquidity and working capital constraints, which
could adversely impact our future operations and growth.

WE MAY HAVE PROBLEMS RAISING MONEY NEEDED IN THE FUTURE

         Our growth  strategy  includes  selectively  opening and  operating new
Perfumania  retail  locations and increasing the average retail sales per store.
We may need to  obtain  funding  to  achieve  our  growth  strategy.  Additional
financing  may not be  available  on  acceptable  terms,  if at all. In order to
obtain additional financing, we may be required to issue securities with greater
rights than those  currently  possessed by holders of our common  stock.  We may
also be required to take other actions, which may lessen the value of our common
stock, including borrowing money on terms that are not favorable to us.


                                      -13-
<PAGE>

PERFUMANIA'S BUSINESS IS SUBJECT TO SEASONAL  FLUCTUATIONS,  WHICH COULD LEAD TO
FLUCTUATIONS IN OUR STOCK PRICE

         Perfumania  has  historically   experienced  and  expects  to  continue
experiencing  higher sales in the third and fourth  fiscal  quarters than in the
first and second fiscal quarters. Purchases of fragrances as gift items increase
during the  Christmas  holiday  season,  which results in  significantly  higher
fourth fiscal quarter retail sales. If our quarterly operating results are below
expectations  of stock  market  analysts,  our stock  price might  decline.  Our
quarterly  results may also vary as a result of the timing of new store openings
and store  closings,  net sales  contributed by new stores and  fluctuations  in
comparable sales of existing stores. Sales levels of new and existing stores are
affected by a variety of factors,  including the retail sales  environment,  the
level  of  competition,  the  effect  of  marketing  and  promotional  programs,
acceptance of new product introductions,  adverse weather conditions and general
economic conditions.

PERFUMANIA MAY EXPERIENCE  SHORTAGES OF THE MERCHANDISE IT NEEDS BECAUSE IT DOES
NOT HAVE LONG-TERM AGREEMENTS WITH SUPPLIERS

         Perfumania's  success  depends  to a large  degree  on our  ability  to
provide  an  extensive   assortment  of  brand  name  and  designer  fragrances.
Perfumania has no long-term purchase contracts or other contractual assurance of
continued supply,  pricing or access to new products. If Perfumania is unable to
obtain merchandise from one or more key suppliers on a timely basis, or if there
is a material change in Perfumania's  ability to obtain  necessary  merchandise,
our results of operations could be seriously harmed.

PERFUMANIA NEEDS TO SUCCESSFULLY MANAGE ITS GROWTH

         Perfumania  may not be able to sustain the growth in  revenues  that it
has  achieved  historically.  Perfumania's  growth is  somewhat  dependent  upon
opening and operating new retail stores on a profitable basis,  which in turn is
subject to, among other things,  securing  suitable store sites on  satisfactory
terms, hiring,  training and retaining qualified management and other personnel,
having adequate capital  resources and successfully  integrating new stores into
existing  operations.  It is possible  that  Perfumania's  new stores  might not
achieve  sales  and  profitability  comparable  to  existing  stores,  and it is
possible  that the opening of new  locations  might  adversely  affect  sales at
existing locations.

PERFUMANIA COULD BE SUBJECT TO LITIGATION BECAUSE OF THE MERCHANDISING ASPECT OF
ITS BUSINESS

         Some  of  the  merchandise   Perfumania  purchases  from  suppliers  is
manufactured  by entities who are not the owners of the trademarks or copyrights
for the  merchandise.  The owner of a  particular  trademark  or  copyright  may
challenge  Perfumania to demonstrate that the specific  merchandise was produced
and sold with the proper authority; if Perfumania is unable to demonstrate this,
it could,  among other things,  be  restricted  from  reselling  the  particular
merchandise.  This  type of  restriction  could  adversely  affect  Perfumania's
business and results of operations.

FUTURE GROWTH MAY PLACE  STRAINS ON OUR  MANAGERIAL,  OPERATIONAL  AND FINANCIAL
RESOURCES

         If we  grow  as  expected,  a  significant  strain  on our  managerial,
operational  and financial  resources may occur.  Further,  as the number of our
users,  advertisers  and other  business  partners  grow, we will be required to
manage multiple  relationships  with various  customers,  strategic partners and
other third  parties.  Future  growth or increase in the number of our strategic
relationships could strain our managerial,  operational and financial resources,
inhibiting our ability to achieve the rapid execution  necessary to successfully
implement our business plan. In addition, our future success will also depend on
our  ability  to expand our sales and  marketing  organization  and our  support
organization commensurate with the growth of our business and the Internet.

WE ARE SUBJECT TO INTENSE COMPETITION

         Some of Perfumania's competitors sell fragrances at discount prices and
some are part of large  national  or  regional  chains  that have  substantially
greater  resources and name  recognition than  Perfumania.  Perfumania's  stores
compete on the basis of selling price, customer service, merchandise variety and
store  location.  Many of our


                                      -14-
<PAGE>

current  and   potential   competitors   have  greater   financial,   technical,
operational, and marketing resources. We may not be able to compete successfully
against these competitors in developing our products or services.

PERFUMANIA'S BUSINESS HAS BEEN AFFECTED BY THE CONTINUING ECONOMIC DOWNTURN

         Sales levels at Perfumania's retail stores have been adversely affected
during fiscal year 2003 by a continuing  economic downturn in the United States.
Due to higher  unemployment,  stagnant  business growth rates and the continuing
poor  performance  of  the  stock  market,  consumer  spending  in  general  and
especially on  discretionary  items,  has declined.  The length of this economic
downturn may adversely  impact our business,  the results of our  operations and
our liquidity in the future.

EXPANDING OUR BUSINESS THROUGH  ACQUISITIONS AND INVESTMENTS IN OTHER BUSINESSES
AND TECHNOLOGIES PRESENTS SPECIAL RISKS

         We may  expand  through  the  acquisition  of and  investment  in other
businesses.  Acquisitions  involve a number of special  problems,  including:

         o        difficulty integrating acquired technologies,  operations, and
                  personnel with our existing business;
         o        diversion of  management's  attention in connection  with both
                  negotiating the acquisitions and integrating the assets;
         o        the need for additional financing;
         o        strain on managerial and  operational  resources as management
                  tries to oversee larger operations; and
         o        exposure to unforeseen liabilities of acquired companies.

We may not be able to successfully address these problems.  Moreover, our future
operating  results  will  depend  to a  significant  degree  on our  ability  to
successfully manage growth and integrate acquisitions.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISKS

            During the quarter ended August 2, 2003, there have been no material
changes in the information  about our market risks as of February 1, 2003 as set
forth in Item 7A of the 2002 Form 10-K.

ITEM 4. CONTROLS AND PROCEDURES

         Our Chief Executive  Officer and Chief Financial Officer have evaluated
our disclosure  controls and procedures and have concluded that, as of August 2,
2003,  our  disclosure  controls and  procedures  are effective  for  gathering,
analyzing  and  disclosing  the  information  we are required to disclose in our
reports  filed under the  Securities  Exchange  Act of 1934.  There have been no
change in our internal control over financial reporting during the quarter ended
August  2,  2003  that has  materially  affected,  or is  reasonably  likely  to
materially affect, our internal control over financial reporting.

PART II.       OTHER INFORMATION

ITEM 1.        LEGAL PROCEEDINGS

               Not applicable.

ITEM 2.        CHANGES IN SECURITIES AND USE OF PROCEEDS

               Not applicable.


                             -15-
<PAGE>

ITEM 3.        DEFAULTS UPON SENIOR SECURITIES

               Not applicable.

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

               Not applicable.

ITEM 5.        OTHER INFORMATION

               Not applicable.

ITEM 6.        EXHIBITS AND REPORTS ON FORM 8-K

               (a)         Exhibits

               Index to Exhibits

               Exhibit No.              Description of Exhibit
               -----------              ----------------------

               31.1     Certification by Chief Executive  Officer pursuant to
                        Section 302 of the Sarbanes-Oxley Act of 2002.

               31.2     Certification by Chief Financial  Officer pursuant to
                        Section 302 of the Sarbanes-Oxley Act of 2002. --

               32.1     Certification by Chief Executive  Officer pursuant to
                        Section 906 of the Sarbanes-Oxley Act of 2002.

               32.2     Certification by Chief Financial  Officer pursuant to
                        Section 906 of the Sarbanes-Oxley Act of 2002.

            (b) Reports on Form 8-K.

                        None


                                      -16-
<PAGE>

                              E COM VENTURES, INC.

                                   SIGNATURES

Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
registrant  has duly  caused  the  report  to be  signed  on its  behalf  by the
undersigned, thereunto duly authorized.

                                             E COM VENTURES, INC.
                                             --------------------
                                                 (Registrant)


Date: September 15, 2003         By:         /S/ ILIA LEKACH
                                             -----------------------------------
                                             Ilia Lekach
                                             Chairman of the Board and
                                             Chief Executive Officer
                                             (Principal Executive Officer)

                                 By:         /S/ A. MARK YOUNG
                                             -----------------------------------
                                             A. Mark Young
                                             Chief Financial Officer
                                             (Principal Financial and
                                             Accounting Officer)


                                      -17-