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U.S. SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549


FORM 10-Q

(MARK ONE)

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2002

[  ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

Transition Period From ______________ To ______________

COMMISSION FILE NUMBER 333-32800

VESTIN FUND I, LLC

(Exact Name of Registrant as Specified in Its Charter)


|                                                               |  |                                     
|-------------------------------------------------------------- |  | ------------------------------------
|NEVADA                                                         |  | 88-0446244                          
|(State or Other Jurisdiction of
Incorporation or Organization) |  | (I.R.S. Employer
Identification No.)

2901 EL CAMINO AVENUE, SUITE 206, LAS VEGAS, NEVADA 89102

(Address Of Principal Executive Offices) (Zip Code)


Registrants Telephone Number: 702.227.0965

Former Name, Former Address and Former Fiscal Year,
if Changed Since Last Report. On June 24, 2002, Registrant changed its fiscal year from December 31 to September 30.

Indicate by check whether the registrant: (1) has filed all reports required to
be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.

Yes  [X]    No   [   ]

As of July 31, 2002, the Issuer had 10,039,530 of its Units outstanding.





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TABLE OF CONTENTS



|             |                                                             |                               |  |  |  |  |  | 
|------------ | ----------------------------------------------------------- | ----------------------------- |  |  |  |  |  | 
|             | ITEM 1. FINANCIAL STATEMENTS                               
|             | PAGE                                                       
|             |                                                             | BALANCE SHEETS               
|             |                                                             | STATEMENTS OF INCOME         
|             |                                                             | STATEMENT OF MEMBERS EQUITY 
|             |                                                             | STATEMENTS OF CASH FLOWS     
|             |                                                             | NOTES TO FINANCIAL STATEMENTS
|             | ITEM 1. LEGAL PROCEEDINGS                                  
|             | ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS          
|             | ITEM 3. DEFAULTS UPON SENIOR SECURITIES                    
|             | ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
|             | ITEM 5. OTHER INFORMATION                                  
|             | ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K                   
|SIGNATURES  
|EXHIBIT 99.1



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ITEM 1. FINANCIAL STATEMENTS




|                                                                                                       |  |  |   | 
|------------------------------------------------------------------------------------------------------ |  |  | - | 
|PAGE                                                                                                  
|                                                                                                      
|Balance sheets as of June 30, 2002 (unaudited) and December 31, 2001                                   |  |  | 3 | 
|                                                                                                      
|Statements of income for the three and six months ended June 30, 2002 (unaudited)
and 2001 (unaudited) |  |  | 4 | 
|                                                                                                      
|Statement of members equity for the six months ended June 30, 2002 (unaudited)                        |  |  | 5 | 
|                                                                                                      
|Statements of cash flows for the six months ended June 30, 2002 (unaudited)
and 2001 (unaudited)       |  |  | 6 | 
|                                                                                                      
|Notes to financial statements                                                                          |  |  | 7 | 

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VESTIN FUND I, LLC

BALANCE SHEETS

|                                      |                                 |                                      |             |               |             |              |             |           |             |  |  |  |  |  |  |  |  | 
|------------------------------------- | ------------------------------- | ------------------------------------ | ----------- | ------------- | ----------- | ------------ | ----------- | --------- | ----------- |  |  |  |  |  |  |  |  | 
|                                      |                                 |                                      |             | June 30, 2002 |             | December 31, |             |           |             |  |  |  |  | 
|                                      |                                 |                                      |             | (Unaudited)   |             | 2001         |             |           |             |  |  |  |  | 
|                                      |                                 |                                      |             |               |             |              |             |           |             |  |  |  |  | 
|                                     
|ASSETS                               
|Cash                                  |                                 | $                                    | 231,058     |               |             | $            | 1,256,750   |           |             |  |  |  |  |  |  | 
|Short-term investment  related party |                                 |                                      |            |               |             |              | 550,000     |           |             |  |  |  |  |  |  | 
|                                      |                                 |                                      |             |               |             |              |             |           |             |  |  |  |  |  |  | 
|                                      | Total cash and cash equivalents |                                      |             | 231,058       |             |              |             | 1,806,750 |             |  |  |  |  |  |  |  | 
|Certificates of deposit               |                                 |                                      | 3,000,000   |               |             |              | 2,450,000   |           |             |  |  |  |  |  |  | 
|Interest and other receivables        |                                 |                                      | 876,315     |               |             |              | 1,037,218   |           |             |  |  |  |  |  |  | 
|Real estate held for sale             |                                 |                                      | 1,541,258   |               |             |              |            |           |             |  |  |  |  |  |  | 
|Investments in mortgage loans         |                                 |                                      | 95,829,386  |               |             |              | 97,228,156  |           |             |  |  |  |  |  |  | 
|Other assets                          |                                 |                                      | 51,673      |               |             |              |            |           |             |  |  |  |  |  |  | 
|                                      |                                 |                                      |             |               |             |              |             |           |             |  |  |  |  |  |  | 
|Total assets                          |                                 | $                                    | 101,529,690 |               |             | $            | 102,522,124 |           |             |  |  |  |  |  |  | 
|                                      |                                 |                                      |             |               |             |              |             |           |             |  |  |  |  |  |  | 
|                                     
|LIABILITIES AND MEMBERS EQUITY      
|Liabilities                           |                                 |                                      |             |               |             |              |             |           |             |  |  |  |  |  |  | 
|                                      | Due to Managing Member, net     |                                      | $           | 218,050       |             |              | $           | 66,525    |             |  |  |  |  |  |  |  | 
|                                      |                                 |                                      |             |               |             |              |             |           |             |  |  |  |  |  |  | 
|Total liabilities                     |                                 |                                      | 218,050     |               |             |              | 66,525      |           |             |  |  |  |  |  |  | 
|                                     
|Members equity                       |                                 |                                      | 101,311,640 |               |             |              | 102,455,599 |           |             |  |  |  |  |  |  | 
|                                      |                                 |                                      |             |               |             |              |             |           |             |  |  |  |  |  |  | 
|                                      |                                 | Total liabilities and membersequity |             | $             | 101,529,690 |              |             | $         | 102,522,124 |  |  |  |  |  |  |  |  | 
|                                      |                                 |                                      |             |               |             |              |             |           |             |  |  |  |  |  |  | 

The accompanying notes are an integral part of these statements.

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VESTIN FUND I, LLC

STATEMENTS OF INCOME

(Unaudited)

|                                                                      |                                                   |                          |            |                            |           |                          |           |           |           |      |            |           |           |   |           |           |           | 
|--------------------------------------------------------------------- | ------------------------------------------------- | ------------------------ | ---------- | -------------------------- | --------- | ------------------------ | --------- | --------- | --------- | ---- | ---------- | --------- | --------- | - | --------- | --------- | --------- | 
|                                                                      |                                                   |                          |            | For the three months ended |           | For the six months ended
|                                                                      |                                                   |                          |            | June 30,                   |           | June 30,                
|                                                                      |                                                   |                          |            |                            |           |                         
|                                                                      |                                                   |                          |            | 2002                       |           | 2001                     |           | 2002      |           | 2001
|                                                                      |                                                   |                          |            |                            |           |                          |           |           |           |     
|Revenues                                                              |                                                   |                          |            |                            |           |                          |           |           |           |      |            |           |           |   |           |          
|                                                                      | Interest income from investment
in mortgage loans |                          | $          | 3,038,228                  |           |                          | $         | 2,810,061 |           |      | $          | 6,438,217 |           |   | $         | 4,456,569 |          
|                                                                      | Loan origination fees                             |                          |            |                           |           |                          |           | 86,711    |           |      |            |          |           |   |           | 173,422   |          
|                                                                      | Other income                                      |                          |            | 5,550                      |           |                          |           | 48,762    |           |      |            | 35,107    |           |   |           | 91,785    |          
|                                                                      |                                                   |                          |            |                            |           |                          |           |           |           |      |            |           |           |   |           |          
|                                                                      |                                                   | Total revenues           |            |                            | 3,043,778 |                          |           |           | 2,945,534 |      |            |           | 6,473,324 |   |           |           | 4,721,776 | 
|Operating expenses                                                    |                                                   |                          |            |                            |           |                          |           |           |           |      |            |           |           |   |           |          
|                                                                      | Management fees to Managing
Member                |                          |            | 62,342                     |           |                          |           |          |           |      |            | 124,443   |           |   |           | 7,184     |          
|                                                                      | Other                                             |                          |            | 16,757                     |           |                          |           | 24,870    |           |      |            | 17,061    |           |   |           | 45,995    |          
|                                                                      |                                                   |                          |            |                            |           |                          |           |           |           |      |            |           |           |   |           |          
|                                                                      |                                                   | Total operating expenses |            |                            | 79,099    |                          |           |           | 24,870    |      |            |           | 141,504   |   |           |           | 53,179    | 
|                                                                      |                                                   |                          |            |                            |           |                          |           |           |           |      |            |           |           |   |           |          
|Net income                                                            |                                                   | $                        | 2,964,679  |                            |           | $                        | 2,920,664 |           |           | $    | 6,331,820  |           |           | $ | 4,668,597 |          
|                                                                      |                                                   |                          |            |                            |           |                          |           |           |           |      |            |           |           |   |           |          
|Net income allocated to members                                       |                                                   | $                        | 2,964,679  |                            |           | $                        | 2,920,664 |           |           | $    | 6,331,820  |           |           | $ | 4,668,597 |          
|                                                                      |                                                   |                          |            |                            |           |                          |           |           |           |      |            |           |           |   |           |          
|Net income allocated to members per
weighted average membership units |                                                   | $                        | 0.29       |                            |           | $                        | 0.34      |           |           | $    | 0.62       |           |           | $ | 0.68      |          
|                                                                      |                                                   |                          |            |                            |           |                          |           |           |           |      |            |           |           |   |           |          
|Weighted average membership units                                     |                                                   |                          | 10,230,168 |                            |           |                          | 8,620,078 |           |           |      | 10,238,053 |           |           |   | 6,835,964 |          
|                                                                      |                                                   |                          |            |                            |           |                          |           |           |           |      |            |           |           |   |           |          

The accompanying notes are an integral part of these statements.

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VESTIN FUND I, LLC

STATEMENT OF MEMBERS EQUITY

(Unaudited)

|                                     |  |                     |            |        |  |   |             |  
|------------------------------------ |  | ------------------- | ---------- | ------ |  | - | ----------- | -
|                                     |  | For the six months 
|                                     |  | Ended June 30, 2002
|                                     |  |                    
|                                     |  | UNITS               |            | AMOUNT
|                                     |  |                     |            |       
|Members equity at December 31, 2001 |  |                     | 10,238,488 |        |  | $ | 102,455,599 |  
|Distributions                        |  |                     |           |        |  |   | (6,576,748  | )
|Reinvestments of distributions       |  |                     | 141,834    |        |  |   | 1,418,340   |  
|Members withdrawals                 |  |                     | (231,737   | )      |  |   | (2,317,371  | )
|Net income                           |  |                     |           |        |  |   | 6,331,820   |  
|                                     |  |                     |            |        |  |   |             |  
|Members equity at June 30, 2002     |  |                     | 10,148,585 |        |  | $ | 101,311,640 |  
|                                     |  |                     |            |        |  |   |             |  

The accompanying notes are an integral part of this statement.

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VESTIN FUND I, LLC

STATEMENTS OF CASH FLOWS

(Unaudited)

|                                      |                                                     |                                                                                   |                                                           |                                                  |             |                          |            |      |             |           |             |  
|------------------------------------- | --------------------------------------------------- | --------------------------------------------------------------------------------- | --------------------------------------------------------- | ------------------------------------------------ | ----------- | ------------------------ | ---------- | ---- | ----------- | --------- | ----------- | -
|                                      |                                                     |                                                                                   |                                                           |                                                  |             | For the six months ended
|                                      |                                                     |                                                                                   |                                                           |                                                  |             | June 30,                
|                                      |                                                     |                                                                                   |                                                           |                                                  |             |                         
|                                      |                                                     |                                                                                   |                                                           |                                                  |             | 2002                     |            | 2001
|                                      |                                                     |                                                                                   |                                                           |                                                  |             |                          |            |     
|Cash flows from operating activities: |                                                     |                                                                                   |                                                           |                                                  |             |                          |            |     
|                                      |                                                     | Net income                                                                        |                                                           | $                                                | 6,331,820   |                          |            | $    | 4,668,597   |          
|                                      |                                                     | Adjustments to reconcile net income to net cash provided by operating
activities: |                                                           |                                                  |             |                          |            |      |             |          
|                                      |                                                     |                                                                                   |                                                           | Change in due to Managing Member                 |             |                          | 151,525    |      |             |           | 51,573      |  
|                                      |                                                     |                                                                                   |                                                           | Change in interest and other receivables         |             |                          | 160,903    |      |             |           | (550,480    | )
|                                      |                                                     |                                                                                   |                                                           | Change in other assets                           |             |                          | (51,673    | )    |             |           |            |  
|                                      |                                                     |                                                                                   |                                                           | Change in deferred revenues                      |             |                          |           |      |             |           | (173,423    | )
|                                      |                                                     |                                                                                   |                                                           |                                                  |             |                          |            |     
|                                      |                                                     |                                                                                   |                                                           | Net cash provided by operating activities        |             |                          | 6,592,575  |      |             |           | 3,996,267   |  
|Cash flows from investing activities: |                                                     |                                                                                   |                                                           |                                                  |             |                          |            |     
|                                      |                                                     | Purchase of investments in mortgage loans                                         |                                                           |                                                  | (32,481,956 | )                        |            |      | (71,330,693 | )        
|                                      |                                                     | Proceeds from loan payoffs                                                        |                                                           |                                                  | 32,339,468  |                          |            |      | 12,913,082  |          
|                                      |                                                     | Investment in certificates of deposit                                             |                                                           |                                                  | (550,000    | )                        |            |      | (1,800,000  | )        
|                                      |                                                     |                                                                                   |                                                           |                                                  |             |                          |            |     
|                                      |                                                     |                                                                                   |                                                           | Net cash used by investing activities            |             |                          | (692,488   | )    |             |           | (60,217,611 | )
|Cash flows from financing activities: |                                                     |                                                                                   |                                                           |                                                  |             |                          |            |     
|                                      |                                                     | Proceeds from issuance of membership units                                        |                                                           |                                                  |            |                          |            |      | 59,176,787  |          
|                                      |                                                     | Members withdrawals                                                              |                                                           |                                                  | (2,317,371  | )                        |            |      |            |          
|                                      |                                                     | Distributions to Members, net of reinvestments                                    |                                                           |                                                  | (5,158,408  | )                        |            |      | (3,211,404  | )        
|                                      |                                                     |                                                                                   |                                                           |                                                  |             |                          |            |     
|                                      |                                                     |                                                                                   |                                                           | Net cash provided (used) by financing activities |             |                          | (7,475,779 | )    |             |           | 55,965,383  |  
|                                      |                                                     |                                                                                   |                                                           |                                                  |             |                          |            |     
|Net decrease in cash                  |                                                     |                                                                                   | (1,575,692                                                | )                                                |             |                          | (255,961   | )   
|Cash beginning of period              |                                                     |                                                                                   | 1,806,750                                                 |                                                  |             |                          | 370,304    |     
|                                      |                                                     |                                                                                   |                                                           |                                                  |             |                          |            |     
|Cash end of period                    |                                                     | $                                                                                 | 231,058                                                   |                                                  |             | $                        | 114,343    |     
|                                      |                                                     |                                                                                   |                                                           |                                                  |             |                          |            |     
|                                      | Supplemental disclosures of cash flows information: |                                                                                   |                                                           |                                                  |             |                          |            |      |            
|                                      |                                                     |                                                                                   | Non-cash investing and financing activities:              |                                                  |             |                          |            |      |             |           |            
|                                      |                                                     |                                                                                   | Real estate held for sale acquired through foreclosure    |                                                  | $           | 1,541,258                |            |      | $           |          |            
|                                      |                                                     |                                                                                   |                                                           |                                                  |             |                          |            |     
|                                      |                                                     |                                                                                   | Conversion of deferred offering costs
to membership units |                                                  | $           |                         |            |      | $           | 1,000,000 |            
|                                      |                                                     |                                                                                   |                                                           |                                                  |             |                          |            |     
|                                      |                                                     |                                                                                   | Reinvestment of members distributions                    |                                                  | $           | 1,418,340                |            |      | $           | 745,449   |            
|                                      |                                                     |                                                                                   |                                                           |                                                  |             |                          |            |     

The accompanying notes are an integral part of these statements.

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VESTIN FUND I, LLC

NOTES TO FINANCIAL STATEMENTS

JUNE 30, 2002

(Unaudited)

NOTE A  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

1. ORGANIZATION

Vestin Fund I, LLC, a Nevada Limited Liability Company (the Company), is
primarily engaged in the business of funding mortgage loans. The Company
invests in loans secured by real estate through deeds of trust and mortgages.
The Company was organized on December 14, 1999 and will continue until December
31, 2019 unless dissolved prior thereto or extended by vote of members in
accordance with the provisions of the Companys Operating Agreement. On July 9,
2001, the Company changed its name from DM Mortgage Investors, LLC to Vestin
Fund I, LLC. The Company does not operate as an investment company within the
meaning of the Investment Company Act of 1940. On June 24, 2002, the Company
changed its fiscal year from December 31 to September 30.

Prior to September 1, 2000, the Company was a development stage company. On
August 23, 2000, the Companys Form S-11/A filed with the Securities and
Exchange Commission became effective for the initial public offering of
10,000,000 units at $10 per unit. The Company commenced operations on September
1, 2000. By June 2001, the Company had sold all of the 10,000,000 units offered
pursuant to the Companys registration statement. No additional units will be
sold, however, current members may continue to participate in the Companys
Distribution Reinvestment Plan whereby the members distribution may be used to
purchase additional units at $10.00 per unit. As of June 30, 2002, an
additional 367,574 units have been purchased under this plan.

The manager of the Company is Vestin Mortgage, Inc. (the Manager or Managing
Member), a Nevada corporation engaged in the business of brokerage, placement
and servicing of commercial loans secured by real property. The Manager is a
wholly-owned subsidiary of Vestin Group, Inc., a Delaware Corporation, whose
common stock is publicly held and is traded on the NASDAQ under the symbol
VSTN. The Operating Agreement provides that the Manager has exclusive control
over the business of the Company; including the power to assign duties, to
determine how to invest the Companys assets, to sign bills of sale, title
documents, leases, notes, security agreements, mortgage investments and
contracts, and to assume direction of the business operations.

The interim financial information is unaudited. In the opinion of management,
all adjustments necessary to present fairly the financial position as of June
30, 2002 and the results of operations and cash flows presented herein have
been included in the financial statements. Interim results are not necessarily
indicative of results of operations for the full year.

The preparation of financial statements in conformity with accounting
principles generally accepted in the United States of America 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.

2. MANAGEMENT ESTIMATES

The preparation of financial statements in conformity with accounting
principles generally accepted in the United States 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.

3. ALLOWANCE FOR LOAN LOSSES

When deemed necessary, the Company will set an allowance for possible credit
losses on mortgage loans. Additions to the reserve are based on an assessment
of certain factors including, but not limited to, estimated future losses on
the loans and general economic conditions. Additions to the reserve are
provided through a charge to earnings. Actual losses on loans are recorded as a
charge-off or a reduction to the loan loss reserve. Subsequent recoveries of
amounts previously charged off are added back to the reserve.

4. REAL ESTATE HELD FOR SALE

Real estate held for sale includes real estate acquired through foreclosure and
is carried at the lower of the recorded amount, inclusive of any senior
indebtedness, or the propertys estimated fair value, less estimated costs to
sell.

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VESTIN FUND I, LLC

NOTES TO FINANCIAL STATEMENTS

JUNE 30, 2002

(Unaudited)

NOTE B  INVESTMENTS IN MORTGAGE LOANS

Investments in mortgage loans are as follows:

June 30, 2002

|                            |  |        |    |         |  |               |            |            |  |           |       |      |  |  |        |   |  |  |       |  
|--------------------------- |  | ------ | -- | ------- |  | ------------- | ---------- | ---------- |  | --------- | ----- | ---- |  |  | ------ | - |  |  | ----- | -
|                            |  | Number |    |         |  |               |            |            |  |           |       |      |  |  |        |   |  | 
|Loan                        |  | of     |    |         |  |               |            | Average    |  | Portfolio |       | Loan
|Type                        |  | Loans  |    | Balance |  | Interest Rate |            | Percentage |  | To Value 
|                            |  |        |    |         |  |               |            |            |  |          
|Acquisition
and development |  |        | 6  |         |  | $             | 17,052,866 |            |  |           | 14.04 | %    |  |  | 17.81  | % |  |  | 55.11 | %
|Bridge                      |  |        | 3  |         |  |               | 8,504,250  |            |  |           | 13.66 | %    |  |  | 8.87   | % |  |  | 68.33 | %
|Commercial                  |  |        | 10 |         |  |               | 29,871,877 |            |  |           | 13.33 | %    |  |  | 31.17  | % |  |  | 58.78 | %
|Construction                |  |        | 10 |         |  |               | 25,580,425 |            |  |           | 14.23 | %    |  |  | 26.69  | % |  |  | 56.49 | %
|Land                        |  |        | 5  |         |  |               | 13,629,792 |            |  |           | 13.15 | %    |  |  | 14.22  | % |  |  | 29.00 | %
|Residential                 |  |        | 1  |         |  |               | 1,190,176  |            |  |           | 8.00  | %    |  |  | 1.24   | % |  |  | 63.50 | %
|                            |  |        |    |         |  |               |            |            |  |           |       |      |  |  |        |   |  |  |       |  
|                            |  |        |    |         |  | $             | 95,829,386 |            |  |           | 12.74 | %    |  |  | 100.00 | % |  |  | 54.62 | %
|                            |  |        |    |         |  |               |            |            |  |           |       |      |  |  |        |   |  |  |       |  

December 31, 2001

|                            |  |        |   |         |  |               |            |            |  |           |       |      |  |  |        |   |  |  |       |  
|--------------------------- |  | ------ | - | ------- |  | ------------- | ---------- | ---------- |  | --------- | ----- | ---- |  |  | ------ | - |  |  | ----- | -
|                            |  | Number |   |         |  |               |            |            |  |           |       |      |  |  |        |   |  | 
|Loan                        |  | of     |   |         |  |               |            | Average    |  | Portfolio |       | Loan
|Type                        |  | Loans  |   | Balance |  | Interest Rate |            | Percentage |  | To Value 
|                            |  |        |   |         |  |               |            |            |  |          
|Acquisition
and development |  |        | 9 |         |  | $             | 23,874,908 |            |  |           | 14.06 | %    |  |  | 24.56  | % |  |  | 52.96 | %
|Bridge                      |  |        | 4 |         |  |               | 13,013,056 |            |  |           | 14.00 | %    |  |  | 13.38  | % |  |  | 53.50 | %
|Commercial                  |  |        | 9 |         |  |               | 24,158,627 |            |  |           | 12.92 | %    |  |  | 24.85  | % |  |  | 65.68 | %
|Construction                |  |        | 9 |         |  |               | 26,184,197 |            |  |           | 14.22 | %    |  |  | 26.93  | % |  |  | 60.78 | %
|Land                        |  |        | 2 |         |  |               | 7,000,000  |            |  |           | 14.00 | %    |  |  | 7.20   | % |  |  | 41.00 | %
|Residential                 |  |        | 2 |         |  |               | 2,997,368  |            |  |           | 11.00 | %    |  |  | 3.08   | % |  |  | 63.50 | %
|                            |  |        |   |         |  |               |            |            |  |           |       |      |  |  |        |   |  |  |       |  
|                            |  |        |   |         |  | $             | 97,228,156 |            |  |           | 13.37 | %    |  |  | 100.00 | % |  |  | 55.24 | %
|                            |  |        |   |         |  |               |            |            |  |           |       |      |  |  |        |   |  |  |       |  

June 30, 2002

|                 |  |         |            |            |  |           |        |  
|---------------- |  | ------- | ---------- | ---------- |  | --------- | ------ | -
|                 |  |         |            |            |  | Portfolio
|Type             |  | Balance |            | Percentage
|                 |  |         |            |           
|First mortgages  |  | $       | 95,813,892 |            |  |           | 99.98  | %
|Second mortgages |  |         | 15,494     |            |  |           | 0.02   | %
|                 |  |         |            |            |  |           |        |  
|                 |  | $       | 95,829,386 |            |  |           | 100.00 | %
|                 |  |         |            |            |  |           |        |  

December 31, 2001

|                 |  |   |            |  |  |  |        |  
|---------------- |  | - | ---------- |  |  |  | ------ | -
|Type             |  |   |            |  |  |  |        |  
|                 |  |   |            |  |  |  |        |  
|First mortgages  |  | $ | 97,228,156 |  |  |  | 100.00 | %
|Second mortgages |  |   |           |  |  |  | 0.00   | %
|                 |  |   |            |  |  |  |        |  
|                 |  | $ | 97,228,156 |  |  |  | 100.00 | %
|                 |  |   |            |  |  |  |        |  

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##### Table of Contents



VESTIN FUND I, LLC

NOTES TO FINANCIAL STATEMENTS

JUNE 30, 2002

(Unaudited)

NOTE B  INVESTMENTS IN MORTGAGE LOANS (continued)

The following is a schedule of maturities of
investments in mortgage loans as of
June 30, 2002 for the years ended December 31,:

|     |  |   |           
|---- |  | - | ----------
|2002 |  | $ | 56,677,269
|2003 |  |   | 27,478,082
|2004 |  |   | 11,674,035
|2005 |  |   |          
|2006 |  |   |          
|     |  |   |           
|     |  | $ | 95,829,386
|     |  |   |           

The following is a schedule by geographic location
of investments in mortgage
loans as of:

June 30, 2002

|           |  |         |            |            |  |           |        |   | 
|---------- |  | ------- | ---------- | ---------- |  | --------- | ------ | - | 
|           |  |         |            |            |  | Portfolio |       
|           |  | Balance |            | Percentage | 
|           |  |         |            |            | 
|Arizona    |  | $       | 15,646,398 |            |  |           | 16.33  | % | 
|California |  |         | 1,247,876  |            |  |           | 1.30   | % | 
|Colorado   |  |         | 914,967    |            |  |           | 0.95   | % | 
|Hawaii     |  |         | 15,997,846 |            |  |           | 16.69  | % | 
|New Mexico |  |         | 1,157,505  |            |  |           | 1.21   | % | 
|Nevada     |  |         | 44,826,813 |            |  |           | 46.78  | % | 
|Texas      |  |         | 10,568,971 |            |  |           | 11.03  | % | 
|Utah       |  |         | 3,869,010  |            |  |           | 4.04   | % | 
|Washington |  |         | 1,600,000  |            |  |           | 1.67   | % | 
|           |  |         |            |            |  |           |        |  
|           |  | $       | 95,829,386 |            |  |           | 100.00 | %
|           |  |         |            |            |  |           |        |  

December 31, 2001

|           |  |   |            |  |  |  |        |   | 
|---------- |  | - | ---------- |  |  |  | ------ | - | 
|Arizona    |  | $ | 2,564,381  |  |  |  | 2.64   | % | 
|California |  |   | 11,932,105 |  |  |  | 12.27  | % | 
|Hawaii     |  |   | 19,113,911 |  |  |  | 19.66  | % | 
|New Mexico |  |   | 1,157,505  |  |  |  | 1.19   | % | 
|Nevada     |  |   | 36,659,142 |  |  |  | 37.70  | % | 
|Oregon     |  |   | 3,938,393  |  |  |  | 4.05   | % | 
|Texas      |  |   | 15,280,281 |  |  |  | 15.72  | % | 
|Utah       |  |   | 4,982,438  |  |  |  | 5.12   | % | 
|Washington |  |   | 1,600,000  |  |  |  | 1.65   | % | 
|           |  |   |            |  |  |  |        |  
|           |  | $ | 97,228,156 |  |  |  | 100.00 | %
|           |  |   |            |  |  |  |        |  

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##### Table of Contents



VESTIN FUND I, LLC

NOTES TO FINANCIAL STATEMENTS

JUNE 30, 2002

(Unaudited)

NOTE B  INVESTMENTS IN MORTGAGE LOANS (continued)

The Company has six mortgage loan products consisting of bridge, commercial,
construction, acquisition and development, land, and residential loans. The
effective interest rates on all product categories range from 8% to 16.25%.
Revenue by product will fluctuate based upon relative balances during the
period.

As of June 30, 2002, the Companys Manager concluded that no
allowance for loan losses was deemed necessary. There were no actual
losses incurred on loans by the Company during the three months ended
June 30, 2002. At June 30, 2002, one of the Companys loans
totaling $1,157,505 was non-performing (more than 90 days past due on
interest payments) and past due on principal. The loan to value ratio
on this loan is 63%. In addition, the Company had four loans totaling
$14,378,126 on which payment of principal was past due. The Company
has commenced foreclosure proceedings on these
loans. The loan to value ratios on these loans are 34%, 54%, 55% and
39%. The Companys
Manager evaluated all of these loans and concluded that the
underlying collateral was sufficient to protect the Company against a
loss of principal or interest. Accordingly, no allowance for loan
losses was recorded. The Companys Manager will continue to
evaluate these loans in order to determine if any allowance for loan
losses should be recorded.

In addition to the above-mentioned loans, as of
June 30, 2002, the Companys Manager had granted extensions on
12 loans pursuant to the terms of the original loan agreements which
permit extensions by mutual consent. Such extensions are generally
provided on loans where the original term was 12 months or less and
where a borrower requires additional time to complete a construction
project or negotiate take out financing. The aggregate amount due to
the Company from borrowers whose loans had been extended as of June
30, 2002 was approximately $40,034,092. The average loan to value
ratio on such loans is 52%. Accordingly, the Companys Manager
concluded that no allowance was necessary with respect to such loans.

Decisions regarding an allowance for loan losses require judgment about the
probability of future events. As a result, there is an inherent risk that such
judgment will prove incorrect. In such event, actual losses may exceed (or be
less than) the amount of any allowance. To the extent that the Company
experiences losses greater than the amount of its allowance, the Company may
incur a charge to its earnings that will adversely affect its operating results
and the amount of any distributions payable to its members.

NOTE C  REAL ESTATE HELD FOR SALE

During the six months ended June 30, 2002, the Company foreclosed on a mortgage
loan for approximately $1,541,000 and took title to the property (a residential
property located in Las Vegas, Nevada). The asset is included in investment in
mortgage loans in the accompanying balance sheet as of December 31, 2001. The
Company has evaluated this property and deemed it unnecessary to adjust the
carrying value of the asset upon transfer to real estate held for sale.

NOTE D  RELATED PARTY TRANSACTIONS

As of June 30, 2002, due to the Companys Manager totaling $218,050 is
primarily comprised of amounts related to management fees and distributions
payable on units owned by the Companys Manager.

For the three and six month periods ended June 30, 2002, the Company recorded
management fees to the Companys Manager of approximately $63,000 and
$124,000, respectively, as compared to the recorded management fees of $-0- and
$7,000, respectively, for the three and six month periods ended June 30, 2001.

For the three and six month periods ended June 30, 2002, the Company recorded
distributions to the Companys Manager of approximately $31,000 and $64,000
respectively, based upon a total of 100,000 units owned by the Companys
Manager.

During the three month period ended June 30, 2002,
the Company made a mortgage loan in the amount of $3 million to an
independent borrower who used the proceeds of the loan to purchase a
property owned by the Companys Manager. The loan from the
Company to such independent borrower is interest only, payable
monthly at an annual rate of 10% with the principal due in June 2003.
The transaction resulted in a deferred gain of approximately $367,000
to the Companys Manager.

10



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

BACKGROUND

Prior to September 1, 2000, Vestin Fund I, LLC (the Company) was a
development stage company with no operational activities. The Company concluded
the offering of its units in June 2001. The Companys financial results reflect
the amount of capital it had for investment in mortgage loans and no meaningful
comparison may be made between the results of the Companys operations in the
first half of 2002 and the results of the Companys operations in the first
half of 2001. Moreover, the Companys past performance may not be indicative of
future results. This discussion should be read in conjunction with the
Companys financial statements and accompanying notes and other detailed
information regarding the Company appearing elsewhere in this Form 10-Q and the
Companys annual report on Form 10-K for the year ended December 31, 2001.

FORWARD LOOKING STATEMENTS

When used in this Quarterly Report on Form 10-Q the words or phrases will
likely result, are expected to, will continue, is anticipated, or
similar expressions are intended to identify forward looking statements
within the meaning of the Private Securities Litigation Reform Act of 1995.
Such statements are subject to certain risks and uncertainties, including but
not limited to changes in interest rates, and fluctuations in operating
results. Such factors which are discussed in Managements Discussion and
Analysis of Financial Condition and Results of Operations, could affect the
Companys financial performance and could cause the Companys actual results
for future periods to differ materially from any opinion or statements
expressed herein with respect to future periods. As a result, the Company
wishes to caution readers not to place undue reliance on any such forward
looking statements, which speak only as of the date made.

OVERVIEW

The Companys operating results are affected primarily by: (i) the amount of
capital it has to invest in mortgage loans, (ii) the level of real estate
lending activity in the markets it services, (iii) its ability to identify and
work with suitable borrowers, (iv) the interest rates it is able to charge on
its loans and (v) the level of foreclosures and related loan losses which it
experiences. In June 2001, the Company completed the sale of its units, raising
an aggregate of $100 million. These funds, subject to a 3% reserve, constitute
the bulk of the funds the Company has available for investment in mortgage
loans. The Company does not have any arrangements in place to increase
materially the funds it will have available to invest. See the discussion below
under Capital and Liquidity.

The U.S. economy is currently suffering from a mild recession which began in
2001. However, the Company has not experienced a material slowdown in
commercial real estate lending in the markets which it services. To some
extent, more conservative lending practices implemented by some traditional
mortgage lenders to cope with the recession have increased the pool of
potential borrowers willing to pay the higher interest rates the Company
charges. This trend has also enabled the Company to continue to earn yields of
more than 13% per annum, notwithstanding the decline in interest rates in the
general economy. However, this trend has been off-set by the continuing decline
in interest rates which is putting downward pressure on the yields the Company
can generate for Members. As of June 30, 2002, the weighted average yield on
the Companys outstanding mortgage loan investments was 13.53%, as compared to
13.70% at June 30, 2001. For the three and six month periods ended June 30,
2002, the annualized net interest yield to members was 11.6% and 12.4%,
respectively, as compared to 13.6% for the three and six month periods ended
June 30, 2001. This decline is attributable primarily to delinquent interest
payments.

SUMMARY OF FINANCIAL RESULTS

|                                                                      |  |                             |                           |      |  |      |           |      |  |   |            |   |  |   |           |  
|--------------------------------------------------------------------- |  | --------------------------- | ------------------------- | ---- |  | ---- | --------- | ---- |  | - | ---------- | - |  | - | --------- | -
|                                                                      |  | Three months ended June 30, | Six months ended June 30,
|                                                                      |  |                             |                          
|                                                                      |  | 2002                        |                           | 2001 |  | 2002 |           | 2001
|                                                                      |  |                             |                           |      |  |      |           |     
|Total revenues                                                        |  | $                           | 3,043,778                 |      |  | $    | 2,945,534 |      |  | $ | 6,473,324  |   |  | $ | 4,721,776 |  
|Total expenses                                                        |  |                             | 79,099                    |      |  |      | 24,870    |      |  |   | 141,504    |   |  |   | 53,179    |  
|                                                                      |  |                             |                           |      |  |      |           |      |  |   |            |   |  |   |           |  
|Net income                                                            |  | $                           | 2,964,679                 |      |  | $    | 2,920,664 |      |  | $ | 6,331,820  |   |  | $ | 4,668,597 |  
|                                                                      |  |                             |                           |      |  |      |           |      |  |   |            |   |  |   |           |  
|Earnings per unit:                                                    |  |                             |                           |      |  |      |           |      |  |   |            |   |  |   |           |  
|Net income allocated to members per weighted
average membership units |  | $                           | 0.29                      |      |  | $    | 0.34      |      |  | $ | 0.62       |   |  | $ | 0.68      |  
|Annualized net interest yield to members (a)                          |  |                             | 11.6                      | %    |  |      | 13.6      | %    |  |   | 12.4       | % |  |   | 13.6      | %
|Weighted average membership units                                     |  |                             | 10,230,168                |      |  |      | 8,620,078 |      |  |   | 10,238,053 |   |  |   | 6,835,964 |  

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---

|(a) |  | The annualized net interest yield to unit holders is calculated based upon
the net income allocated to unit holders per weighted average units as of June
30, 2002 and 2001 divided by the number of months during the period and
multiplied by twelve (12) months, then divided by ten (the $10 cost per unit).
|--- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

Net income for the three months ended June 30, 2002 and 2001 was derived
primarily from interest income on mortgage loans approximating $3.0 million and
$2.8 million, respectively.

INVESTMENTS IN MORTGAGE LOANS SECURED BY REAL ESTATE PORTFOLIO

As of June 30, 2002, the Company invested in mortgage loans secured by real
estate approximating $95,829,000. Such loans consisted of thirty-five (35)
loans of which thirty-two (31) loans with an aggregate principal value of
$95,814,000 are secured through first deeds of trust and four (4) loans with an
aggregate value of $15,000 are secured through a second deeds of trust. The
following is a summary of the Companys mortgage loan borrowers as of June 30,
2002:

|                                                                                                                                                                                                                                                   |  |                                                                                                                                                                                                                                                |  |                                                                                                                                                    
|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------
|Acanto Partners, LLC
Andre Tatibouet
Arroyo Heights
Art Collection, Inc.
Arvis Forrest
Bear Creek @ Briargate
Bridge Aina Lea, LLC
Burnett Development
Cannery Hotel and Casino
CMR/Casa Grande, LLC
Corinthians Real Estate
David Weckerly, Inc. |  | Falcon Hospitality
Gladden Farms, LLC
Golden Nugget Holdings
HHG Partners
Hollister Group, LLC
Horizon Homes, Inc.
Intercapital of Texas, Inc.
LV RV Resort, LLC
Malibu Bay Suites
Malibu Apartments, Inc.
Marshalls Harbor
Mesquite 643, LLC |  | Micon Office Condos
Red Hills Oasis
Red Mountain Resorts
Rightstar Hawaii
SBG Group, LLC
South Mountain, LLC
VSS Enterprises, LLC
Youngtown Village

As of June 30, 2002, the weighted average interest yield on the Companys
investment in mortgage loans is 13.53%. These mortgage loans mature over the
next 36 months.

During the three month period ended June 30, 2002,
the Company made a mortgage loan in the amount of $3 million to an
independent borrower who used the proceeds of the loan to purchase a
property owned by the Companys Manager. The loan from the
Company to such independent borrower is interest only, payable
monthly at an annual rate of 10% with the principal due in June 2003.
The transaction resulted in a deferred gain of approximately $367,000
to the Companys Manager.

Losses may be expected to occur when investing in mortgage loans. The amount of
losses will vary as the loan portfolio is affected by changing economic
conditions and the financial position of borrowers. There is no precise method
of predicting potential losses.

The conclusion that a mortgage loan is uncollectible or that collectibility is
doubtful is a matter of judgment. The Manager, in connection with the quarterly
closing of the Companys accounting records and the preparation of its
financial statements, evaluates the Companys mortgage loan portfolio to
determine if any outstanding loans are uncollectible or impaired and, in such
event, whether a loss is probable. The fact that a loan is past due does not
necessarily mean that the loan is uncollectible or impaired. Rather, all
relevant circumstances are considered by the Manager to determine the
probability of loan losses. Such evaluation, which includes a review of all
loans on which full collectibility may not be reasonably assured, considers
among other matters:



| |  | prevailing economic conditions;                                                                         
|- |  | --------------------------------------------------------------------------------------------------------
| 
| |  | historical experience;                                                                                  
| 
| |  | the nature and volume of the loan portfolio;                                                            
| 
| |  | the borrowers financial condition and adverse situations that may affect the
borrowers ability to pay;
| 
| |  | evaluation of industry trends;                                                                          
| 
| |  | review and evaluation of loans identified as having loss potential; and                                 
| 
| |  | estimated net realizable value of any underlying collateral.                                            

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Based upon this evaluation, a determination is made as to whether the allowance
for loan losses is adequate to cover any potential losses. Additions to the
allowance for loan losses are made by charges to the provision for loan losses.
Loans deemed to be uncollectible are charged against the allowance for loan
losses. Recoveries of previously charged off amounts are credited to the
allowance for loan losses. As of June 30, 2002, the Manager concluded that no
allowance for loan losses was deemed necessary. There were no actual losses
incurred on loans by the Company during the three months ended June 30, 2002.
At June 30, 2002, one of the Companys loans totaling $1,157,505 was
non-performing (more than 90 days past due on interest payments) and past due
on principal. The loan to value ratio on this loan is 63%. In addition, the
Company had four loans totaling $14,378,126 on which payment of principal was
past due. The Company has commenced foreclosure proceedings on these loans. The loan to value ratios on these two
loans are 34%, 54%, 55% and 39%. The Companys Manager evaluated all of
these loans and concluded that the underlying collateral was sufficient to
protect the Company against a loss of principal or interest. Accordingly, no allowance
for loan losses was recorded. The Companys Manager will continue to evaluate these
loans in order to determine if any allowance for loan losses should be
recorded.

In addition to the above-mentioned loans, as of June 30, 2002, the Companys
Manager had granted extensions on 12 loans pursuant to the terms of the
original loan agreements which permit extensions by mutual consent. Such
extensions are generally provided on loans where the original term was 12
months or less and where a borrower requires additional time to complete a
construction project or negotiate take out financing. The aggregate amount due
to the Company from borrowers whose loans had been extended as of June 30, 2002
was approximately $40,034,092. The average loan to value ratio on such loans is 52%.
Accordingly, the Companys Manager concluded that no allowance was necessary
with respect to such loans.

Decisions regarding an allowance for loan losses require judgment about the
probability of future events. As a result, there is an inherent risk that such
judgment will prove incorrect. In such event, actual losses may exceed (or be
less than) the amount of any allowance. To the extent that the Company
experiences losses greater than the amount of its allowance, the Company may
incur a charge to its earnings that will adversely affect its operating results
and the amount of any distributions payable to its Members.

CRITICAL ACCOUNTING POLICIES

Real Estate Held For Sale

Real estate held for sale includes real estate acquired through foreclosure and
is carried at the lower of the recorded amount, inclusive of any senior
indebtedness, or the propertys estimated fair value, less estimated costs to
sell.

During the six months ended June 30, 2002, the Company foreclosed on a mortgage
loan for approximately $1,541,000 and took title to the property (a residential
property located in Las Vegas, Nevada). The asset is included in investment in
mortgage loans in the accompanying balance sheet as of December 31, 2001. The
Company has evaluated this property and deemed it unnecessary to adjust the
carrying value of the asset upon transfer to real estate held for sale.

Investments in Mortgage Loans

Investments in mortgage loans are secured by trust deeds and mortgages.
Currently, all of the Companys mortgage loans require interest only payments
with a balloon payment of the principal at maturity. The Company has both the
intent and ability to hold mortgage loans until maturity and therefore,
mortgage loans are classified and accounted for as held for investment and are
carried at cost. Interest income on loans is accrued by the effective interest
method. The Company does not recognize interest income from loans once they
are determined to be impaired. A loan is impaired when, based on current
information and events, it is probable that the Company will be unable to
collect all amounts due according to the contractual terms of the loan
agreement or when the payment of interest is 90 days past due.

Allowance for Loan Losses

When deemed necessary, the Company will provide an allowance for possible
credit losses on mortgage loans. Additions to the allowance are based on an
assessment of certain factors including, but not limited to, estimated future
losses on the loans and general economic conditions. Additions to the allowance
are provided through a charge to earnings. Actual losses on loans are recorded
as a charge-off or a reduction to the allowance. Subsequent recoveries of
amounts previously charged-off are added back to the allowance. The Company
has evaluated all factors and determined it unnecessary to establish an
allowance for loan losses as of June 30, 2002.

CAPITAL AND LIQUIDITY

Liquidity is a measure of a companys ability to meet potential cash
requirements, including ongoing commitments to fund lending activities and for
general operation purposes. The Company believes that interest earned from both
investment loans and cash held at bank institutions in the next twelve months
will be sufficient to meet the Companys capital requirements. The Company does
not anticipate the need for hiring any employees, acquiring fixed assets such
as office equipment or furniture, or incurring material office expenses during
the next twelve months because the Manager will continue to manage the
Companys affairs. The Company may pay the Manager an annual management fee of
up to 0.25% of the Companys aggregate capital contributions. Pursuant to the
Companys Operating Agreement the maximum amount of management fees the Manager
was entitled to receive during the three months ended June 30, 2002 was
$63,342.

13



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##### Table of Contents



During the six months ended June 30, 2002, cash flows provided by operating
activities approximated $6.6 million. Investing activities consisted of net
investments in mortgage loans of $142,488 (net of investments in mortgage
loans), and investment in certificate of deposits of $550,000. Financing
activities consisted of members withdrawals in the amount of $2.3 million and
distributions of $5.1 million (net of reinvestments).

As the offering of the Companys units was completed in June 2001 and 95% of
the Companys funds are currently invested in mortgage loans, the Company
currently relies upon loan repayments and dividend reinvestments to provide the
cash necessary to carry on its business. Any significant level of defaults or
extensions on outstanding loans could reduce the funds it has available for
investment in new loans. Foreclosure proceedings may not generate full
repayment of the Companys loans and may result in significant delays in the
return of invested funds. This would diminish the Companys capital resources
and would impair its ability to invest in new loans. See the discussion above under Investment in Mortgage Loans Secured by Real Estate
Portfolio. In addition, withdrawals by the Companys members would reduce the
capital the Company has available for investment. Such withdrawals are limited
by the terms of the Companys Operating Agreement to not more than 10% per year
and are subject to other conditions.

The Company does not currently have any interest in any special purpose
entities nor does it have any commitments or obligations which are not
reflected on its balance sheet. The Company does not have any interest in derivative contracts.

The Company maintains working capital reserves of at least 3% of aggregate
members capital accounts in cash and cash equivalents, and certificates of
deposits. This reserve is available to pay expenses in excess of revenues,
satisfy obligations of underlying security properties, expend money to satisfy
unforeseen obligations and for other permitted uses of the working capital.
Working capital reserves of up to 3% are included in the funds committed to
loan investments in determining what proportion of the offering proceeds and
reinvested distributions have been invested in mortgage loans.

FACTORS AFFECTING THE COMPANYS OPERATING RESULTS

The Companys business is subject to numerous factors affecting its operating
results. In addition to the factors discussed above, the Companys operating
results may be affected by:

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##### Table of Contents



Risks of Investing in Mortgage Loans.



| |  |  | The Companys underwriting standards and procedures are more lenient
than conventional lenders in that the Company will invest in loans to
borrowers who will not be required to meet the credit standards of
conventional mortgage lenders.                                                                                                                                                                                                                                                                                                                                               
| | - |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| |  |  | The Company approves mortgage loans more quickly then other mortgage
lenders. Due to the nature of loan approvals, there is a risk that the
credit inquiry the Companys Manager performs will not reveal all
material facts pertaining to the borrower and the security.                                                                                                                                                                                                                                                                                                                  
|
| |  |  | The Companys results of operations will vary with changes in
interest rates and with the performance of the relevant real estate
markets.                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|
| |  |  | If the economy is healthy, the Company expects that more people will
be borrowing money to acquire, develop or renovate real property.
However, if the economy grows too fast, interest rates may increase too
much and the cost of borrowing may become too expensive. This could
result in a slowdown in real estate lending which may mean the Company
will have fewer loans to acquire, thus reducing the Companys revenues and the
distributions to members.                                                                                                                         
|
| |  |  | If, at a time of relatively low interest rates, a borrower should prepay
obligations that have a higher interest rate from an earlier period,
investors will likely not be able to reinvest the funds in mortgage loans
earning that higher rate of interest. In the absence of a prepayment fee,
the investors will receive neither the anticipated revenue stream at the
higher rate nor any compensation for their loss. This in turn could harm
the Companys reputation and make it more difficult for the
Company to attract
investors willing to acquire interest in mortgage loans.

Risk of Defaults

The Companys performance will be directly impacted by any defaults on the
loans in its portfolio. As noted above, the Company may experience a higher
rate of defaults than conventional mortgage lenders. The Company seeks to
mitigate the risk by estimating the rate of the underlying collateral and
insisting on low loan to value ratios. However, no assurance can be given that
these efforts will fully protect the Company against losses on defaulted loans.
Moreover, during the period of time when a defaulted loan is the subject of
foreclosure proceedings, it is likely that the Company will earn less (if any)
income from such loans, thereby reducing the Companys earnings.

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Competition for Borrowers.

The Company considers its competitors for borrowers to be the providers of
non-conventional mortgage loans, that is, lenders who offer short-term,
equity-based loans on an expedited basis for higher fees and rates than those
charged by conventional lenders and mortgage loans investors, such as
commercial banks, thrifts, conduit lenders, insurance companies, mortgage
brokers, pension funds and other financial institutions that offer conventional
mortgage loans. Many of the companies against which the Company competes have
substantially greater financial, technical and other resources than the Company
does. Competition in the Companys market niche depends upon a number of
factors including price and interest rates of the loan, speed of loan
processing, cost of capital, reliability, quality of service and support
services.

Effect of Fluctuations in the Economy.

The Companys sole business, making loans secured by real estate, is
particularly vulnerable to changes in macroeconomic conditions. Any significant
decline in economic activity, particularly in the geographical markets in which
the Company concentrates its loans, could result in a decline in the demand for
real estate development loans. In order to stay fully invested during a period
of declining demand for real estate loans, the Company may be required to make
loans on terms less favorable to the Company or to make loans involving greater
risk to the Company. Declines in economic activity are often accompanied by a
decline in prevailing interest rates. Although the Companys lending rates are
not directly tied to the Federal Reserve Boards discount rate, a sustained and
widespread decline in interest rates will impact the interest the Company is
able to earn on its loans. Since the Companys loans generally do not have
prepayment penalties, declining interest rates may also cause the Companys
borrowers to prepay their loans and the Company may not be able to reinvest the
amounts prepaid in loans generating a comparable yield. Moreover, any
significant decline in economic activity could adversely impact the ability of
the Companys borrowers to complete their projects and obtain take out
financing. This in turn could increase the level of defaults the Company may
experience.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

The Company is exposed to market risk, primarily from changes in interest
rates. The Company does not deal in any foreign currencies and does not own any
options, futures or other derivative instruments. The Company does not have any
debt.

Most of the Companys assets consist of investments in mortgage loans. At June
30, 2002, the Companys aggregate investment in mortgage loans was
approximately $95,829,000 with a weighted average yield of 13.53%. These
mortgage loans mature over the next 36 months. All of the outstanding mortgage
loans at June 30, 2002 were fixed rate loans. All of the mortgage loans are
held for investment purposes; none are held for sale. None of the mortgage
loans have prepayment penalties. Changes in interest rates would not affect
the carrying value of the Companys investment in mortgage loans.

For the six months ended June 30, 2002, the Company re-invested an additional
$550,000 in certificates of deposit and other short-term deposit accounts for a
total of $3,000,000. The Company anticipates that at least 3% of its assets
will be held in such accounts as a cash reserve; additional deposits in such
accounts will be made as funds are received by the Company from new investors
and repayment of loans pending the deployment of such funds in new mortgage
loans. The Company believes that these financial assets do not give rise to
significant interest rate risk due to their short term nature.

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PART II

OTHER INFORMATION




ITEM 1. LEGAL PROCEEDINGS

None




ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS

Not Applicable.




ITEM 3. DEFAULTS UPON SENIOR SECURITIES

Not Applicable.




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

No matter was submitted to a vote of security holders, through the solicitation
of proxies or otherwise, during the first quarter 2002.




ITEM 5. OTHER INFORMATION

None.




ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

(a)  Exhibits

|                                                          
|----------------------------------------------------------
|2.1      Articles of Organization*                        
|                                                          
|10.1      Operating Agreement**                           
|                                                          
|99.1      Certification Pursuant to U.S.C. 18 Section 1350

______________________



|*  |  | Previously filed as an exhibit to the Registration Statement on Form S-11
(File No. 333-32800) on March 17, 2000.                         
|-- |  | ------------------------------------------------------------------------------------------------------------------------------------------
|** |  | Previously filed as an exhibit to the Amendment No. 4 to the Registration
Statement on Form S-11/A (File No. 333-32800) on August 7, 2000.

(b)  Reports on Form 8-K

Current Reports on Form 8-K filed with the Commission on April 25, 2002 and
April 29, 2002, which report the following items:

|                                                                                                         |  |      |  |                                                            
|-------------------------------------------------------------------------------------------------------- |  | ---- |  | -----------------------------------------------------------
|                                                                                                         |  | (i)  |  | Item 4  Changes in Registrants Certifying Accountant; and
|                                                                                                         |  | (ii) |  | Item 7  Exhibits.                                         
|Current Report on Form 8-K filed with the Commission on June 24, 2002, which reports the following item:
|                                                                                                         |  |      |  | Item 8  Change in Fiscal Year.                            

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SIGNATURES

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.

VESTIN FUND I, LLC

By: Vestin Mortgage, Inc., its sole manager

| |  |     |  |                                                                                                                          
| |  | --- |  | -------------------------------------------------------------------------------------------------------------------------
| |  | By: |  | /s/ Lance K. Bradford                                                                                                    
| |  |     |  |                                                                                                                          
| |  |     |  | Lance K. Bradford
Director, Secretary and Treasurer
(Chief Accounting Officer of the Manager
and Duly Authorized Officer)

Dated: August 14, 2002

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