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


                                   FORM 10-QSB


(Mark One)

/X/         QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
            SECURITIES EXCHANGE ACT OF 1934
            FOR THE QUARTERLY PERIOD ENDED AUGUST 31, 2002.

                                       OR

/ /         TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE
            SECURITIES EXCHANGE ACT OF 1934
            FOR THE TRANSITION FROM _______ TO ________.


                        COMMISSION FILE NUMBER 333-61286


                             INVESTMENT AGENTS, INC.
                 ______________________________________________
                 (Name of Small Business Issuer in its charter)


               Nevada                                         88-0467944
   _______________________________                        ___________________
   (State or other jurisdiction of                         (I.R.S. Employer
    incorporation or organization)                        Identification No.)


   6767 W. Tropicana Avenue, Suite 207
         Las Vegas, Nevada                                         89103-4754
________________________________________                           __________
(Address of principal executive offices)                           (Zip code)


                                 (702) 248-1047
                           _________________________
                           Issuer's telephone number

                                       N/A
                 ______________________________________________
                 (Former name, former address and former fiscal
                      year, if changed since last report.)


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 / /

State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date:

         At August 31, 2002, there were outstanding 1,970,000 shares of the
         Registrant's Common Stock, $.001 par value.

Transitional Small Business Disclosure Format: Yes / /   No /X/


                                      -1-


<PAGE>


                                     PART I

                              FINANCIAL INFORMATION


ITEM I.   FINANCIAL STATEMENTS


                             INVESTMENT AGENTS, INC.
                          (A Development Stage Company)

                                FINANCIAL REPORTS

                                 AUGUST 31, 2002
                                FEBRUARY 28, 2002








<PAGE>


                             INVESTMENT AGENTS, INC.
                          (A DEVELOPMENT STAGE COMPANY)

                                    CONTENTS







INDEPENDENT AUDITOR'S REPORT ON THE FINANCIAL STATEMENTS                     F-1
________________________________________________________________________________

FINANCIAL STATEMENTS

   Balance Sheets                                                            F-2

   Statements of Income                                                      F-3

   Statements of Stockholders' Equity                                        F-4

   Statements of Cash Flows                                                  F-5

   Notes to Financial Statements                                           F-6-8
________________________________________________________________________________















<PAGE>


                          INDEPENDENT AUDITOR'S REPORT


To the Board of Directors
Investment Agents, Inc.
Las Vegas, Nevada


I have audited the  accompanying  balance  sheet of Investment  Agents,  Inc. (A
Development  Stage  Company) as of August 31, 2002 and February 28, 2002 and the
related statements of income,  stockholders'  (deficit),  and cash flows for the
three months ended  August 31, 2002,  the six months ended August 31, 2002,  the
year ended February 28, 2002 and the period August 8, 1996  (inception)  through
August 31,  2002.  These  financial  statements  are the  responsibility  of the
Company's  management.  My  responsibility  is to  express  an  opinion on these
financial statements based on my audit.

I conducted my audit in accordance with generally  accepted auditing  standards.
Those standards  require that I plan and perform the audit to obtain  reasonable
assurance   about  whether  the  financial   statements  are  free  of  material
misstatement.  An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements.  An audit also includes
assessing the  accounting  principles  used and  significant  estimates  made by
management,  as well as evaluating the overall financial statement presentation.
I believe that my audit provides a reasonable basis for my opinion.

In my opinion, the financial statements referred to above present fairly, in all
material  respects,  the  financial  position  of  Investment  Agents,  Inc.  (A
Development  Stage  Company) as of August 31, 2002 and February 28, 2002 and the
results of its  operations  and cash flows for the three months ended August 31,
2002, the six months ended August 31, 2002, the year ended February 28, 2002 and
the period  August 8, 1996  (inception)  through  August 31, 2002, in conformity
with generally accepted accounting principles..

The  accompanying  financial  statements  have been  prepared  assuming that the
Company  will  continue  as a  going  concern.  As  discussed  in  Note 8 to the
financial statements, the Company has limited operations and has not established
any source of  revenue.  This  raises  substantial  doubt  about its  ability to
continue as a going  concern.  Management's  plan in regard to these  matters is
also  described  in  Note  8.  The  financial  statements  do  not  include  any
adjustments that might result from the outcome of this uncertainty.



Kyle L. Tingle, CPA, LLC


September 18, 2002
Henderson, Nevada


                                      F-1


<PAGE>

<TABLE>
<CAPTION>

                             INVESTMENT AGENTS, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                                 BALANCE SHEETS


                                                     August 31,    February 28,
                                                        2002          2002
                                                     __________    ____________
<S>                                                   <C>          <C>

                                     ASSETS

 CURRENT ASSETS
      Accounts receivable                             $     49     $     49
      Prepaid expenses                                   9,975       11,025
                                                      ________     ________

             Total current assets                     $  9,724     $ 11,074
                                                      ________     ________

                    Total assets                      $  9,724     $ 11,074
                                                      ========     ========

                     LIABILITIES AND STOCKHOLDERS' (DEFICIT)

 CURRENT LIABILITIES
      Accounts payable                                $  1,716     $  8,290
      Officers advances (Note 5)                        30,764       20,399
                                                      ________     ________

             Total current liabilities                $ 32,480     $ 28,689
                                                      ________     ________


 STOCKHOLDERS' EQUITY (DEFICIT)
      Common stock: $.001 par value;
         authorized 25,000,000 shares;
         issued and outstanding:
         1,970,000 shares at February 28, 2002:       $            $  1,970
         1,970,000 shares at August 31, 2002             1,970
      Additional Paid In Capital (Notes 2 and 5)        13,500       13,500
      Accumulated deficit during development stage     (38,226)     (33,085)
                                                      ________     ________

             Total stockholders' (deficit)            $(22,756)    $(17,615)
                                                      ________     ________

                    Total liabilities and
                    stockholders' (deficit)           $  9,724     $ 11,074
                                                      ========     ========


See Accompanying Notes to Financial Statements.

</TABLE>


                                      F-2


<PAGE>

<TABLE>
<CAPTION>

                             INVESTMENT AGENTS, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                              STATEMENTS OF INCOME


                                            Three months ended                   Six Months ended
                                        ___________________________        ___________________________
                                        August 31,       August 31,        August 31,        August 31,
                                              2002             2001             2002              2001
                                        __________       __________        _________         _________
<S>                                     <C>              <C>               <C>               <C>

Revenues                                $        0       $        0        $       0         $       0

Cost of revenue                                225              225              450               375
                                        __________       __________        _________         _________

   Gross profit                         $     (225)      $     (225)       $    (450)        $    (375)
General, selling and
   administrative expenses                   2,251            1,456            4,691             4,645
                                        __________       __________        _________         _________

   Operating (loss)                     $   (2,476)      $   (1,681)       $  (5,141)        $  (5,020)

Nonoperating income (expense)
   Interest income                               0                0                0                 0
                                        __________       __________        _________         _________

   Net (loss)                           $   (2,476)      $   (1,681)       $  (5,141)        $  (5,020)
                                        ==========       ==========        =========         =========


   Net (loss) per share, basic
   and diluted (Note 2)                 $    (0.00)      $    (0.00)       $   (0.00)        $   (0.00)
                                        ==========       ==========        =========         =========

   Average number of shares
   of common stock outstanding           1,970,000        1,970,000        1,970,000         1,970,000
                                        ==========       ==========        =========         =========


See Accompanying Notes to Financial Statements.

</TABLE>


                                      F-3


<PAGE>

<TABLE>
<CAPTION>


                             INVESTMENT AGENTS, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                              STATEMENTS OF INCOME


                                                  Years ended                  Aug. 8, 1996
                                        _______________________________       (inception) to
                                        February 28,       February 28,         August 31,
                                               2002               2001             2002
                                        __________         __________         ______________
<S>                                      <C>               <C>                <C>

Revenues                                 $     49           $     0             $     49

Cost of revenue                               825                 0                1,275
                                         ________           _______             ________

   Gross profit                          $   (776)          $     0             $ (1,226)
General, selling and
   administrative expenses                 30,339                 0               37,000
                                         ________           _______             ________

   Operating (loss)                      $(31,115)          $     0             $(38,226)

Nonoperating income (expense)
   Interest income                              0                 0                    0
                                         ________           _______             ________

   Net (loss)                            $(31,115)          $     0             $(38,226)
                                         ========           =======             ========


   Net (loss) per share, basic
   and diluted (Note 2)                  $  (0.02)          $  0.00             $  (0.02)
                                         ========           =======             ========

   Average number of shares
   of common stock outstanding          1,970,000         1,970,000            1,970,000
                                        =========         =========            =========


See Accompanying Notes to Financial Statements.

</TABLE>


                                      F-4
<PAGE>


<TABLE>
<CAPTION>

                             INVESTMENT AGENTS, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                       STATEMENTS OF STOCKHOLDERS' EQUITY


                                                                                      Accumulated
                                                                                       (Deficit)
                                                 Common Stock          Additional       During
                                            ______________________      Paid-In       Development
                                             Shares        Amount       Capital          Stage
                                            _________     ________     __________     ___________
<S>                                         <C>           <C>           <C>            <C>

Sale of 1,970,000 shares, October 17, 1997  1,970,000     $  1,970      $      0       $       0

Net (loss), February 28, 1998                                                             (1,970)
                                            _________     ________      ________       _________

Balance, February 28, 1998                  1,970,000     $  1,970      $      0       $  (1,970)

Net income, February 28, 1999                                                                  0
                                            _________     ________      ________       _________

Balance, February 28, 1999                  1,970,000     $  1,970      $      0       $  (1,970)

Net (loss), February 29, 2000                                                                  0
                                            _________     ________      ________       _________

Balance, February 29, 2000                  1,970,000     $  1,970      $      0       $  (1,970)

Capital contribution, February, 2001                                      13,500

Net (loss), February 28, 2001                                                                  0
                                            _________     ________      ________       _________

Balance, February 28, 2001                  1,970,000     $  1,970      $ 13,500       $  (1,970)

Net (loss), February 28, 2002                                                            (31,115)
                                            _________     ________      ________       _________

Balance, February 28, 2002                  1,970,000     $  1,970      $ 13,500       $ (33,085)

Net (loss), August 31, 2002                                                               (5,141)
                                            _________     ________      ________       _________

Balance, August 31, 2001                    1,970,000     $  1,970      $ 13,500       $ (38,226)
                                            =========     ========      ========       =========


See Accompanying Notes to Financial Statements.

</TABLE>

                                      F-5


<PAGE>

<TABLE>
<CAPTION>


                             INVESTMENT AGENTS, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                            STATEMENTS OF CASH FLOWS


                                            Three months ended                   Six months ended
                                        ___________________________        ___________________________
                                        August 31,       August 31,        August 31,        August 31,
                                              2002             2001             2002              2001
                                        __________       __________        _________         _________
<S>                                      <C>              <C>              <C>               <C>

Cash Flows From
Operating Activities
    Net (loss)                           $ (2,476)        $ (1,681)        $ (5,141)         $ (5,020)
    Adjustments to reconcile
       net (loss) to cash (used in)
       operating activities:
    Changes in assets and
        liabilities
    (Increase) in Accounts receivable           0                0                0                 0
    (Increase) decrease in
       prepaid expenses                       675              675            1,350             1,125
    Increase (decrease) in accounts
      payable                                (274)               0           (6,574)                0
    Increase in officer payable             2,075            1,006           10,365             3,895
                                         ________         ________         ________          ________

         Net cash (used in)
            operating activities         $      0         $      0         $      0          $      0
                                         ________         ________         ________          ________

Cash Flows From
    Investing Activities                 $      0         $      0         $      0          $      0
                                         ________         ________         ________          ________

Cash Flows From
    Financing Activities
    Issuance of common stock             $                $                $                 $      0
    Capital contribution                        0                0                0                 0
                                         ________         ________         ________          ________

         Net cash (used in)
            financing activities         $      0         $      0         $      0          $      0
                                         ________         ________         ________          ________

         Net increase (decrease)
            in cash                      $      0         $      0         $      0          $      0

Cash, beginning of period                       0                0                0                 0
                                         ________         ________         ________          ________

Cash, end of period                      $      0         $      0         $      0          $      0
                                         ========         ========         ========          ========


See Accompanying Notes to Financial Statements.

</TABLE>


                                      F-6


<PAGE>


<TABLE>
<CAPTION>


                             INVESTMENT AGENTS, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                            STATEMENTS OF CASH FLOWS


                                                  Years ended                  Aug. 8, 1996
                                        _______________________________       (inception) to
                                        February 28,       February 28,         August 31,
                                               2002               2001             2002
                                        __________       __________           ______________
<S>                                      <C>              <C>                 <C>

Cash Flows From
Operating Activities
    Net (loss)                           $(31,115)        $      0              $(35,750)
    Adjustments to reconcile
       net (loss) to cash (used in)
       operating activities:
    Changes in assets and
        liabilities
    (Increase) in Accounts receivable         (49)               0                   (49)
    (Increase) decrease in
       prepaid expenses                     2,475          (13,500)              (10,350)
    Increase (decrease) in accounts
      payable                               8,290                0                 1,990
    Increase in officer payable            20,399                0                28,689
                                         ________         ________              ________

         Net cash (used in)
            operating activities         $      0         $(13,500)             $(15,470)
                                         ________         ________              ________

Cash Flows From
    Investing Activities                 $      0         $      0              $      0
                                         ________         ________              ________

Cash Flows From
    Financing Activities
    Issuance of common stock             $                $      0              $  1,970
    Capital contribution                        0           13,500                13,500
                                         ________         ________              ________

         Net cash (used in)
            financing activities         $      0         $ 13,500              $ 15,470
                                         ________         ________              ________

         Net increase (decrease)
            in cash                      $      0         $      0              $      0

Cash, beginning of period                       0                0                     0
                                         ________         ________              ________

Cash, end of period                      $      0         $      0              $      0
                                         ========         ========              ========


See Accompanying Notes to Financial Statements.

</TABLE>


                                      F-7



<PAGE>


                            INVESTMENT AGENTS, INC.
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                      August 31, 2002 and February 28, 2002


NOTE 1.  NATURE OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES

NATURE OF BUSINESS:

Investment Agents, Inc.  ("Company") was organized August 8, 1996 under the laws
of the State of Nevada.  The Company currently has limited operations through an
agreement  with Verio,  Inc.  The Company  acts as a referral  source for domain
registration and web hosting provided by Verio. Due to the limited nature of the
operations,  and, in accordance with Statement of Financial  Accounting Standard
(SFAS) No. 7,  "Accounting and Reporting by Development  Stage  Enterprises," is
considered a development stage company.

A SUMMARY OF THE COMPANY'S SIGNIFICANT ACCOUNTING POLICIES IS AS FOLLOWS:

ESTIMATES

The preparation of financial  statements in conformity  with generally  accepted
accounting principles requires management to make estimates and assumptions that
affect  the  reported  amounts  of assets  and  liabilities  and  disclosure  of
contingent  assets and  liabilities at the date of the financial  statements and
the  reported  amounts of revenues  and expenses  during the  reporting  period.
Actual results could differ from those estimates.

CASH

For the Statements of Cash Flows, all highly liquid investments with maturity of
three months or less are considered to be cash  equivalents.  There were no cash
equivalents as of August 31, 2002, February 28, 2002, and February 28, 2001.

INCOME TAXES

Income  taxes are  provided  for using the  liability  method of  accounting  in
accordance with SFAS No. 109 "Accounting for Income Taxes." A deferred tax asset
or liability is recorded for all temporary differences between financial and tax
reporting.  Temporary  differences  are the  differences  between  the  reported
amounts of assets and liabilities  and their tax basis.  Deferred tax assets are
reduced by a valuation allowance when, in the opinion of management,  it is more
likely than not that some  portion or all of the deferred tax assets will not be
realized.  Deferred  tax assets and  liabilities  are adjusted for the effect of
changes in tax laws and rates on the date of enactment.

NOTE 2.  STOCKHOLDERS' EQUITY

COMMON STOCK

The authorized  common stock of the Company  consists of 25,000,000  shares with
par value of $0.001.  On October 15,  1997,  the Company  authorized  and issued
19,700  shares of its no par value  common stock in  consideration  of $1,970 in
cash.


                                       F-8


<PAGE>


                             INVESTMENT AGENTS, INC.
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                      August 31, 2002 and February 28, 2002


NOTE 2.  STOCKHOLDERS' EQUITY (CONTINUED)

On  November  29,  2000,  the State of Nevada  approved  the  Company's  amended
Articles of Incorporation, which increased its capitalization from 25,000 common
shares to 25,000,000  common shares.  The no par value was changed to $0.001 per
share.

On November 29, 2000, the Company's shareholders approved a forward split of its
common  stock at one hundred  shares for one share of the existing  shares.  The
number of common stock shares  outstanding  increased  from 19,700 to 1,970,000.
Prior period information has been restated to reflect the stock split

An officer contributed $13,500 to the Company through a retainer to a legal firm
for services to be rendered.

The Company has not authorized any preferred stock.


Net loss per common share

Net loss per share is calculated in accordance with SFAS No. 128,  "Earnings Per
Share." The  weighted-average  number of common shares  outstanding  during each
period  is used to  compute  basic  loss per  share.  Diluted  loss per share is
computed  using the weighted  averaged  number of shares and dilutive  potential
common shares  outstanding.  Dilutive  potential  common  shares are  additional
common shares assumed to be exercised.

Basic  net loss per  common  share is based on the  weighted  average  number of
shares of common  stock  outstanding  of  1,970,000  during the six months ended
August 31, 2002, the year ended February 28, 2002,  and since  inception.  As of
August 31,  2002,  February 28, 2002,  and since  inception,  the Company had no
dilutive potential common shares.

NOTE 3.  INCOME TAXES

There is no provision for income taxes for the period ended August 31, 2002, due
to the net loss and no state  income tax in Nevada,  the state of the  Company's
domicile and operations. The Company's total deferred tax asset as of August 31,
2002 is as follows:

                  Net operating loss carry forward            $ 38,226
                  Valuation allowance                         $(38,226)
                                                              ________

                  Net deferred tax asset                      $      0

The net federal  operating loss carry forward will expire in 2018 and 2022. This
carry  forward may be limited upon the  consummation  of a business  combination
under IRC Section 381.


                                       F-9


<PAGE>


                             INVESTMENT AGENTS, INC.
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                      August 31, 2002 and February 28, 2002


NOTE 4.  RELATED PARTY TRANSACTIONS

The Company neither owns nor leases any real or personal property. An officer of
the  corporation  provides  office  services  without  charge.  Such  costs  are
immaterial to the financial statements and accordingly,  have not been reflected
therein.  The  officers  and  directors  for the Company  are  involved in other
business  activities and may, in the future,  become  involved in other business
opportunities.  If a  specific  business  opportunity  becomes  available,  such
persons  may face a conflict  in  selecting  between the Company and their other
business interest. The Company has not formulated a policy for the resolution of
such conflicts.

In April 2001, the Company  established a policy that "transactions  between the
Company and its  officers,  directors  or five percent  shareholders,  and their
respective affiliates, will be on terms no less favorable than those terms which
could be obtained from unaffiliated  third parties and said transactions will be
approved by a majority of the independent and disinterested directors."


NOTE 5.  CONTRACTS AND OBLIGATIONS

On April 19, 2001,  the Company  entered into a Web Agent  Agreement with Verio,
Inc. The Company is a referral  partner and hosts a web site to direct customers
to the web  hosting  and  registration  services  of Verio.  The  non-cancelable
agreement  requires  a payment  obligation  of $75 per month for a period of two
years.  The contract  allows for three one-year  extensions by notifying  Verio,
Inc. in writing not more than 180 and not less than 90 days from the  expiration
of the current contract.  The Company intends to exercise these extensions.  The
minimum  future  contract  payments are:

     Year End           Contract
     February 28,       Payment
     ____________       ________

       2003               450
       2004               900
       2005               900
       2006               900
       2007                75
                       ______
Total future
Obligations            $3,225
                       ======


On February 1, 2001, the Company  retained a legal firm,  prepaying  $13,500 for
services  related  to  this  contract.  Services  are  to be  provided  for  the
three-year term and two one-year  renewal  periods.  Services include paying the
monthly  fees to Verio,  Inc.  and  reviewing  the  performance  of the  Company
website.  The fee is  non-refundable  and no additional fees will be required in
the normal  course of  business  for these  services.  If these costs were for a
one-time  performance  or start-up of services for the new products  provided by
the  Company,  they would be  currently  expensed as required  by  Statement  of
Position  98-5  "Reporting  on the  Costs  of  Start-Up  Activities.  Due to the
continuing  nature of the  performance  required by the  contract,  this fee not
considered a start-up cost and is amortized over the life of the contract,  with
extensions


                                      F-10


<PAGE>


                             INVESTMENT AGENTS, INC.
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                      August 31, 2002 and February 28, 2002



NOTE 6.  WARRANTS AND OPTIONS

There are no warrants or options outstanding to acquire any additional shares of
common stock of the Company.


NOTE 7. OFFICERS' ADVANCES

The Company has incurred  costs in  connection  with the  implementation  of its
business  plan  and in  connection  with  the  Company  complying  with  federal
securities  laws. An officer of the Company has advanced  funds on behalf of the
Company to pay for these costs. These funds have been advanced interest free.

NOTE 8. GOING CONCERN

The Company's  financial  statements  are prepared in accordance  with generally
accepted accounting  principles applicable to a going concern. This contemplates
the  realization  of assets and the  liquidation  of  liabilities  in the normal
course of business.  Currently,  the Company does not have  significant  cash or
other  material  assets,  nor does it have  operations  or a source  of  revenue
sufficient  to cover its  operation  costs and allow it to  continue  as a going
concern.  Until  the  Company  has  sufficient  operations,   the  stockholders,
officers,  and directors have committed to advancing the operating  costs of the
Company.


                                      F-11


<PAGE>



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

Plan of Operation.

                  We are a referral agent and we collect a selling commission
for referring customers who purchase Verio, Inc.'s ("Verio") domain registration
services, web hosting services and e-commerce services. We are a development
stage company with limited operations and revenues. We may be unable to satisfy
cash requirements without management's financial support. We anticipate that we
will meet our cash requirements for the foreseeable future through the financial
support of our management. Management's financial accommodations will be
evidenced by non-interest bearing promissory notes between management and us. No
promissory notes are currently in effect.

                  Over the next twelve months, we plan to market our web site
and we will do domain registration and web hosting sales. We will require
additional funds to market our web site. Our cost of maintaining the web site,
without any marketing costs and expense, should not exceed the sum of $80.00 per
month. We are obligated through April 18, 2003 to Verio in connection with this
expense. The officers and directors have agreed to fund our "burn rate," pay
expenses of having us comply with the federal securities laws (and being a
public company) and have orally agreed to extend, if required, a "line of
credit" in the amount of $10,000, without interest, to implement our marketing
plan. Upon implementation of our marketing plan, we expect that our "burn rate"
will increase to approximately $800 per month. Not to exceed $500 per month will
be expended for maintaining our web site and for the strategic listing of our
web site with major search engines. The balance of approximately $300 will be
utilized in connection with establishing reciprocal click-through agreements
with complementary web site and for the expenses of having us comply with the
federal securities laws. The line of credit will expire on August 31, 2002.
Today, no funds have been drawn down on the line of credit. These agreements may
not be enforceable. There is no assurance that we will be able to


                                       2



<PAGE>


obtain  financing  for our  business  development.  If  adequate  funds  are not
available  to us, we believe  that our  business  development  will be adversely
affected.

                  Our objective will be to market the web site upon full
completion of its development - after we feel it is no longer "under
construction." This marketing strategy is subject to our having sufficient
funding to carry out our plan which will include the following elements:

                  1.       Strategic listing of our web site with major search
                           engines in order to increase the visibility of our
                           web site when users enter applicable keywords, such
                           as "domain registration" and "web site hosting," with
                           major search engines. We believe that many of the
                           people looking for information concerning domain
                           registration and web site hosting will enter those
                           keywords with major search engines in order to find
                           relevant web sites. Our objective will be to ensure
                           that our site is frequently cited by major search
                           engines when these keywords are searched; and

                  2.       Reciprocal click-through agreements with
                           complementary web sites who are prepared to allow us
                           to place links to our web site on their web sites in
                           consideration for us permitting a reciprocal link to
                           their web site on our web site.

                  The exact nature of our marketing plan will depend on a number
of factors, including the availability of funds to implement our marketing plan
and internet marketing conditions and practices at the time we complete
development of our web site. We may pursue different marketing strategies from
the marketing strategies listed above.

                  Until such time as we market our web site, if ever, we may not
have revenues from our operations. We anticipate that if our web site is
properly marketed, we will generate revenues from the sale of domain
registration and web hosting sales. There is no assurance that we will be
successful in selling our services on our web site. We have no other sources of
revenue. As such, if we are not successful in this regard, we will be unable to
achieve revenues under our current business plan.

                  We have not expended any monies during each of the last two
fiscal years and during this current quarter on research and development
activities applicable to our website. All


                                       3


<PAGE>


development  activities  to date have been provided to us by Verio at no cost or
expense.  Accordingly,  none of the research and development costs will be borne
directly by our  customers.  Other than these initial web site  development,  we
have not undergone any other research and development activity. We do not expect
to purchase or sell any plant and significant  equipment or make any significant
changes in the number of employees over the next twelve months.

Analysis of Financial Condition.

                  We currently have no cash, an account receivable of $49 and
$9,675 in prepaid expenses which constitutes our total assets. We have no other
liquid current assets. Our web site has been accessed by visitors and we may
have sales pending. Our loss from inception through August 31, 2002 is $38,226.

                  During the six months ending August 31, 2002, we incurred
expenses of $2,476 as compared to the six months ended August 31, 2001 of $1,681
or an increase of $795.

                  Without the implementation of any marketing plan, our current
"burn rate" is less than $80 per month. Upon implementation of our marketing
plan, we expect that our "burn rate" will increase to approximately $800 per
month. Not to exceed $500 per month will be expended for maintaining our web
site and for the strategic listing of our web site with major search engines.
The balance of approximately $300 will be utilized in connection with
establishing reciprocal click-through agreements with complimentary web site and
for the expenses of having us comply with the federal securities laws.

Qualitative and Quantitative Disclosures About Market Risk.

                  We have neither considered nor conducted any research
concerning qualitative and quantitative market risk.


                                     PART II

                                OTHER INFORMATION

Item 1 - Legal Proceedings .................................................None

Item 2 - Changes in the Rights of the Company's
                  Security Holders .........................................None

Item 3 -.Defaults by the Company on its
                  Senior Securities ........................................None


                                       4


<PAGE>


Item 4 -          Submission of Matter to Vote of Security
                  Holders ..................................................None

Item 5 -          Other Information

Board Meeting.

                  Our board of directors held one meeting during the current
quarter, which was a special meeting by written consent.

Independent Directors.

                  We have no independent directors. We do intend to secure
independent directors; however, until such time as we are financially able to
attract independent directors and we are able to meet the cost of insuring each
director, we will not, in all likelihood, be able to have a board containing
independent directors.

                  Subject to us attracting independent directors and providing
insurance for each director, so long as we have an outstanding class of
securities registered under the Securities Exchange Act of 1934, as amended, and
the outstanding securities are held of record by 100 or more persons of record,
after the annual meeting in 2003, we contemplate having not less than one
independent director and after the annual meeting in 2004, we contemplate having
a majority of independent directors.

Audit Committee and Other Committees.

                  As of August 31, 2002, our board of directors had not
established an audit committee. We had not intended, in all likelihood, to
establish any independent audit committee until such time as we had reached the
qualitative standards for the Bulletin Board Exchange, which will be phased in
during calendar year 2003 and will replace the OTC Bulletin Board, which is
operated by the NASDAQ Stock Market, Inc. which will be phased out in 2003. The
Bulletin Board Exchange will be a listed market place, with qualitative listing
standards but with no minimum share price, income, or asset requirements. The
system has been designed to provide market participants and customers with
increased speed and reliability to transactions, as well as to


                                       5



<PAGE>


improve the overall  transparency of the market place. In general,  the Bulletin
Board Exchange will have minimum requirements of 100 round-lot  shareholders and
200,000  shares in public float and will have other  certain  minimum  corporate
governance  standards to those presently existing for the NASDAQ National Market
and small  cap  markets,  with an  adjustment  to  certain  of the  requirements
cognizant of the  difficulty  that small  companies,  such as ours,  may have in
meeting those governance standards.

                  Our new bylaws, adopted on October 1, 2002, provides that we
have an independent audit committee, a majority of which members cannot be
comprised of non independent directors so long as we have a class of securities
registered under the Securities Exchange Act of 1934. As of the date hereof, we
have not implemented this bylaw requirement.

                  We recognize that an audit committee, when established, will
play a critical role in our financial reporting system by overseeing and
monitoring management's and the independent auditors' participation in the
financial reporting process.  The audit committee will adopt its own charter.

                  Until such time as an audit committee has been established,
the board of directors will continue to undertake those tasks normally
associated with an audit committee to include, but not by way of limitation, the
(i) review and discussion of the audited financial statements with management,
and (ii) discussions with the independent auditors the matters required to be
discussed by the Statement On Auditing Standards No. 61, as may be modified or
supplemented.

                  Our board of directors, consistent with our intent to enhance
the reliability and credibility of the financial statements, has submitted the
financial statements included in this Form 10-QSB to our independent auditor
prior to the filing of this report. An audit was completed for the period then
ended.

                  Our auditor is subject to peer review consistent with the
American Institute of Certified Public Accountants (AICPA) procedures.

                  In addition, we do not have any compensation or executive or
similar committees.


                                       6


<PAGE>


Bylaws.

                  Our board of directors has adopted bylaws that establish
independent  directors,  an audit  committee,  and  provisions  which mandate an
annual meeting,  provide for proxy solicitation with minimum quorum requirements
of at  least  33% of the  outstanding  shares  and  other  corporate  governance
standards consistent with those imposed by current BBX qualitative standards.

                  At the time of adoption of the amended bylaws, we had 3
directors.  The  new  bylaws  provide  for  not  less  than 5 nor  more  than 15
directors,  with  classes  and  designated  terms.  As of the  date  hereof,  we
currently have two vacancies on the board of directors.


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

                  There were no reports on Form 8-K filed during the quarter for
which this report is filed. The following exhibits are filed with this report:

                   3.2     Bylaws

                  23.1     Consent of Kyle L. Tingle, CPA.


                                    SIGNATURE

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



Dated: October 3, 2002         INVESTMENT AGENTS, INC.


                               By: /s/ PAMELA RAY STINSON
                                   ______________________
                                   Pamela Ray Stinson
                                   President




                               By: /s/ RAYMOND ROBERT ACHA
                                   _______________________
                                   Raymond Robert Acha
                                   Chief Financial Officer,
                                   Secretary, Treasurer and
                                   Director



                               By: /s/ JOSEPH H. PANGANIBAN
                                   ________________________
                                   Joseph H. Panganiban
                                   Director



                                       7


<PAGE>


                                 CERTIFICATIONS


I, Pamela Ray Stinson, certify that:

1.   I have reviewed this quarterly report on Form 10-QSB of Investment Agents,
Inc.;

2.   Based on my knowledge, this quarterly report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to make
the statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this quarterly
report;

3.   Based on my knowledge, the financial statements, and other financial
information included in this quarterly report, fairly represent in all material
respects the financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this quarterly report;

4.   The registrant's other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:

     a)   designed such disclosure controls and procedures to ensure that
     material information relating to the registrant, including its consolidated
     subsidiaries, is made known to us by others within those entities, particu-
     larly during the period in which this quarterly report is being prepared;

     b)   evaluated the effectiveness of the registrant's disclosure controls
     and procedures as of a date within 45 days prior to the filing date of this
     quarterly report (the "Evaluation Date"); and

     c)   presented in this quarterly report our conclusions about the
     effectiveness  of the disclosure controls and procedures based on our
     evaluation as of the Evaluation Date;

5.   The registrant's other certifying officers and I have disclosed, based on
our most recent evaluation, to the registrant's auditors and the audit committee
of registrant's board of directors (or persons performing the equivalent
functions):

     a)   all significant deficiencies in the design or operation of internal
     controls which could adversely affect the registrant's ability to record,
     process, summarize and report financial data and have identified for the
     registrant's auditors any material weaknesses in internal controls; and

     b)   any fraud, whether or not material, that involves management or other
     employees who have a significant role in the registrant's internal
     controls; and

6.   The registrant's other certifying officers and I have indicated in this
quarterly report whether there were significant changes in internal controls or
in other factors that could significantly affect internal controls subsequent to
the date of our most recent evaluation, including any corrective actions with
regard to significant deficiencies and material weaknesses.



October 3, 2002                                 By: /s/ PAMELA RAY STINSON
                                                    ______________________
                                                    Pamela Ray Stinson
                                                    President


                                       8


<PAGE>


I, Raymond Robert Acha, certify that:

1.   I have reviewed this quarterly report on Form 10-QSB of Investment Agents,
Inc.;

2.   Based on my knowledge, this quarterly report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to make
the statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this quarterly
report;

3.   Based on my knowledge, the financial statements, and other financial
information included in this quarterly report, fairly represent in all material
respects the financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this quarterly report;

4.   The registrant's other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:

     a)   designed such disclosure controls and procedures to ensure that
     material information relating to the registrant, including its consolidated
     subsidiaries, is made known to us by others within those entities, particu-
     larly during the period in which this quarterly report is being prepared;

     b)   evaluated the effectiveness of the registrant's disclosure controls
     and procedures as of a date within 45 days prior to the filing date of this
     quarterly report (the "Evaluation Date"); and

     c)   presented in this quarterly report our conclusions about the
     effectiveness  of the disclosure controls and procedures based on our
     evaluation as of the Evaluation Date;

5.   The registrant's other certifying officers and I have disclosed, based on
our most recent evaluation, to the registrant's auditors and the audit committee
of registrant's board of directors (or persons performing the equivalent
functions):

     a)   all significant deficiencies in the design or operation of internal
     controls which could adversely affect the registrant's ability to record,
     process, summarize and report financial data and have identified for the
     registrant's auditors any material weaknesses in internal controls; and

     b)   any fraud, whether or not material, that involves management or other
     employees who have a significant role in the registrant's internal
     controls; and

6.   The registrant's other certifying officers and I have indicated in this
quarterly report whether there were significant changes in internal controls or
in other factors that could significantly affect internal controls subsequent to
the date of our most recent evaluation, including any corrective actions with
regard to significant deficiencies and material weaknesses.


October 3, 2002                    By: /s/ RAYMOND ROBERT ACHA
                                   ___________________________
                                   Raymond Robert Acha
                                   Chief Financial Officer,
                                   Secretary, Treasurer and
                                   Director




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